Congress has handed—and President Biden is predicted to signal into legislation at this time—the Merger Submitting Charge Modernization Act, which is able to considerably change antitrust merger notification laws underneath the Hart-Scott-Rodino Act (HSR Act), 15 U.S.C. § 18a.
Included within the adjustments is language considerably altering the framework for the submitting payment quantities and the deal worth thresholds triggering these HSR submitting charges.
Per a press launch from Senator Amy Klobuchar (D-MN), the adjustments will go into impact in 2023. We are going to replace when we’ve got extra readability on timing.
Along with the submitting payment adjustments, the laws imposes a brand new obligation to report with an HSR submitting info on international subsidies from sure international governments, famous as “adversaries.” We should see how the Federal Commerce Fee (FTC) and the US Division of Justice implement this requirement in a revision to the HSR kind and directions.
Notably and maybe extra considerably, whereas not a part of this laws, FTC Chair Lina Khan has indicated that the businesses are also engaged on revisions to the HSR guidelines that may require extra substantive disclosures of data to help within the company assessment course of. General, the laws and anticipated proposed adjustments to the HSR kind, in addition to the anticipated new Merger Pointers, possible will considerably change HSR apply shifting ahead.
DETAILS REGARDING FILING FEES AND THRESHOLDS
The brand new deal worth thresholds and submitting payment quantities are as follows:
The brand new thresholds and charges can be adjusted yearly at the start of every yr.
For an understanding of how this laws adjustments the prior threshold and payment framework, the next desk exhibits the impression of the laws on prior HSR submitting charges: