On January 23, 2023, the Federal Trade Commission (FTC) enacted the most radical change to Hart-ScottRodino Act (HSR) filing thresholds in decades. Pursuant to the Merger Filing Fee Modernization Act of 2022, which was signed into law as part of the Consolidated Appropriations Act on December 29, 2022, the new HSR filing fees are determined using a tiered system that decreases the financial burden on smaller businesses combining that are trying to establish a presence in the market and imposes a “tax” in the form of significantly higher fees on larger companies. The new structure is consistent with other antitrust legislative efforts to rein in Big Tech that have been percolating in Congress for years.
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