August 21, 1985
DELIVERED BY HAND
Andrew Scanlon, Esquire
Federal Trade Commission
Washington, D.C. 20580
Re:Pre-Merger Filing Requirements;
Sale of Commercial Loan Portfolio
Dear Mr. Scanlon:
In response to our telephone conversation of this date concerning an impending sale of a commercial loan portfolio by (redacted), a wholly-owned subsidiary of (redacted), we are furnishing you with the following facts:
1.The sale of this commercial loan portfolio, for approximately 100 Million Dollars, will constitute approximately 50% of the assets of (redacted) and , (redacted) of the assets of (redacted) and (redacted) of the assets of (redacted), the corporate parent of (redacted).
2.No other assets, office locations or personnel will be involved in this transaction.
3.The obligors [sic] under the loans to be sold are distributed on a national basis in various states, and there are no geographic concentrations thereof.
4.The buyer of this portfolio will most likely be a bank.
It is our impression that this transaction would be exempt from the pre-merger filing requirements. However, we will appreciate your advising if you concur in our position.
Thank you for your attention to this matter.
Very truly yours,
See letter dated 8/26/85. Appears to be a reportable transaction if all tests are met unless exempt under (c)(8).
T/C Scanlon - advise them of the above conclusion. AMS