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Date

Tags:

Rule
Item 5, 803.1
Staff
Sam Sheinberg
Response/Comments

An acquiring person must make an HSR filing for a pending transaction.  The acquiring person reports revenues in various industries, but the transaction has the following overlaps:

311119                        Other Animal Food Manufacturing

2001475000                Manufacturing of frozen cakes, pies, and other pastries

811191                        Automotive Oil Change and Lubrication Shops

The acquiring person’s Item 5 would look like this:

 

6-DIGIT INDUSTRY CODE AND/OR
10-DIGIT NAPCS-BASED PRODUCT CODE
DESCRIPTIONYEAR
2018
TOTAL DOLLAR REVENUES
($MM)
Overlap
311119Other Animal Food Manufacturing100.0
2034500000Manufacturing of complete swine feed, supplements, concentrates, and premixes50.0

2034525000

 

Manufacturing of complete beef cattle feed, supplements, concentrates, and premixes50.0
311812Commercial Bakeries40.0
2001450000Manufacturing of other sweet goods (doughnuts, pastries, coffee cakes. etc.), excluding cookies and frozen sweets25.0
2001475000Manufacturing of frozen cakes, pies, and other pastries15.0
333414Heating Equipment (except Warm Air Furnaces) Manufacturing65.0
2038650015Manufacturing of parts and attachments for gas burners65.0
611430Professional and Management Development Training50.0
722511Full-Service Restaurants100.0
811191Automotive Oil Change and Lubrication Shops40.0

 

If there is only a 6-digit NAICS code overlap, filers should only check the overlap box for that code, see 311119 above.  If there is a 10-digit NAPCS code overlap, filers should check the overlap box for that code and the overlap box for the associated 6-digit NAICS code, see 2001475000 and 311812 above. 

In the chart, all 10-digit NAPCS codes add up to the amount in the associated 6-digit NAICS manufacturing codes. In addition, the 6-digit NAICS codes and the 10-digit NAPCS code(s) are all in ascending order, with the 10-digit NAPCS codes listed directly below the associated 6-digit NAICS manufacturing codes. 

Note 811191 for an overlap in a non-manufacturing 6-digit NAICS code.

For more information, see the Item 5 Tip Sheet.

 

 

About Informal Interpretations

Informal interpretations provide guidance from PNO staff on the applicability of the HSR rules to specific fact situations. They do not necessarily reflect the position of the Commission. 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.