Increased HSR Act Thresholds Announced for 2013

The Hart-Scott-Rodino Antitrust Improvements Act of 1976 (as amended, the “HSR Act”) requires parties to acquisitions of voting securities, assets or non-corporate interests meeting certain thresholds to make a premerger notification to the Federal Trade Commission (“FTC”) and the Antitrust Division of the Department of Justice, and to observe a waiting period prior to consummating such acquisitions. On Jan. 10, 2013, the FTC announced its annual adjustments to the current HSR Act thresholds. Any transaction that will be consummated on or after the effective date of Feb. 11, 2013 may be reportable under the HSR Act if, as a result of such transaction, the acquiring person will hold voting securities, assets and/or non-corporate interests of the acquired person valued above $70.9 million (the current adjusted minimum threshold is $68.2 million). The new adjusted thresholds reflect changes in the gross national product for the preceding fiscal year.