Hart-Scott-Rodino Reporting Thresholds Adjusted Downward
The Federal Trade Commission recently announced new reporting thresholds for the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“Act”). The new thresholds became effective on March 4, 2021. Unlike previous years, this year, the threshold levels have been decreased instead of increased. The minimum size-of-transaction threshold went down to $92 million from the 2020 threshold of $94 million. As a result of that change, transactions valued below $92 million (as of the time of closing) will not be reportable. The size-of-parties thresholds also decreased from the 2020 values of $18.8 million and $188 million to now $18.4 million and $184 million, respectively, and transactions valued in excess of $919.9 million (down from $ 942 million) are reportable regardless of the size of the parties. In contrast, the civil penalties for violations of the Act increased to a maximum of $43,792 (up from $43,280) per day, effective January 13, 2021.