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- Merger Screening
2. Establishing jurisdiction for notification of mergers
2.3 General thresholds
Merger control filing is required when:
- At least one of the undertakings concerned has commercial activity in the United States or is otherwise active in a way that affects commerce in the United States; and
- The total value of the acquirer’s voting shares, the assets and/or the non-corporate interests that will be held in the target amount to at least USD 84,400,000 (including pre-transaction holdings); and
- The transaction value exceeds USD 84,400,000; and
- At least one of the undertakings concerned (on a group level) has turnover or assets of at least USD 16,900,000 globally, and the other undertaking concerned (on a group level) has turnover or assets of at least USD 168,800,000 globally; or
- The transaction value is at least USD 337,600,000.
The following kinds of transactions are exempt from merger control:
- Certain foreign-to-foreign mergers;
- The acquisition of non-voting shares;
- Certain acquisitions of ordinary voting shares solely for the purpose of investment;
- Certain acquisitions that require the prior approval of another federal agency;
- Certain acquisitions by securities underwriters, creditors, insurers and institutional investors;
- Certain financing transactions where the acquirer contributes only cash to a non-corporate entity and does not retain control over the entity post realisation of its preferred return.
2.4 Other national thresholds for ex ante merger control (e.g. sector-specific rules)
and last updated on 31-07-2019 by
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