Revised HSR And Section 8 Thresholds

On January 19, 2010 the Federal Trade Commission announced revised thresholds for Hart-Scott-Rodino ("HSR") Premerger Notification filings and for the jurisdictional thresholds that trigger the prohibition on interlocking directorates under Section 8 of the Clayton Act. These thresholds, which are revised annually to reflect changes in the gross national product, are lower than the prior year for the first time. Although the difference is not dramatic, as a result of the downward adjustment, more transactions will be subject to the HSR Act reporting requirements in the coming year than in 2009.

The revised HSR thresholds will apply to all transactions that close on or after the effective date, which is 30 calendar days following publication of the changes in the Federal Register. This effective date is expected to be in late February. The interlocking directorates threshold revisions will be published in the Federal Register shortly and will be effective upon