New notification thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"), will become effective as of February 22, 2010, for transactions closing after that date. And for the first time since the thresholds were benchmarked to domestic economic indicia, the thresholds will all go down rather than increase as in the past.
The basic "size of transaction" threshold will decrease from $65.2 million in 2009 to $63.4 million in 2010. The "size of person" thresholds will decrease from $13 million and $130.3 million in 2009 to $12.7 million and $126.9 million in 2010. The new 2010 thresholds will remain in effect until replaced sometime in February 2011.
The HSR Act requires that certain acquisitions meeting the statutory criteria must be reported to both the Federal Trade Commission and the Department of Justice prior to consummation of the proposed transaction. Subject to a number of exceptions and exemptions, sales of assets and voting securities worth over $253.7 million (under the new thresholds), and sales of assets and voting securities in excess of the basic "size of transaction" threshold where the "size of parties" thresholds are also met, are reportable transactions.
Steven Cash co-authored an article, "Evolution of a Valuable Tool for Attorneys: Business Intelligence Practitioners," for the New York Law Journal.
Eliza Fromberg authored an article, "M&A Brokers - No Safe Passage Through State Registration Requirements" for the ABA Business Law Section's Blue Sky Bugle.
On January 30, Michael Rave and Richard Leu will be speaking at Bank Director's annual conference, Acquire or Be Acquired, in Phoenix, Arizona.
On September 21, Scott Beach spoke on the Family Office Panel at the ACG New England Fall Conference at Mohegan Sun.
On June 17, David Swerdloff and Lane Watson will speak at the Exit Planning Exchange (XPX Connecticut) conference, on "Legal Documents - What are they and what do they mean?" in Norwalk, Connecticut. At the conference, Swerdloff and Watson will discuss in business terms what sellers of businesses can expect to find in their legal documents. Topics will include when to engage attorneys, letters of intent and purchase and sale agreements. Swerdloff organized the meeting as Program Chair of XPX Connecticut.
Michael Rave was quoted in an article, "Soaring Valuations Open Doors for Banking M&A Resurgence," in Law360.
Lori Braender was quoted in an article, "2017 Chief Medical Officers Roundtable Advances in Patient Care for Women," in COMMERCE Magazine.
Barbara Freedman Wand was quoted in the article "Banks Explore Multiple Avenues For Community Investment," in The Commercial Record.
Eliza Fromberg was quoted in an article, "Equity Crowdfunding Tops $10M Since SEC Rules Took Effect," in Law360.
Eliza Fromberg was quoted in an article, "SEC Boosts Intrastate Crowdfunding, But Hurdles Remain," in Law360. In the article, Fromberg discusses the U.S. Securities and Exchange Commission’s adoption of amendments to the intrastate offering exemption.