Extract to table

0 million, the HSR Act's size-of-person test must also be satisfied before a filing obligation is triggered

the acquiring person or the acquired person, measured at the level of the ultimate parent entity) must have annual net sales or total assets of at least $239

0 million; and (b) The other party must have annual net sales or total assets of at least $23

Both prongs of the size-of-person test must be satisfied, together with the size-of-transaction test, for a filing obligation to arise when the transaction value is between $119

This principle is reflected in the FTC's informal interpretations and advisory opinions, which have consistently held that the size-of-transaction analysis must focus on the assets being transferred, not on the total assets of the selling entity

Assets that are excluded from the transaction, whether by virtue of being explicitly carved out in the APA or by virtue of being non-reportable under the HSR Rules, must be excluded from the size-of-transaction calculation