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HSR Informal Interpretations

0712007 Informal Interpretation

… to say that any trademark agreement is merely an unreportable grant ofmarketing and distribution rights. But …
Date
Rule
801.2
An exclusive distribution agreement coupled with an exclusive license to use the trademark in connection only with distributing the product is not the acquisition of an asset.
Federal Register Notice

Interagency Notice of Proposed Rulemaking: Procedures to Enhance the Accuracy and Integrity of Information Furnished to Consumer Reporting Agencies Under Section 312 of the Fair and Accurate Credit Transactions Act - 16 CFR Part 660

… Accuracy and Integrity of Information Furnished to Consumer Reporting Agencies Under Section 312 of the Fair and … Accuracy and Integrity of Information Furnished to Consumer Reporting Agencies Under Section 312 of the Fair and … Accuracy and Integrity of Information Furnished to Consumer Reporting Agencies Under Section 312 of the Fair and …
Date
HSR Informal Interpretations

0712001 Informal Interpretation

… and (redacted) (the"Parties") would be subject to reporting requirements of theHart-Scott-Rodino Act at this … products fromAbbott in a transaction that falls below reporting requirements of the HSR Act.The Parties plan to … the end of this calendaryear. Because it falls below HSR reporting thresholds, we do not believe itrequires premerger …
Date
Agree. MV agrees
HSR Informal Interpretations

0712002 Informal Interpretation

… that the proposedacquisition described below is not reportable under the Hart-Scott-Rodino Antitrust … to the portion of the transaction that is potentially reportable. Specifically,the Acquiring Person, for purposes … (althoughnot necessarily a different conclusion as to reportability under the HSR Act). The business units that …
Date
Rule
802.2(h)
Agree.
HSR Informal Interpretations

0711017 Informal Interpretation

… appears to say that any trademarkagreement is merely an unreportable grant of marketing and distribution rights.But …
Date
Rule
801.2
I obviously don't remember the details of the discussion from a year ago, but we have taken the position that an exclusive license for a trademark to be used for marketing a particular product or...
HSR Informal Interpretations

0711014 Informal Interpretation

… Avenue, N.W. Washington, D.C. 20580 Re: PotentiallyHSR Reportable Transaction DearKate: I am writing to inquire … you believe the transaction which I describe herein will be reportable pursuant to the provisions of … certain assets belonging to XYZ. The transaction is not reportable under the Actpursuant to 16 C.F.R. 802.30(a). ABC …
Date
Rule
802.30
Agree.
HSR Informal Interpretations

0711011 Informal Interpretation

… in a stockor asset transaction) would be exempt from reporting under the HSR Act becausethese businesses did not … interest.Company B's acquisition would remain subject to reporting under the HSR Act. Based on the structure of the … by Newco, Company A would not have a reporting obligation becausethe target businesses it would …
Date
Rule
801.2
Agree. M Bruno concurs.
HSR Informal Interpretations

0711013 Informal Interpretation

… 13, 2007 4:09 PM To: Verne, B. Michael Subject: HSR Reportability Analysis under Rule 801.30 Mr.Verne, Thankyou … with me this morning. I would like to confirm that myreportability analysis for the transaction we discussed is … would, please confirm that I am correct. Thefollowing is my reportability analysis of the different purchases that …
Date
Rule
801.2, 801.30
Yes - these are 801.30(a)(5) transactions. 1. Buyer #1: Agree Buyer #2: Agree Buyer #3: Agree ABC Redemption: Agree Agree - control is irrelevant in acquisitions of voting securities. It would be...
HSR Informal Interpretations

0711010 Informal Interpretation

… determine whether their proposed license would constitutea reportable acquisition of assets under the HSR Act and … sufficient to makethe license non-exclusive and hence non-reportable under the HSR Act. … 0711010 Informal …
Date
Rule
801.2
This is not an exclusive license for HSR purposes. K Walsh & K Berg concur.
HSR Informal Interpretations

0711006 Informal Interpretation

… assets are below $59.8m, then thetransaction won't be reportable. If "value" is based on the balancesheet--$40m nonexempt--then not reportable. However, if "value" isderived by the buyer's … could be much less than $110m (price minus cash), sostill reportable. I think the right approach is the latter (since …
Date
Rule
802.4
In determining the value of the non-exempt assets for purposes of 802.4, both the acquisition price and the book value on the balance sheet are irrelevant. The fair market value of the non-exempt...
HSR Informal Interpretations

0711002 Informal Interpretation

… meeting the size of transaction test and there being no HSR reporting obligation for Transaction 1, and (c) the … Property by Company D in Transaction 2 is exempt from HSR reporting pursuant to 16 CFR 802.5. Based on our analysis …
Date
Rule
802.5
Agree. NOTE: February 6, 2015 -- This interpretation is out of date and should not be relied on.
HSR Informal Interpretations

0711001 Informal Interpretation

… products manufacturedin Mexico in a macquilladora should be reported in Item 5 as if the manufacturingoperation took … ofthe customer to whom the product is shipped, should be reported in Item 5. Specifically,in the fact pattern we … in Mexico are shipped directly a Canadian subsidiary of thereporting person which in turn sells the products to …
Date
Rule
Form Item 5
Correct.
HSR Informal Interpretations

0710018 Informal Interpretation

… we had on October 25, 2007 concerning the potential reportability under theHart-Scott-Rodino Antitrust … You confirmed that thetransaction described above is not reportable under the HSR Act regardless of the value of … 801.1(a)(2), andacquisitions from a non-entity are not reportable under the HSR Act. See 16C.F.R. 801.1(a)(2); ABA …
Date
Rule
801.1(a)(2)
Agree.
HSR Informal Interpretations

0710015 Informal Interpretation

… Is a transaction which requires FCCapproval exempt from HSR reporting pursuant to 7A(c) (6)(provided the …
Date
Rule
15 USC 18(a)(c)(6) 7A(c)(6)
No. The only applicability of 7A(c)(6) to transactions requiring FCC approval was to mergers, consolidations and control acquisitions by telephone and telegraph companies (47 USC 221(a)). The old...
HSR Informal Interpretations

0710016 Informal Interpretation

… Newco. We understand that theformation of Newco will not be reportable unless a person will control Newcoand the … However,regardless of whether the formation of Newco is reportable, it appears thatthere may also be a potentially … I assume $100 million would be thetransaction value reported by the Controlling Partner in connection with …
Date
Rule
802.41, 801.50(a)
Whenever any person(s) contributing to the formation of an entity are subject to the requirements of the Act by reason of 801.40 or 801.50 of this chapter, the new entity need not file the...
Displaying 921 - 940 of 2689
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