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HSR Informal Interpretations

8604010 Informal Interpretation

… 8604010 Informal Interpretation 8604010 Informal Interpretation … that in that conversation I informed you that (redacted) filed a Premerger Notification and Report Form in connection … of (redacted). The File Reference Number for that transaction was (redacted), the Report was filed and the waiting …
Date
Rule
803.1
It is OK to use this form up until 5-23-86. After this date the PMN Office will only accept 1982 as the base year.
HSR Informal Interpretations

8603011 Informal Interpretation

… 8603011 Informal Interpretation 8603011 Informal Interpretation (redacted) March 26, 1986 Wayne … 301 Federal Trade Commission Washington, D.C. 20580 Re: File No. (redacted) Dear Wayne: I want to report to you the …
Date
Rule
803.1
I called (redacted) & explained that we cannot accept delivery except in our office Rm 303. W.K. 3/31/86
HSR Informal Interpretations

8603005 Informal Interpretation

… 8603005 Informal Interpretation 8603005 Informal Interpretation … other financial institutions. In some or all of these transactions, the acquired and acquiring entities would satisfy … Hart, Scott, Rodino Act, and in some or all cases, the transactions would satisfy the size-of-transaction test for the …
Date
Rule
801.1(b)
Andrew Scanlon Response: 3/21/ T/C Scanlon I advised (redacted) that the staff agreed that the transactions as outlined above were exempt as indicated. I suggested that should she be involved in a...
HSR Informal Interpretations

8603008 Informal Interpretation

… 8603008 Informal Interpretation 8603008 Informal Interpretation … now held by (redacted) is not a reportable transaction under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. We are informed that the transaction will be reported by (redacted) by reason of its …
Date
Rule
801.1(b), 801.40
On 3/21/86 I called the author of this letter and spoke with his associate and informed him that the letter was incorrect regarding the transaction referred in the 2d last paragraph on pg 2. That...
HSR Informal Interpretations

8603006 Informal Interpretation

… 8603006 Informal Interpretation 8603006 Informal Interpretation … in excess of $100 million. As consideration for the transaction, at the time of the initial transfer of Corporation … above, neither the acquiror nor the acquiree is required to file a Notification and Report Form under the Act. We also …
Date
Rule
801.1(b), 801.1(f)(1); 801.40
OK. WEK 3/19/86
HSR Informal Interpretations

8603002 Informal Interpretation

… 8603002 Informal Interpretation 8603002 Informal Interpretation … 1986, during which you indicated that we would not need to file a Premerger Notification Form based on the following … taking private (the Target). The structure of such transaction as presently contemplated would involve the formation …
Date
Rule
7A(a)(2); 801.11
OK.
HSR Informal Interpretations

8603001 Informal Interpretation

… 8603001 Informal Interpretation 8603001 Informal Interpretation … provisions of Hart-Scott-Rodino will not apply to that transaction, which is described below. This request is made … because the acquiring and acquired persons in this transaction do not satisfy the minimum size of person test as …
Date
Rule
7A(a)(2); 801.11
OK. 3-5-86
HSR Informal Interpretations

8602008 Informal Interpretation

… 8602008 Informal Interpretation 8602008 Informal Interpretation … client (“Entity A”) proposes to enter into a merger transaction subject to the reporting requirements of the … in E will exceed the 50% notification threshold, A must file a Notification and Report Form in connection with its …
Date
Rule
801.10
See below
HSR Informal Interpretations

8603003 Informal Interpretation

… 8603003 Informal Interpretation 8603003 Informal Interpretation … Premerger Notification Rules (Rules) to a series of transactions contemplated by our client. I discussed these proposed transactions with you briefly by telephone yesterday, and you …
Date
Rule
7A(c)(2)
I advised (redacted) that based on this letter a filing is required with XYZ (ESOP) as the acquiring party and XYZ as the acquired with the data the same for both parties, and that there may be a...
HSR Informal Interpretations

8603004 Informal Interpretation

… 8603004 Informal Interpretation 8603004 Informal Interpretation … $25 million but total assets below $25 million. The transaction is to be carried out in the following manner: The … of Sub and of Newco will be sold to our client. The transaction was structured in this manner for business reasons …
Date
Rule
801.1(a)(1); 802.20; 801.90
OK.
HSR Informal Interpretations

8603009 Informal Interpretation

… 8603009 Informal Interpretation 8603009 Informal Interpretation (redacted) March 24, 1986 Mr. … my understanding that the partnership involved in this transaction has less than $10,000,000 in sales or sales. In …
Date
Rule
7A(a)(2); 801.11(b)
I concur. However, I reminded (redacted) about our proposed acquisition vehicle rule that my change this position in the future. Called (redacted) 3-25-86 4:21 P.M.
HSR Informal Interpretations

8603010 Informal Interpretation

… 8603010 Informal Interpretation 8603010 Informal Interpretation … morning. I described to you the following hypothetical transaction. Purchaser is a power agency formed by an … land and coal reserves alone does not meet the size of transaction test; (ii) the contract amendment would seem **even …
Date
Rule
7A(c)(1); 801.11(e)
According to our conversations the purchase made pursuant to the K would qualify for (c)(1) because they are used as supplies and do not constitute they actual size of the acquisition. O.K. as amended
HSR Informal Interpretations

8602012 Informal Interpretation

… 8602012 Informal Interpretation 8602012 Informal Interpretation (redacted) February 25, 1986 Addie … the entity it is acquiring, it generally will not have to file for that acquisition because the new entity will be …
Date
Rule
801.11
See below 2/25/86 Follow-up letter to one of 2/6/86 clarifying facts of non-reportability. Facts confirmed. A.W.
HSR Informal Interpretations

8602002 Informal Interpretation

… 8602002 Informal Interpretation 8602002 Informal Interpretation … of February 7, 1986, wherein I described the following transaction. ABC Corporation and DEF Corporation are unrelated … the tender offer or merger. We concluded that the transaction is not reportable since the ultimate parent entity of …
Date
Rule
801.10
See below
HSR Informal Interpretations

8602001 Informal Interpretation

… 8602001 Informal Interpretation 8602001 Informal Interpretation … the entity it is acquiring, it generally will not have to file for that acquisition because the new entity will be … company has and will have less than $10 MM after the transaction. This letter implies that I made the determination of …
Date
Rule
801.11
See below
HSR Informal Interpretations

8602006 Informal Interpretation

… 8602006 Informal Interpretation 8602006 Informal Interpretation … of real property. 2. Upon completion of the Exchange Transaction, the Partnership (like its predecessors-in-interest) … Exchange Transaction without any obligation of any kind to file a pre-merger notification under the Hart-Scott-Rodino …
Date
Rule
802.1
See below
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