HSR filings will be significantly more expensive starting February 1 | Norton Rose Fulbright
US antitrust laws require that a notice be sent to the Federal Trade Commission and the Justice Department whenever one company buys another company or its assets for a purchase price of at least $50 million. (The threshold used to be $15 million. That is also being increased as of February 1.) The parties must then wait at least 30 days before they can close the transaction. However, the government sometimes waives the waiting period upon request.
The filing fee was $45,000. It will remain at that level for sales for less than $100 million. However, it increases to $125,000 for sales for $100 million up to a price just below $500 million, and to $280,000 for sales for $500 million or more.
The new fees may put pressure on lawyers to come up with deal structures that avoid the need to file. The options are fairly limited. A sale of LLC or partnership interests escapes the filing requirement, provided the sale is of less than the entire LLC or partnership.