Informal Interpretations

Informal interpretations provide guidance from previous staff interpretations on the applicability of the HSR rules to specific fact situations. You should not rely on them as a substitute for reading the Act and the Rules themselves. These materials do not, and are not intended to, constitute legal advice.

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Displaying 21 - 40 of 3915

1404007 Informal Interpretation

Staff:
Michael Verne
Rule:
801.30

Response/Comments

1. If the CTO is for 50°/o or more, only one 15 day waiting period 2. 15 days 3. One filing, one filing fee (based on the total value of the 80% tendered plus the preferred voting), describe both...

1404006 Informal Interpretation

Staff:
Michael Verne
Rule:
15 USC 18a(c)(1) - 7A(c)(1) – NOT 802.1

Response/Comments

Although we are comfortable with exiting one type of business, but remaining in another related line, in the context of financial instruments like loans and leases, we are not with other types of...

1404002 Informal Interpretation

Staff:
Michael Verne
Rule:
801.1

Response/Comments

We don't think Corporate Officer holds the shares of Company A in either trust. We are assuming, although it is not specifically stated, that both trusts are irrevocable and that Corporate...

1403009 Informal Interpretation

Staff:
Michael Verne
Rule:
Form Item 5

Response/Comments

1. The revenues from graphic design services that are provided outside of the US would not be reported in Item 5 even if the customer is located in the US. 2. Non-manufacturing revenues derived from...

1403011 Informal Interpretation

Staff:
Michael Verne
Rule:
802.9

Response/Comments

All four of these are inconsistent with 802.9. We have set a bright line that holding more than 10% of a competitor either by the target (of a competitor of the acquiring person) or the acquiring...

1403005 Informal Interpretation

Staff:
Michael Verne
Rule:
802.3

Response/Comments

If it is a 55% undivided interest in the reserves, you would look at 55% of the value of the total reserves. If it is a 55% interest in an entity that holds the reserves: you would be under §802.4,...

1403002 Informal Interpretation

Staff:
Michael Verne
Rule:
801.15, 802.30

Response/Comments

This is exactly what we were addressing when we amended §801.15 to include §802.30 as an add-on to the form change rulemaking: The amendment to the aggregation rules in §801.15 would eliminate the...

1403003 Informal Interpretation

Staff:
Michael Verne
Rule:
801.15, 802.30

Response/Comments

This is exactly what we were addressing when we amended §801.15 to include §802.30 as an add-on to the form change rulemaking: The amendment to the aggregation rules in §801.15 would eliminate the...

1403001 Informal Interpretation

Staff:
Michael Verne
Rule:
801.1, 802.71

Response/Comments

1. We have been fine with annuity payments of cash from a GRAT to the settlor. That is not really a distribution of the corpus of the trust, but a distribution of the revenue stream generated by the...

1402002 Informal Interpretation

Staff:
Michael Verne
Rule:
801.1

Response/Comments

Issue 1: - If not same day, he can use T+3 to sell the shares - Gift to the trust would not be held by the trust if husband can on his own remove and replace the trustee (wife is deceased) - If both...

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