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Early Termination Notices

20030939: DLJ Merchant Banking Partners, III L.P.; Kenneth R. Thomson

… 20030939: DLJ Merchant Banking Partners, III L.P.; Kenneth R. Thomson HSR Early Termination Notice 20030939: DLJ Merchant Banking Partners, III L.P.; Kenneth R. Thomson … 20030939 Thomson Healthcare, Inc. Kenneth R. Thomson DLJ Merchant Banking Partners, III L.P. … 20030939: DLJ Merchant …
Date
Acquiring Party
DLJ Merchant Banking Partners, III L.P.
Acquired Party
Kenneth R. Thomson
Acquired Entities
Thomson Healthcare, Inc.
HSR Informal Interpretations

0309002 Informal Interpretation

… (ii) in calculating the transaction purchase price only the cash plus the liabilities assumed by (redacted) and not … the Purchase Agreement is approximately $73 million in cash and the assumption of certain of the liabilities. As of … a cancellation requested. Notwithstanding the $73 million cash purchase price, the Sales Order valued the transaction …
Date
Rule
801.11(e) 801.10
09/10/03 Agree this is an appropriate method for valuation of the preneed contracts. No filing is required. N. Ovuka concurs.
Cases and Proceedings

Washington University Physician Network

… physicians and from refusing to deal with health insurance companies. … Washington University Physician Network …

A consent order prohibits a St. Louis, Missouri physicians’ organization from negotiating with third party payers on behalf of its member physicians and from refusing to deal with health insurance companies.

Type of Action
Administrative
Last Updated
FTC Matter/File Number
0210188
Advisory Opinions

Opinion 03-1

Date
Discusses the applicability of the Telemarketing Sales Rule to third-party telemarketing companies hired by an insurance company to sell insurance products.
HSR Informal Interpretations

0308008 Informal Interpretation

… may recall both acquired and acquiring persons are foreign companies with some US subsidiaries and sales into the US. … …
Date
Rule
802.51
- 1. Count sales by US sub to foreign third party; 2. Include full value of US sub sales to foreign parent; 3. Both would be reported in Item 5.
HSR Informal Interpretations

0308004 Informal Interpretation

… issuer (the "target") in connection with a consensual all cash tender offer for a substantial portion of the target's … the issue is resolved with reference to the meaning of "cash tender offer" under Rule 801.1(g)(2). As mentioned, this is an all cash transaction. So the "cash" piece of "cash tender offer" …
Date
Rule
801.1(g) 803.10
- Agree
HSR Informal Interpretations

0308005 Informal Interpretation

… may recall both acquired and acquiring persons are foreign companies with some US subsidiaries and sales into the US. … (Staff # 2) My first question relates to japanese trading companies and so called indirect sales to the US. The …
Date
Rule
802.51 Item 5
- #1. not sales into US on Item5 if distribution is not within the same person; #2. intercompany transfer are sales into US, but dont double count.
HSR Informal Interpretations

0308007 Informal Interpretation

… it here. --802.5(b)(1) (Staff comment 802.51) requires both companies to be foreign, which obviously excludes the US …
Date
Rule
802.3, 802.51, 802.4
802.51 cannot exempt this since the issuer is US. However if the license is only for rights to oil reserves the transactions can be exempted under 802.3 / 802.4
Early Termination Notices

20030833: Cypress Merchant Banking Partners II L.P.; J.W. Childs Equity Partners II, L.P.

… 20030833: Cypress Merchant Banking Partners II L.P.; J.W. Childs Equity … II, L.P. HSR Early Termination Notice 20030833: Cypress Merchant Banking Partners II L.P.; J.W. Childs Equity … Holdings, Inc. J.W. Childs Equity Partners II, L.P. Cypress Merchant Banking Partners II L.P. … 20030833: Cypress …
Date
Acquiring Party
Cypress Merchant Banking Partners II L.P.
Acquired Party
J.W. Childs Equity Partners II, L.P.
Acquired Entities
Meow Mix Holdings, Inc.
Early Termination Notices

20030814: Richard B. Cohen; Fleming Companies, Inc.

… 20030814: Richard B. Cohen; Fleming Companies, Inc. HSR Early Termination Notice 20030814: Richard B. Cohen; Fleming Companies, Inc. 20030814 Fleming Foods Management Co., … Piggly Wiggly Company RFS Marketing Services, Inc. Fleming Companies, Inc. Richard B. Cohen … 20030814: Richard B. …
Date
Acquiring Party
Richard B. Cohen
Acquired Party
Fleming Companies, Inc.
Acquired Entities
Fleming Foods Management Co., L.L.C.
Fleming Foods of Texas L.P.
Fleming International Ltd.
Fleming Transportation Service, Inc.
Piggly Wiggly Company
RFS Marketing Services, Inc.
HSR Informal Interpretations

0307013 Informal Interpretation

… LLCs. My question is as follows: Say there are two companies A and B who want to form an LLC. A contributes a … or part of a business to the deal and B contributes ONLY cash. According to the Formal Interpretation, the .deal is … who have to file a report, and assume that the amount of cash and value of the business contributed to the LLC would …
Date
Rule
FI 15
07/30/03 Advised that this is not reportable.
Cases and Proceedings

Polygram Holding, Inc.; Decca Music Group Limited; UMG Recordings, Inc.; and Universal Music & Video Distribution Corp

… for audio and video products featuring The Three Tenors.  A settlement with Warner barred future agreements to fix … with an otherwise legal joint venture between the companies, violated Section 5 of the FTC Act by illegally …

The Commission issued an administrative complaint against Warner Communications, Inc., and several subsidiaries of Vivendi Universal S.A., charging them with illegally agreeing to fix prices for audio and video products featuring The Three Tenors.  A settlement with Warner barred future agreements to fix prices or restrict advertising.  After an administrative trial against Vivendi, an ALJ found that the agreement, while made in association with an otherwise legal joint venture between the companies, violated Section 5 of the FTC Act by illegally reducing competition in the U.S. market for the audio and video products cited.  The Commission upheld the ruling of an administrative law judge and prohibited PolyGram from entering into any agreement with competitors to fix the prices or restrict the advertising of products they have produced independently. In July 2005, the U.S. Court of Appeals for the District of Columbia Circuit affirmed the Commission’s decision in Polygram Holding Inc., validating the Commission’s approach to analyzing horizontal conduct among competitors.

Type of Action
Administrative
Last Updated
FTC Matter/File Number
0010231
Docket Number
9298
Cases and Proceedings

SPA Health Organization, d/b/a Southwest Physician Associates, In the Matter of

… with third party payers and other health insurance companies. According to the complaint, issued with the …

A physician group in the Dallas/Fort Worth, Texas area settled charges that it collectively bargained on behalf of its members to negotiate fee schedules with third party payers and other health insurance companies. According to the complaint, issued with the consent order, these practices decreased competition and increased prices for the provision of medical services to area consumers.

Type of Action
Administrative
Last Updated
FTC Matter/File Number
011 0197
Docket Number
C-4088
HSR Informal Interpretations

0307011 Informal Interpretation

… which will contribute approximately $5.0 million in cash; (ii) a new equity investor, which will contribute approximately $35.4 million in cash ("New Equity Investor"); and (iii) three individual … Coop A, who will contribute approximately $5.6 million in cash in the aggregate ("Management Group"). Ownership of …
Date
Rule
FI 15
07/22/03 Confirmed with writer that none of the various steps in the transaction constitutes a reportable event. MV concurs.
Early Termination Notices

20030766: Cash America International, Inc.; Lee Schear

… 20030766: Cash America International, Inc.; Lee Schear HSR Early Termination Notice 20030766: Cash America International, Inc.; Lee Schear 20030766 Cashland, Inc. Lee Schear Cash America International, Inc. … …
Date
Acquiring Party
Cash America International, Inc.
Acquired Party
Lee Schear
Acquired Entities
Cashland, Inc.
HSR Informal Interpretations

0307010 Informal Interpretation

… sub of LLC C would also purchase the assets of two other companies for approx. $20 million. Would the acquisition of …
Date
Rule
FI 15
07/18/03 Advised writer that this appears to be an acquisition by LLC C of assets of Company D from a natural person rather than part of the formation of LLC C because natural person will not directly...
Early Termination Notices

20030740: WebMD Corporation; Advanced Business Fulfillment, Inc.

… 20030740: WebMD Corporation; Advanced Business Fulfillment, Inc. HSR Early Termination Notice 20030740: WebMD Corporation; Advanced Business Fulfillment, Inc. 20030740 Advanced Business Fulfillment, Inc. Advanced Business …
Date
Acquiring Party
WebMD Corporation
Acquired Party
Advanced Business Fulfillment, Inc.
Acquired Entities
Advanced Business Fulfillment, Inc.
Displaying 1821 - 1840 of 2933
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