FTC Announces Annual Update of Size of Transaction Thresholds for Premerger Notification Filings and Interlocking Directorates

For 2019, the size-of-transaction threshold for reporting proposed mergers and acquisitions under Section 7A of the Clayton Act will adjust from $84.4 million to $90 million. Also, the 2019 thresholds under Section 8 of the Act that trigger prohibitions on certain interlocking memberships on corporate boards of directors are $36,564,000 for Section 8(a)(l ) and $3,656,400 for Section 8(a)(2)(A).

The FTC revises the thresholds annually, based on the change in gross national product. The revised thresholds under Section 7A of the Clayton Act 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 of the Clayton Act become effective upon publication in the Federal Register. A complete listing of current thresholds can be found on the FTC’s website, and will be updated once the revised thresholds are published in the Federal Register. The announcement of this year’s revised thresholds was delayed due to the recent federal government shutdown.

The votes to approve the Federal Register notices announcing the threshold revisions were both 5-0. (FTC File No. P859910; the staff contact for Section 7A is Nora Whitehead, Bureau of Competition, 202-326-3262; the staff contact for Section 8 is James Mongoven, Bureau of Competition, 202-326-2879.)

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