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… as an 801.50 situation where the majority owner would report itsacquisition of the minority company that merges …

… 2005 11:22 AM To:Verne,B. Michael Cc:(redacted) Subject: HSRReportability of License Agreement Mike: This is toconfirm … not be considered an "exclusive" license for purposes of HSRreportability. I would appreciate it if you could get back … a pharmaceutical license qualifies as "exclusive" for HSRreporting purposes when the licensor retains full rights …

… of the noncash assets, the formation (anLLC) will not be reportable. My question relates to the potential reportability of possible later shifts ofthat 51/49 … of control by the former minority party, and ispotentially reportable. (The acquisitions of the contributions by the JV …

… threshold test and the acquisition of C would not be reportable. Initially, A and B envisioned the transaction as … test would besatisfied and the acquisition of C would be HSRreportable. Cognizant of this outcome, the parties realized …

… period requirements ofthe HSR Act, and, if so, how to report same. Wedescribe below our preliminary analysis with … of B and C, it appears that the transaction will be reportable if(i) the purchase price is determined in the … of A, it appears that the transaction will be reportable if (i) thepurchase price is determined in an …

… securities of Company B by way of a merger is thus notreportable under the Act. Thank youagain for your …

… 7th & Pennsylvania Avenue, NW Washington, DC 20580 Re: Reportability of confidentialtransaction under … described in detail immediatelybelow, is exempt from reporting under the Hart-Scott-Rodino AntitrustImprovements … Act pursuant to . . . this part 802 . . . is exemptfrom the reporting requirements if the acquired issuer . . . and all …

… been determined for the transaction. This figure will be reported under 2(d)(v) as the "Aggregate Total Value". … assets and the acquired voting securities. Can the parties report under 2(d)(i) and 2(d)(iii) that values have not been …

… myself on September 21, 2005, in which you agreed that the reportingrequirements of the Hart Scott Rodino Antitrust … either acquisition meetsthe size-of-transaction test for reporting requirements. Aspect2: The amount of the repayment … the transaction meets the size-of-transaction test for reportingrequirements. Pleaseconfirm that this is the …

… did not need to beconsidered in determining the reportability of this transaction under the HSR Act. Inour …

… Avenue, N.W., Room 303 Washington, DC 20580 Re: Reportabilityof Proposed Transaction Dear Mr. Verne: This …

… of power projects. I believe that this transaction will be reportable under the newrules. Am I missing something? … …

… will not confer control over MasterPartnership, none are reportable under the HSR Act.Accordingly, no HSR filings …

… price being paid exceeds $1 billion. We have analyzedthe reportability of this transaction under Rule $02.4, which … above, we have concluded that thistransaction is not reportable under the Act, and accordingly the parties …

… or pursuant to 801.21 of this chapter, is exempt from thereporting requirements if the acquired issuer or …

… while "voting securities" under the Act would beexempt from reporting. But I wanted to check. Thanks. … 0508008 Informal …

… Avenue, N.W. Washington, D.C. 20580 Re: Hart-Scott-Rodino Reporting Obligations Wewanted to follow up with you on the … the view thatindemnity reinsurance transactions are not reportable events under the HSR Act because such … inconnection with a transaction of this nature is not a reportable event underthe HSR Act unless the investments …