Hart-Scott-Rodino Act

• Pages: 359-367

359

HART-SCOTT-RODINO ACT

Section 7A of the Clayton Act, 15 U.S.C. § 18a1

(a) Except as exempted pursuant to subsection (c) of this section, no

person shall acquire, directly or indirectly, any voting securities or assets

of any other person, unless both persons (or in the case of a tender offer,

the acquiring person) file notification pursuant to rules under subsection

(d)(1) of this section and the waiting period described in subsection

(b)(1) of this section has expired, if—

(1) the acquiring person, or the person whose voting securities or

assets are being acquired, is engaged in commerce or in any

activity affecting commerce; and

(2) as a result of such acquisition, the acquiring person would hold

an aggregate amount of the voting securities and assets of the

acquired person—

(A) in excess of $200,000,000 (as adjusted and published for each

fiscal year beginning after September 30, 2004, in the same

manner as provided in section 8(a)(5) [of the Act] to reflect the

percentage change in the gross national product for such fiscal

year compared to the gross national product for the year ending

September 30, 2003); or

(B)(i) in excess of $50,000,000 (as so adjusted and published) but

not in excess of $200,000,000 (as so adjusted and published);

and

(ii) I. any voting securities or assets of a person engaged in

manufacturing which has annual net sales or total assets of

$10,000,000 (as so adjusted and published) or more are being

1. Hart-Scott-Rodino Antitrust Improvements Act amendments to the Clayton

Act.