On January 10, 2013, the Federal Trade Commission (FTC)
announced its updated dollar thresholds to merger filings required
by the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act).
These thresholds will become effective 30 days after publication in
the FederalRegister.
The HSR Act established various criteria for determining whether
asset acquisitions and merger transactions must be reported to the
FTC and the Department of Justice prior to consummation. Generally,
whether a transaction is subject to HSR reporting requirements
depends on three tests: (1) the in commerce test; (2) the
size-of-transaction test; and (3) the size-of-persons test. Parties
to a transaction that meet the threshold criteria under these tests
must report the transaction to the federal antitrust enforcement
agencies and then observe a waiting period to enable the government
to analyze the deal's competitive effects. The FTC is required
to revise the filing thresholds annually, based on the
