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HSR Informal Interpretations

2506010 Informal Interpretation

… 2506010 Informal Interpretation 2506010 Informal Interpretation I … transaction that (1) is not a “Select 801.30 Transaction”, and (2) there is no overlap / no supply relationship, is it … If the latter, should the Acquired Person describe the target’s principal categories of products or services even if …
Date
Rule
New HSR Form - Competition Descriptions
The Acquired Person should only check the “Not Applicable, Select 801.30 Transaction” box if the transaction is a Select 801.30. And yes, in the Overlap Description section, the Acquired Person should...
HSR Informal Interpretations

2506012 Informal Interpretation

… 2506012 Informal Interpretation 2506012 Informal Interpretation Good afternoon, We have a question about whether transaction … Informal Interpretation Letters #1104012 (April 27, 2011) and #1210013 (Oct. 25, 2012), among other informal letters, …
Date
Rule
801.10
If the proceeds in question comprise consideration for the acquisition, they must be included in the acquisition price calculation. The fact that the proceeds will be used to pay the seller’s...
HSR Informal Interpretations

2506006 Informal Interpretation

… 2506006 Informal Interpretation 2506006 Informal Interpretation I am writing to confirm whether an HSR filing would be required for the … the same investment adviser (“Fund Manager”). Seller Fund A and Seller Fund B (each individually, a “Seller Fund,” and …
Date
Rule
802.30
You are correct that the intraperson exemption does not apply to this scenario.
HSR Informal Interpretations

2506007 Informal Interpretation

… 2506007 Informal Interpretation 2506007 Informal Interpretation I am … entity of all of the acquired entity’s assets including real estate assets utilized in the business although owned … related entity. The assets of the acquired entity are owned and operated by a limited partnership not engaged in …
Date
Rule
801.1
As long as the single individual trustee is able to act, he/she controls the trust, and would be the UPE. Given that the trust is an entity within the individual/UPE, to the extent you have determined...
HSR Informal Interpretations

2506002 Informal Interpretation

… 2506002 Informal Interpretation 2506002 Informal Interpretation A client plans to submit an HSR filing for a transaction, which will be filed based on an … executed by the parties. My question is how we should handle this in the Affidavit. My thought was for the …
Date
Rule
803.5
What you propose for the affidavit is acceptable. If the letter of intent itself provides sufficient detail about the scope of the entire transaction, it is also acceptable to reference it alone...
HSR Informal Interpretations

2505013 Informal Interpretation

… 2505013 Informal Interpretation 2505013 Informal Interpretation I am seeking guidance on interpretation of the PNO’s stock-for-stock … ratio. Please find below an anonymized fact pattern and questions regarding the appropriate valuation …
Date
Rule
801.10
The tip sheet is intended to help filers determine the value of voting securities whose acquisition is being reported. It is not a tool for evaluating the reportability of a transaction. Using the tip...
Early Termination Notices

20251183: OMERS Administration Corporation; Secom Co., Ltd.

… 20251183: OMERS Administration Corporation; Secom Co., Ltd. HSR Early Termination Notice 20251183: OMERS Administration Corporation; Secom Co., Ltd. 20251183 ICS Parent Holdings, LLC Secom Co., Ltd. OMERS Administration Corporation … …
Date
Acquiring Party
OMERS Administration Corporation
Acquired Party
Secom Co., Ltd.
Acquired Entities
ICS Parent Holdings, LLC
Early Termination Notices

20251211: AE EventsCo Holdings, LLC; Wildcat Aggregator, L.P.

… 20251211: AE EventsCo Holdings, LLC; Wildcat Aggregator, L.P. HSR Early Termination … LLC Marlin Holdings II LLC MC-IMG, LLC International Merchandising Company, LLC Wildcat Aggregator, L.P. AE EventsCo …
Date
Acquiring Party
AE EventsCo Holdings, LLC
Acquired Party
Wildcat Aggregator, L.P.
Acquired Entities
Topspin Holdco, LLC
International Players Championship, LLC
Marlin Holdings II LLC
MC-IMG, LLC
International Merchandising Company, LLC
Cases and Proceedings

Synopsys, Inc. and ANSYS, Inc., In the Matter of

… Synopsys, Inc. and ANSYS, Inc., In the Matter of Synopsys, Inc. and ANSYS, Inc., In the Matter of The Federal Trade … certain assets to resolve antitrust concerns surrounding their $35 billion merger. The proposed consent order …

The Federal Trade Commission will require Synopsys, Inc. and Ansys, Inc., under a proposed consent order, to divest certain assets to resolve antitrust concerns surrounding their $35 billion merger. The proposed consent order settles FTC allegations (link to complaint) that Synopsys’s acquisition of Ansys is anticompetitive across three markets – optical software tools, photonic software tools for designing and simulating photonic devices, and RTL power consumption analysis tools.

Type of Action
Administrative
Last Updated
FTC Matter/File Number
241 0059
C-4820
Case Status
Pending
HSR Informal Interpretations

2505012 Informal Interpretation

… 2505012 Informal Interpretation 2505012 Informal Interpretation I am trying to determine the ultimate parent entity of an operating … by  Holding Company  through  54.2% ownership of the outstanding voting securities. No one entity owns more than  50% …
Date
Rule
801.1
Based on the facts provided, Corp does control the acquired assets. If Person A and Person B control the trusts (i.e., the trusts are not their own UPEs), then Person A and Person B would each be an...
Displaying 241 - 260 of 45714
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