Question
From: (Redacted)
Sent: Tuesday, July 19, 2011 9:27 AM
To: Verne,B. Michael
Cc: (Redacted)
Subject: New Item 4(d) scope
HiMike:
Doyou agree that, where certain parts of a transaction are HSR reportable and itsother parts are exempt, only 4(d) documents that relate to the reportable partsof the transaction need to be provided?
Thenew instructions state: "Information need not be supplied regardingassets, non-corporate interests, or voting securities currently beingacquired, when their acquisition is exempt under the statute or rules."See p. 43, http://www.ftc.gov/os/fedreg/2011/07/110707hsrfrn.pdf. The PNO has previously advised that only 4(c) documents related to thereportable portion of the transaction must be submitted. See, e.g., http://www.ftc.gov/bc/hsrflnformal/opinions/0512008.htm, http://www.ftc.gov/bc/hsr/informal/opinions/9905012.htm. It would seem that the instructions contemplate a similarly limited approachto Item 4(d), but it would be great if you could confirm.
Manythanks, as always, and best regards.