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FTC Increases Hart-Scott-Rodino Filing Thresholds
The Federal Trade Commission recently announced increases to the filing thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”).
Effective February 21, 2007, a Notification and Report Form filing must be made under the HSR Act if, as a result of an acquisition, the buyer will hold voting securities or assets valued in excess of $59.8 million, and the transaction involves parties with net annual sales or total assets valued at more than $l2.0 million and $l19.6 million. If the value of the transaction exceeds $239.2 million a Notification and Report Form must be filed regardless of the parties’ size.
The prior and adjusted jurisdictional thresholds are summarized below.
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Prior (2006) Threshold
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2007 Threshold
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Size of Transaction
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$56.7 million
$226.8 million
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$59.8 million
$239.2 million
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Size of Person
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$11.3 million
$113.4 million
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$12.0 million
$119.6 million
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The filing fees under the HSR Act apply as follows:
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Transaction Value
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Filing Fee
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> $59.8 million and < $119.6 million
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$45,000
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> $119.6 million and < $597.9 million
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$125,000
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> $597.9 million
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$280,000
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25% of an issuer’s voting securities if valued in excess of $1,195.8 million
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$280,000
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This legal update is for informational purposes only as a service to clients and other friends, is not a complete summary of the rules relating to the subject matter discussed above, and is neither to be construed as legal advice nor intended as basis for decisions in specific situations. For more information about this subject matter or other recent developments, please contact the attorneys in our Colorado Corporate Law practice group or any other attorney in our firm with whom you normally consult by calling (303) 825-4200.
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