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HSR Informal Interpretations

8312008 Informal Interpretation

… non-voting securities is not a transaction that must be reported under HSR. However, if in the future A converts the … acquired into voting securities, the conversion might be a reportable event subject to the HSR waiting period …
Date
Rule
802.31
No written comments
HSR Informal Interpretations

8311004 Informal Interpretation

… in exchange for partnership interests, is not a reportable transaction under the premerger notification … pursuant to the original partnership agreement is not a reportable transaction. This is so even though (a) the … contemplated by the original formative agreements will be a reportable transaction, assuming the size-of-the-parties and …
Date
Rule
801.40
Called (redacted). Disagreed with Item 5. She is sending another letter.
HSR Informal Interpretations

8311005 Informal Interpretation

… Vidas Re:Confirmation of Exempt From Hart-Scott-Rodino Reporting Requirements Dear Ms. Vidas: This will confirm our … in my letter to you of October 28, 1983, is exempt from the reporting requirements of the Hart-Scott-Rodino Antitrust … from (redacted) and then from (redacted) are not currently reportable since they are speculative at this time. Please …
Date
Rule
7A(c)(1)
No notes written
HSR Informal Interpretations

8311006 Informal Interpretation

… U.S.C. 18a(c)(1)) and therefore would be exempt from the reporting requirements of the Hart-Scott-Rodino Antitrust … Act of 1976. Therefore, no premerger Notification and Report Form will be filed with respect to this transaction. …
Date
Rule
7A(c)(1); 802.1
No response noted
HSR Informal Interpretations

8311011 Informal Interpretation

… the transaction described herein will not be subject to the reporting and waiting requirements of Section 7A of the … the Securities Act of 1933. 15 U.S.C. 77c(a)(8). The House report makes clear that this was merely confirming everyones … characterization of purposes of accurately completing the report form, as are the other provisions of 801.2. (The …
Date
Rule
801.2(d)
No written comments
HSR Informal Interpretations

8310003 Informal Interpretation

… during our telephone conversation today regarding the report and wait requirements of the Hart-Scott-Rodino … P has not been formed for the purpose of avoiding the report and wait requirements of the Act. You have advised …
Date
Rule
801.40; Formation of a partnership
HSR Informal Interpretations

8310012 Informal Interpretation

… Abrahamsen: Recently I called you to discuss whether the report and wait requirements of the Hart-Scott-Rodino … entity. Since this interpretation has not been formally reported, I am writing to memorialize my understanding of …
Date
Rule
801.13; 801.1(b); 801.1(a)(3)
HSR Informal Interpretations

8309007 Informal Interpretation

… stock of (redacted) for $518,100,000. This transaction was reported on a Notification and Report Form pursuant to the Hart-Scott-Rodino Antitrust … voting securities of (redacted) through the Merger is a nonreportable transaction within the meaning of Rule 802.30 as …
Date
Rule
802.30
HSR Informal Interpretations

8307005 Informal Interpretation

… questions: 1. Where an acquiring person is making a reportable purchase of voting securities and is also … is the proper method of responding to Items 2(e) and 3 when reporting the purchase of voting securities and warrants … and only one of the acquiring persons will be making a reportable purchase, how should such information be …
Date
Rule
803.5; Item 1(c); Item 2(a)
7/26/83. RE: Letter of July 14, 1983. Letter is correct but we hereby ask forcopies of exemption request & send letter if request granted. We assign # and giveC5 letter & when - exemption granted we...
HSR Informal Interpretations

8307002 Informal Interpretation

… bility that the Phase II transaction might trigger the Acts reporting requirements. As we understand it, regardless of … exercise of the options in this transaction would not be reportable because the threshold requirement is Section … than $10,000,000, the subsequent transfer might have to be reported. It would satisfy the requirements of Sections …
Date
Rule
7A(a)(2)
The attached letters were reviewed by Wayne Kaplan and Dana Abrahamsen prior to July 8,1983 and as modified in the second letter there does not appear to be a reportabletransaction or transactions...
HSR Informal Interpretations

8305005 Informal Interpretation

… that (1) the formation of joint venture partnerships is not reportable under the Hart-Scott-Rodino Act (the Act) or the … the principles discussed above, the foregoing would not be reportable under the Act, without regard to the size of the … of a joint venture partnership. The Act only requires reporting the formation of a joint venture partnerships. …
Date
Rule
802.63
HSR Informal Interpretations

8304001 Informal Interpretation

… last three weeks, the following planned transaction is not reportable under the Hart-Scott-Rodino Improvements Act. … proposed sale of assets by (redacted) to (redacted) is not reportable because Mr. (redacted), (redacted) ultimate … financials. Moreover, the formation of (redacted) is not reportable. Though (redacted) is deemed to be $100 million …
Date
Rule
801.40
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