Revised HSR Thresholds Now in Effect

Each year, the minimum jurisdictional thresholds associated with the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR) are adjusted by the Federal Trade Commission (FTC). The 2025 adjustments went into effect on February 21, 2025.

The size-of-transaction threshold increased to $126.4 million, which is up from $119.5 million in 2024. Any transaction valued at $126.4 million or above is reportable if the size-of-party thresholds are met. Those size-of-party thresholds increased to $25.3 million (from $23.9 million) and $252.9 million (from $239 million). Finally, in 2025, any transaction that is valued at more than $505.8 million will be reportable regardless of the size of the parties.

In addition to the increases in the HSR reporting thresholds described above, the FTC adjusted its tier-based HSR filing fee structure. The lowest filing fee remains $30,000 and applies to all transactions valued at less than $179.4 million. The filing fees associated with the remaining five tiers increased, now ranging from $105,000 (applicable to transactions valued at $179.4 million but less than $555.5 million) to $2,390,000 (applicable to transactions valued at $5.555 billion or more).

* * *

For additional information about the issues discussed in this Antitrust Byte, or if you have any other antitrust concerns, please contact the attorneys listed on this page or the Epstein Becker Green attorney who regularly handles your legal matters.