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HSR Informal Interpretations

8507014 Informal Interpretation

… for Confirmation That Merger of (redacted)        is Not a Reportable Transaction Gentlemen: On behalf of (redacted) we … below does not require the filing of a Notification Report (Report) under the Hart-Scott-Rodino Antitrust Improvements …
Date
Rule
802.20
See below
HSR Informal Interpretations

8506006 Informal Interpretation

… obligation of C, which may or may not be required to report depending upon the sizes of the entities concerned. I …
Date
Rule
802.51(b); 802.51(d); 801.2(a); 801.1(c)(1)
What are the size of these companies? OK I plugged in these figures. What are the size of transactions? Assuming the size questions indicate a reportable transaction and no exemptions apply, should "B...
HSR Informal Interpretations

8507006 Informal Interpretation

… Of Exemption From The Premerger Notification Reporting Requirements Under The Hart-Scott-Rodino Antitrust … be exempt from the Hart-Scott-Rodino premerger notification reporting requirements provided for in section 7A of the … above would be exempt from the premerger notification reporting requirements provided for in section 7A of the Act …
Date
Rule
801.1(a); 801.10; 801.11; 802.20
See below
HSR Informal Interpretations

8507002 Informal Interpretation

… basis, regarding whether a proposed transaction was reportable under the premerger notification and waiting … that the proposed transaction would not be subject to the reporting requirements of the act because the value …
Date
Rule
801.1(a); 801.1(j); 802.20; 802.51; 801.40
I called [redacted] 7-9-85 and informed that based on the facts given no filing obligation is required. Company C does not meet the size of person for the formation and subsequent acquisition.Wayne...
HSR Informal Interpretations

8507009 Informal Interpretation

… are (redacted). According to the (redacted) Annual Report for fiscal 1984 which covers the first half of 1984 … out) that I concur with him that this transaction is not reportable. Patrick (redacted) was acquired in Feb. 1984. If … sales which are significantly less than $25 MM and thus not reportable. … 8507009 Informal Interpretation …
Date
Rule
802.51
See below
HSR Informal Interpretations

8507001 Informal Interpretation

… subsidiary of that is . As detailed in the corporate report submitted herewith, is engaged, among other things, … 15% of . submits this letter together with the corporate report of and a copy of the asset purchase agreement in an …
Date
Rule
801.10
7/1/85 Called [redacted], not in. Left message that I agree with the conclusion above.
HSR Informal Interpretations

8506004 Informal Interpretation

… require the filing of Hart-Scott-Rodino Notification and Report Forms. In our converation [sic] I described a … his wife who are also its only officers and directors. As reported above, these persons are not in control of, or …
Date
Rule
802.1(a); 802.1(b)
OK VC 6-21-85
HSR Informal Interpretations

8505011 Informal Interpretation

… following hypothetical fact situations would constitute a reportable transaction under the Hart-Scott-Rodino Act of … firms. If additional facts are required to determine the reportability of such transaction, please let us know. Thank …
Date
Rule
801.10
By t/C 6/6/85. Advised (redacted) that both A & B are reportable. AMS
HSR Informal Interpretations

8506003 Informal Interpretation

… You advised us that, based on such facts, there would be no reportable event under the Hart-Scott-Rodino Antitrust … and from the underwriters to the public, would not be a reportable transaction in that partnership interests are …
Date
Rule
801.1(f); 801.40
OK - AMS 6/25. The following concur - Dana, Wayne, Suzanne, Patrick
HSR Informal Interpretations

8505009 Informal Interpretation

… to file the Antitrust Improvements Act Notification and Report Form established under the Act and Rules. Background … not file the Antitrust Improvements Act Notification and Report Form required thereunder as a result of the …
Date
Rule
801.1(f); 802.20
Dana - Please read and indicate if you agree. Thanks, Wayne. 5/21/85. It looks o.k. to me; boy does this guy use a lot of words to say what's on his mind! DA. I notified (redacted) on 5/22/85 that...
HSR Informal Interpretations

8504018 Informal Interpretation

… of the transaction, it appears that the transaction will be reportable under the Act if, but only if, the value of the …
Date
Rule
7A(c)(1)
See Comments in body of letter. I called (redacted) on 5/7/85 and informed him the letter was OK subject to our concern regarding the legitimacy of the alleged business reasons. (redacted) stated he...
HSR Informal Interpretations

8505003 Informal Interpretation

… under that rule the formation of Corporation B is not reportable by anyone since (1) none of the entities … A, we concluded that this transaction also was not reportable since Corporation B is its own ultimate parent …
Date
Rule
801.40; 801.11(e); 801.1(a)(3)
I concur. Patrick. unanimous by staff. called (redacted) 5-7-85
HSR Informal Interpretations

8504005 Informal Interpretation

… there is no policy reason for the asset transaction to be reportable when the stock transaction is not. However, if a …
Date
Rule
801.10(c)(2)
I believe this is a $19 mm plus transaction. and is reportable under H-S-R. Patrick Agreed Disagreed DA VC AS JS ST called (redacted) 4/12/85 consensus opinion is that $13 mm payments are included in...
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