Locke Lord QuickStudy: 2024 HSR Thresholds Announced by FTC
The FTC has increased the HSR filing thresholds for transactions that will close on or after a date in the last week of February, to be determined. The new 2024 thresholds are as follows:
Size-of-parties thresholds: $23.9M and $239.0M (up from $22.3M and $222.7M in 2023)
Smaller size-of-transaction threshold (which requires size-of-parties thresholds to be met in order to trigger the filing requirement): $119.5M (up from $111.4M in 2023)
Larger size-of-transaction threshold (which triggers a filing requirement regardless of the size-of-parties): $478M (up from $445.5M in 2023)
The HSR filing fee thresholds have also changed. Fees range from $30,000 for the smallest transactions (down from the prior fee of $45,000) up to $2.25 million for transactions valued at $5.365 billion or more (up from the previous high of $280,000), with fees escalating as deal size increases. The fee required for a particular transaction will be determined based on the below chart. Other HSR-related thresholds were adjusted by the FTC as well.
|
FILING FEE |
SIZE OF TRANSACTION AS DETERMINED UNDER SECTION 7A(a)(2) OF THE ACT |
|
$30,000 |
less than $173.3 million |
|
$100,000 |
not less than $173.3 million but less than $536.5 million |
|
$250,000 |
not less than $536.5 million but less than $1.073 billion |
|
$400,000 |
not less than $1.073 billion but less than $2.146 billion |
|
$800,000 |
not less than $2.146 billion but less than $5.365 billion |
|
$2.25 million |
$5.365 billion or more |
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