On January 21, 2016, the Federal Trade Commission (FTC) announced its annual adjustment of the jurisdictional thresholds for pre-merger notification filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act) and for interlocking directorates under Section 8 of the Clayton Act. The revisions account for changes in the level of the U.S. gross national product and constitute an increase of about 2.5 percent.

HSR Act Pre-Merger Notification Thresholds -

The HSR Act requires companies contemplating mergers or acquisitions of voting securities or assets that meet or exceed certain monetary thresholds to file notification forms with the FTC and Department of Justice and to wait a designated period of time before consummating the contemplated transaction. The new thresholds will go into effect for transactions closing on or after February 25, 2016. For transactions closing on or after this date, companies generally will need to comply with the HSR Act premerger notification and waiting period requirements if the following is true:

1. The size of the transaction (as defined by the HSR Act and applicable regulations) is more than $312.6 million; or

2. The size of the transaction is more than $78.2 million, the total assets or annual net sales of one party to the transaction (as defined by the HSR Act and applicable regulations) equal $156.3 million or more, and the total assets or annual net sales of the other party to the transaction equal $15.6 million or more.