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FTC Updates Merger Thresholds

Triggers apply to broadcast transactions too

The Federal Trade Commission has announced the dollar value thresholds that would trigger federal review of mergers and acquisitions in the coming year — including those involving radio stations.

According to a summary posted on the blog of communications law firm Fletcher Heald & Hildreth, the 2015 adjustment “is the smallest we have seen in years — barely noticeable at one-half of 1 percent, well down from the annual 3%–7% leaps we had seen in recent years.”

By way of background, it explained that while FCC has the option of choosing to review many communications-related transactions, “under federal antitrust law, the Department of Justice and the Federal Trade Commission must review transactions that cross certain dollar amount thresholds.”

Agency action will be triggered when the total value of the transaction exceeds $305.1 million; or the total value exceeds $76.3 million and one party has at least $15.3 million in assets (or, if a manufacturer, in annual net sales) and the other has net sales or total assets of at least $152.5 million

The advice from Fletcher Heald: “When negotiating deals, all parties would be well-advised to bear these thresholds in mind. Once those lines are crossed, the prospect of additional (and considerable) time, expense and hassle to navigate the federal review process is a virtual certainty.”