FTC Revises Thresholds For Antitrust Reviews

by Glen Shapiro, LawAndTax-News.com, New York

30 January 2012

The United States Federal Trade Commission (FTC) has announced it has revised the pre-merger thresholds that determine whether companies are required to notify federal antitrust authorities about a proposed transaction.

The filing thresholds are required to be adjusted annually to keep pace with inflation, unlike the pre-merger filing fees, which have not changed in more than a decade.

Companies are required to notify the FTC if, among other things, the value of a transaction exceeds the filing thresholds. The FTC is required to revise those thresholds annually, based on the change in gross national product. For 2012, for example, the threshold for reporting proposed mergers and acquisitions, subject to enforcement under Section 7 of the Clayton Act, increased from USD66m to USD68.2m.

The FTC also announced revisions to the thresholds that trigger a prohibition preventing companies from having interlocking memberships on their corporate boards of directors under Section 8 of the Clayton Act.

The revised thresholds under Section 7 will apply to all transactions that close on or after the effective date of the notice, which is 30 days after its publication in the Federal Register. The thresholds for Section 8 will become effective upon publication in the Federal Register.

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