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HSR Informal Interpretations

9805011 Informal Interpretation

… that the formation of (redacted) will not be a reportable event because each of (redacted) shareholders … the purchase of (redacted) stock by (redacted) would not be reportable because neither (redacted) sales or assets exceed … that the subsequent merger of (redacted) also exempt from reporting because of the size of the parties. As your …
Date
Rule
801.11; 801.40
Called (redacted) 5/21/98. This transaction does not meet the size-of-person test. PS RS concurs
HSR Informal Interpretations

9804015 Informal Interpretation

… to B’s operating units that are subject to [potentially reportable] Newco’s management. Footnote Newco Authority … parameters established by A and B; Footnote [potentially reportable]                         (9)       appointing, … as provided in the Risk Sharing provisions); [potentially reportable]                               …
Date
Rule
803.30; 802.40; 801.40; 801.1(b)
Called 5/8/98 and 5/11/98 basically concur with comments noted. PS - RS reviewed and concurs -- exception
HSR Informal Interpretations

9804010 Informal Interpretation

… portion of the assets is well below the $15,000.000.00 reporting threshold established by the Act. The following is … 802.2(d), the above-described transaction is exempt from reporting requirements. The fair market value of the … value is less than $10 million, substantially below the reporting threshold. We would appreciate confirmation that …
Date
Rule
802.2(d)
Agree - See supplemental attachment (not included with this document) - 5/1/98
HSR Informal Interpretations

9805009 Informal Interpretation

… to the analysis of whether a Pre-Merger Notification and Report Form (a HSR filing) under the Hart-Scott-Rodino …
Date
Rule
801.40; 801.11(e)
Since LLC is only a 9.9 M person, no filings will be required for its formation even if the structure make it more like a corporation. RBSmith
Advocacy Filings

FTC Staff Comment Before the Maine Department of Attorney General and Maine Public Utilities Commission Concerning The Interim Report on Market Power in Electricity

… Maine Public Utilities Commission Concerning The Interim Report on Market Power in Electricity Enviado por wfg-adm109 … Maine Public Utilities Commission Concerning The Interim Report on Market Power in Electricity v980011.pdf Advocacy … Maine Public Utilities Commission Concerning The Interim Report on Market Power in Electricity …
Date
Matter Number
V980011
HSR Informal Interpretations

9804008 Informal Interpretation

… which are not voting securities" are exempt from the reporting requirements of the Act. To my knowledge, there is …
Date
Rule
802.1, 802.1(a)
4/23/98 - Advised writer that if seller existing business or selling an operating unit, a filing will be required. (See letter # 23 in ABA Practice Manual - RBSmith
HSR Informal Interpretations

9804005 Informal Interpretation

… you confirmed that the formation of Newco was not reportable. As I noted in our conversation, besides the fact …
Date
Rule
801.40; (Non profit formation)
4/14/98 Confirmed with writer that formation of Newco is non-reportable under HSR. However, advised that (not legible) operation of both hospitals may issue competitive (not legible). In addition, any...
HSR Informal Interpretations

9804013 Informal Interpretation

… charter a federal savings bank need file a Notification and Report Form pursuant to 16 C.F.R. Part 803 prior to … that (redacted) is exempt from the Notification and Report filing requirements set forth at 16 C.F.R. 803 at …
Date
Rule
7A(c)(1); 802.1(a)
Agree as noted
HSR Informal Interpretations

9804014 Informal Interpretation

… certain liabilities of (redacted) filed a notification and report form and observed the waiting period. For your … an undivided 50% interest in these same assets in a reported transaction approximately two years ago. Thus …
Date
Rule
801.10; 801.40 Formation of LLC partnership
When the Company (redacted) previously contributed its ½ interest in the manufacturing facility, it no longer held the asset even though it had a 50% interest in the LLC. As a result of this...
HSR Informal Interpretations

9803017 Informal Interpretation

… transaction are not to be aggregated in determining whether reporting should occur. Because the assets to be acquired … which are inapplicable for the reasons given above), no reporting of this transaction is required. Best regards, …
Date
Rule
801.15; 7A(c)(3)
Called (redacted) 3/30/98 - I concur with this letter
HSR Informal Interpretations

9803009 Informal Interpretation

… transaction are not to be aggregated in determining whether reporting should occur. Because the assets to be acquired … which are inapplicable for the reasons given above), no reporting of this transaction is required. Please let me know immediately if my understanding of the HSR reporting issues as expressed here is incorrect. Best …
Date
Rule
801.10, 801.14, 801.15
Called (redacted) 3/13/98. Does not meet the size-of- transaction test. I concur with this letter
HSR Informal Interpretations

9803004 Informal Interpretation

… which acquisitions and divestitures by (redacted) have been reported under the Hart-Scott-Rodino Act (HSR) by (redacted) … back in 1993, and that John accepted, characterizes any reportable transfers of licenses and operating assets as … of how that is reflected on the HSR Act Notification and Report Form. As part of a recent restructuring of (redacted) …
Date
Rule
801. 2
3/12/98 Confirmed w/ writer that same procedure should be followed, namely that(redacted) does not have to file, but filing may be made by (redacted) and (redacted).
HSR Informal Interpretations

9802018 Informal Interpretation

… of the New Franchises by (redacted) would not be a reportable transaction under the HSR and the HSR rules. For … HSR Acts Size of Transaction requirements in order to be reportable under the HSR Act. Should you have any questions, … then any (not legible) of the new franchise would not be reportable.]     cc: (redacted) … 9802018 Informal …
Date
Rule
801.13(b)
3/11/98 Confirmed w/ writer that acquisition of new franchises would be looked at as a separate transaction from previously filed transaction and thresholds would be applicable. If acquisition did not...
HSR Informal Interpretations

9803001 Informal Interpretation

… Avenue, NW, Room 303 Washington, D.C. 20580 HSR Reportability Issues Involving Various Facets of a … speak with (redacted) and me last week concerning the HSR reportability issues faced by one of our clients. To follow … you by telephone. As you will see, the transaction will be reported but the number of separate filings (and fees) could …
Date
Rule
None
3/6/98 Advised writer that shareholders of B do not have to report for the taking of the same % ( or lesser) shares in Newco since Newco is the successor to B and only holds B as a sub. Also on p.6...
HSR Informal Interpretations

9803002 Informal Interpretation

… of its voting securities by Company A would not be reportable under the HSR Act. Please call me at (redacted), …
Date
Rule
801.1(b); 802.51(b)
3/3/98 - By phone mail message advised writer that, under 802.1(b) control rules,B (foreign issuer) does not control C (foreign issuer), even though foreign jurisdiction says B has de facto control of...
HSR Informal Interpretations

9802021 Informal Interpretation

… from the Premerger Notification Office regarding how to report the proposed transactions. These transactions will … A is planning on filing a single Premerger Notification and Report Form and Paying a [no] single filing fee with respect … in partnership interest from 40% to 60% should not be reportable. Thus, while LP and Sub are acquiring the assets …
Date
Rule
801.2 (a) & (b)
3/2/98- Advised writer that if it is certain that A (not C) will control LP after completion of transaction, A should file as an acquiring person (by controlling LP) and B should file as acquired...
Displaying 1781 - 1800 of 2689
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