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… Interpretation (redacted) November 12, 1985 Wayne Kaplan, Esq. Bureau of Competition Premerger Notification … in the partnership. The partnership owns a large shopping center. (redacted) subsidiary intends to sell its interest … a partnership as described above is not an acquisition of a security or an asset. Such purchases need not be prereported …

… conversation that, under Section 801.40 of the Regulations, the formation of the Partnership is not subject to …

… Trade Commission Washington, D.C. 20580 Attn: Mr. Wayne Kaplan RE: PRE-MERGER NOTIFICATION UNDER THE HART-SCOTT-RODINO … ANTI-TRUST [sic] IMPROVEMENT [sic] ACT OF 1976 Dear Mr. Kaplan: This is to advise you that, based upon a telephone … 3.(redacted) which is wholly owned by (redacted). The latter is a publicly held company. 4.(redacted) …

… Interpretation (redacted) October 29, 1985 Wayne Kaplan, Esq. Premerger Notification Office Bureau of … Avenue, N.W. Washington, D.C. 20580 Dear Mr. Kaplan: Thank you for your explanation by telephone today of certain matters relating to …

… wholly owned subsidiary, (redacted). Based upon facts as related to you by us, you have concluded that the transaction … Partnership, as an Ultimate Parent Entity as defined in regulations promulgated under the Act, is of insufficient size … transaction, and for your help in analyzing issues raised relating to the Act. Very truly yours, (redacted) (redacted) …

… the FTC and DOJ to investigate potential antitrust violations prior to the consummation of any reportable … no bearing upon whether a proposed transaction violates other antitrust laws or will have an anticompetitive effect on an existing …

… Interpretation (redacted) October 31, 1985 Wayne Kaplan, Esq. Staff Attorney Federal Trade Commission Pre-Merger … Avenue, N.W. Room 301 Washington, D.C. 20580 Dear Mr. Kaplan: As I told you in our telephone conversation today, upon … facility by (redacted) adjacent to the (redacted) plant was essentially an accommodation to (redacted) even …

… Interpretation (redacted) October 17, 1985 Wayne Kaplan, Esq. Federal Trade Commission Office of Premerger … Avenue, N.W., Room 301 Washington, D.C. 20580 Dear Mr. Kaplan: This letter is to follow up on our telephone … assets or operating history. At the closings contemplated by the agreement, other than as described below, the …

… stock of a corporation whose assets consist of undeveloped land which contains no structures, but does contain some … does not generate any income other than through the sale of land to developers in the ordinary course of its business, …

… we discussed in our telephone conversations yesterday and last week, this firm represents a corporation (Company A) which plans to acquire voting securities of another company … Premerger Notification form in March 1983. Since the contemplated acquisition will not exceed the next notification …

… to a proposed merger transaction (the Company). As I explained, we are attempting to determine whether the … determination of the Companys total annual net sales. I explained that the Company consistently used this method of …

… of which are also minimally capitalized. The consolidated balance sheet of the parent company will have far less than … the purchasing side and totalling [sic] (redacted). The balance of the purchase price will be paid in cash, and will be financed by institutional lenders who will take a security interest in the assets newly acquired by the …

… D.C. 20580 Dear Mr. Sharpe: As Andy Scanlon was planning to be out of your office for the next several weeks, … The structure of such transaction as presently contemplated would involve the formation of a holding company (the … size of a newly formed acquisition vehicle which has no regularly prepared financial statements, it will look to the …

… represents that it is a banking corporation, are available to exempt the proposed transaction for the Antitrust …

… you of August 9, 1985, this letter will supply the further clarification that you requested to support the conclusion … to filing under the Hart-Scott-Rodino Act. Despite the elapsed time and perhaps unusually large number of steps, this is all one deal, the purpose of …

… October 30, 1985 VIA AIRBORNE EXPRESS Wayne Kaplan, Esq. Staff Attorney Federal Trade Commission Pre-Merger … Avenue, N.W. Room 301 Washington, D.C. 20580 Dear Mr. Kaplan: Reference if made to my letter of September 11 and our … overpower you with numbers. You will recall that the contemplated transaction calls for the acquisition by a financing …