Hart-Scott-Rodino Reporting Threshold Increases By $6.9 Million

The past two weeks have been quite busy in the world of the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15 U.S.C. § 18a) (HSR). First, on January 7, 2025, the Federal Trade Commission (FTC) announced a record $5.6 million civil penalty to settle allegations that three oil producers engaged in improper "gun-jumping" when the buyer in a proposed M&A transaction assumed significant operational control over the target before the end of the HSR waiting period. Then, on January 14, 2025, the Department of Justice filed the largest-ever HSR enforcement action, seeking some $650 million in civil penalties for a private equity firm's alleged repeated failures to make complete HSR filings as required. Meanwhile, the FTC has begun releasing guidance about the sweeping changes to HSR practice that are slated to take effect on February 10, although these rule changes are being challenged in court, and there is speculation that the new Trump administration might delay