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HSR Informal Interpretations

9503025 Informal Interpretation

… Student Loans. B desires to acquire these receivables for investment purposes in the ordinary course of its business. … above would constitute an acquisition, for the purpose of investment, by a bank, of assets in the ordinary course of …
Date
Rule
802.63
No Comment
HSR Informal Interpretations

9502014 Informal Interpretation

… including all income earned from his stock and other investment assets and including all income received from … of a natural person, the only assets to be included are investment assets, voting securities and other …
Date
Rule
801.11; 801.11(d)
PMN-Practice Manual -#162-Size -of-person test-back out personal assets; #168-Include the financials of W in Zs size (but eliminate duplication-that is the value of Zs 50% plus holdings in W. The SBP...
HSR Informal Interpretations

9502016 Informal Interpretation

… reference, I have attached a diagaram showing the initial investment structure. You may find it useful to refer to the … owned by the department store anchors at that Center. The investment was structured as: (i) two non-recourse loans one … collectively provide, in part, that: 1. the return on the investment of the (redacted) would be received partially …
Date
Rule
802.63
No advise [sic] given on this letter . It is superseded by a letter.[note 1- description ofownership]
HSR Informal Interpretations

9501001 Informal Interpretation

… and is acquiring these securities solely for the purpose of investment. He will not be an officer or director of A or … sale to S of its shares in C. We discussed the impact on Ss investment only intent of this agreement by A to negotiate … control. He thus will hold voting securities of A as a passive investor and his acquisition of the A voting …
Date
Rule
802.9
1/17/95-Called writer and advised that it was the view of the PMN Office that the fact situation presented here did not create circumstances which are inconsistent with Ss claiming a solely for...
HSR Informal Interpretations

9501007 Informal Interpretation

… NW Room 303 Washington, D.C. 20580 Re: Applicability of the Investment Exemption Dear Mr. Cohen: The purpose of this … In short, B intends to hold the voting securities of A as a passive investor. We inquire of you whether Bs proposed … the voting securities of A indicate that B intends to be a passive investor, B should be able to rely on the 7A(c) (9) …
Date
Rule
802.9; 7A(c)(9)
Facts of this letter indicate B is passive investor who wished to acquire extremely small % of voting stock. This status is not lost due to being a co-partner with parent of issuer.
HSR Informal Interpretations

9412008 Informal Interpretation

… The Acquiror is entering into the proposed transaction for investment purposes only. In the proposed transaction, the …
Date
Rule
7A(b); 801.1(f)(1); 801.1(c)(4)
12/22/94-After discussing with John Sipple, I left voice mail for writer advising that the PMNOffice did not view the beneficial interests in the trusts as voting securities. Also, they did not appear...
HSR Informal Interpretations

9412009 Informal Interpretation

… user. In this transaction the Seller did not leverage its investment by borrowing part of thepurchase price from a …
Date
Rule
7A(c) (1); 802.1(b)
12/4/94-Called writer who advised that A & B were selling a portion of their own assets and such assets were not held by divisions, subsidiaries or entities controlled by A or B. (He advised that A...
HSR Informal Interpretations

9412003 Informal Interpretation

… a United States Issuer (the Issuer) sole for the purpose of investment in a bona fide credit transaction entered into in …
Date
Rule
802.63; 801.15; 802.20(b)
(8/7) - Discussed w/Dick Smith, who raised the 802.20 issue. Called (redacted) and toldher that in Transaction 3, if the (redacted) makes a stock purchase that would result inholding of 50% or more of...
HSR Informal Interpretations

9412006 Informal Interpretation

… substantially less than $15 million and, as a result of the investment, no investor will control an issuer which, … sales or total assets of $25 million or more. Thus, these investments should be exempt under section 802.20 of the HSR …
Date
Rule
801.40; 802.1
Reportability depends on whether this plan is viewed as the formation of a joint venturecorporation and subject to 801.40. If the investors in step 4 have been identified and arecontractually...
HSR Informal Interpretations

9412010 Informal Interpretation

… Pennsylvania Avenue, NW Room 303 Washington, D.C. 20580 Re: Investment in Limited Liability Company Dear Mr. Rubenstein: … in the LLC $30 million in equity, increasing its existing investment to $10 million by closing and investing $10 … abovementioned equity payments. Although our clients equity investment in the LLC and its share of profits and losses …
Date
Rule
801.2
None noted
HSR Informal Interpretations

9408007 Informal Interpretation

… (the “WREIT”) that will be qualified as a real estate investment trust (“REIT”). A brief summary of the Proposed … the exemption as an acquisition solely for the purpose of investment under Section 802.9 of the Rules (the “Investment Intent Exemption”). 4 Additionally, certain …
Date
Rule
802.64
None
HSR Informal Interpretations

9405014 Informal Interpretation

… of $100 million in assets. Trust has grated Agency A sole investment control over its assets. Newcos initial …
Date
Rule
801.1(a)(2); 801.11(e); 7A(c)(4)
Contacted (redacted). I concur with this letter. RS concurs. Note #1 - Does this trustmeet the test on page 1 as an agency of the state? Yes.
Displaying 1681 - 1700 of 1860
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