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.

Learn more about Informal Interpretations.

Displaying 3761 - 3780 of 3919

8503002 Informal Interpretation

Staff:
Wayne Kaplan
Rule:
802.20

Response/Comments

I informed (redacted) that I agree on basis of either joint venture analysis or voting securities of issuer within a person analysis. Either results in § 802.20 exemption. 3/20/85 Wayne Kaplan

8503003 Informal Interpretation

Staff:
Wayne Kaplan
Rule:
801.1 (b); 801.11

Response/Comments

I notified (redacted) on 3/18/85 that the letter is accurate as far as it goes. Inaddition, there must not be any intent to structure the transaction to avoid a filing(i.e. 801.90 avoidance).

8502011 Informal Interpretation

Staff:
Addie Williams
Rule:
Item 7

Response/Comments

3/4/85 Acknowledged receipt of letter and indicated agreement that Items 5-9should reflect data relevant [indecipherable]. Upon later review it is clear that this letter is incomplete and no general...

8502010 Informal Interpretation

Staff:
Andrew Scanlon
Rule:
7A(c)(8)

Response/Comments

2/27/85 T/C Scanlon/(redacted). I explained that HSR did not recognize thegroup concept of SEC and that the individuals should be considered separately(aggregating spouse and minor children) and...

8502007 Informal Interpretation

Staff:
Wayne Kaplan
Rule:
801.1(b)

Response/Comments

2/19/85 called (redacted) and he described partners. No overlap w/ acquiredperson in Addies transaction and 1st transaction is'nt ready. (redacted) will call if that one proceeds. Wayne Kaplan...

8502004 Informal Interpretation

Staff:
Andrew Scanlon
Rule:
802.50; 802.20

Response/Comments

2/11/85 T/C Scanlon (redacted). Told (redacted) my advice to him as described inthis letter was inaccurate and that the facts described in this letter constitute areportable transaction since the...

8502003 Informal Interpretation

Staff:
Wayne Kaplan
Rule:
802.50; 801.15

Response/Comments

Dana objects on basis 802.20 not w/in 801.15 & suggests parties file. I notified(redacted) secretary on 2/8/85 that the letter is inaccurate and that a filing is required by both parties. See...

8502006 Informal Interpretation

Staff:
Patrick Sharpe
Rule:
801.10; 802.20

Response/Comments

Note: It has not been determined that the cooperative share is a voting security. amerger normally means an acquisition of all of the v/s. However, this may or may not be one of the exceptions. It is...

8502012 Informal Interpretation

Staff:
Patrick Sharpe
Rule:
802.30

Response/Comments

Not exempt under 802.30 must file. Wayne, Kaplan, Andy, Suzzanne & Danaconcur. called (redacted) 2-26-85. This transaction is not exempt under 802.30and you must file if it meets the size...

8501001 Informal Interpretation

Staff:
Staff Comment: *** Between $450 and $500 MM
Rule:
802.1; 802.2

Response/Comments

Are they buying this retail space to operate or as an investment? They are buyingthese rental building in order to resell as condominiums. Who is making theacquisition? We are not sure yet. Perhaps a...

8501002 Informal Interpretation

Staff:
Patrick Sharpe
Rule:
801.10; 802.20

Response/Comments

comments: Wayne Kaplan said contingent payments should be estimated according to 801.10 of the rules and included in transaction price. Andy Scanlon agrees and added that they indicate a face value...

8501004 Informal Interpretation

Staff:
Staff Comment: ** there is no retail space included
Rule:
7A(c)(1); 802.1; now See 802.2

Response/Comments

The FTC staff has historically said that the acquisition of office buildings is generally exempt (no retail space or other income producing properties included) under § 802.1 of the rules. Is this...

8412001 Informal Interpretation

Staff:
Patrick Sharpe
Rule:
802.20; 802.50

Response/Comments

See diagram. We examine the 802.20 & 802.50 by issuer. Accordingly, thesetransactions are exempt given the information provided. [Note: No Facts, dollar values given, but enough info (less...

Pages