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HSR Informal Interpretations

1106004 Informal Interpretation

… the real property transfer describedbelow in the HSR report to be filed in connection with the equity … transaction should be described on Item3(a) of the HSR Report to be filed in connection with the equity …
Date
Rule
Form Item 2 and 3
You can mention it in 3(a) but it is a separate non-reportable transaction, so you do not need to respond to 2(b)
HSR Informal Interpretations

1106003 Informal Interpretation

… test under the HSRAct and is therefore not reportable. … 1106003 Informal Interpretation …
Date
Rule
801.10
UPDATE February 16, 2017: For clarification, the PNO's current position is that the repayment of debt may be deducted from the acquisition price only where the debt is held by, or secured by, Target....
HSR Informal Interpretations

1106003 Informal Interpretation

… test under the HSR Act and is therefore not reportable. … 1106003 Informal Interpretation …
Date
Rule
801.10
UPDATE February 16, 2017: For clarification, the PNO's current position is that the repayment of debt may be deducted from the acquisition price only where the debt is held by, or secured by, Target...
HSR Informal Interpretations

1106006 Informal Interpretation

… Agreement Dear Mike, Iwould appreciate your views as to the reportability under HSR of the followingCollaboration and … it would be considered non-exclusive and therefore non-reportable, or ifit would be considered exclusive and therefore reportable under HSR if the"size-of-person" and …
Date
Rule
801.2
We think the "retained" manufacturing right do not compromise the exclusivity of the license. You should file before the licensing agreement is entered into. 06/29/2011 Neither licensor retaining the...
HSR Informal Interpretations

1106006 Informal Interpretation

… Agreement Dear Mike, Iwould appreciate your views as to the reportability under HSR of the followingCollaboration and … it would be considered non-exclusive and therefore non-reportable, or ifit would be considered exclusive and therefore reportable under HSR if the"size-of-person" and …
Date
Rule
801.2
We think the "retained" manufacturing right do not compromise the exclusivity of the license. You should file before the licensing agreement is entered into. 06/29/2011 – Neither licensor “retaining”...
HSR Informal Interpretations

1105006 Informal Interpretation

… 2011 1:50 PM To:          Verne, B. Michael Subject:  HSR reportability of transaction structure Mike, Can you address …
Date
Rule
801.2
05/25/2011 – We think the dividends are acquisitions and each would have to be analyzed as to HSR reportability before the dividend is issued.
HSR Informal Interpretations

1105006 Informal Interpretation

… May 24, 2011 1:50 PM To: Verne, B. Michael Subject: HSR reportability of transaction structure Mike, Can you address …
Date
Rule
801.2
05/25/2011 – We think the dividends are acquisitions and each would have to be analyzed as to HSR reportability before the dividend is issued.
HSR Informal Interpretations

1104008 Informal Interpretation

… to help us confirm that the proposed transactionis not HSR reportable and would not be viewed as a transaction or … the new Fundof shares of the Corporation would not be HSR reportable assuming that thisFund is its own ultimate parent …
Date
Rule
801.2
1) As I advised earlier, the formation of a new fund to make an acquisition is not in and of itself a device for avoidance, unless the new fund has the same members, pro-rata, as the existing fund...
HSR Informal Interpretations

1104008 Informal Interpretation

… to help us confirm that the proposed transactionis not HSR reportable and would not be viewed as a transaction or … the new Fundof shares of the Corporation would not be HSR reportable assuming that thisFund is its own ultimate parent …
Date
Rule
801.2
1) As I advised earlier, the formation of a new fund to make an acquisition is not in and of itself a device for avoidance, unless the new fund has the same members, pro-rata, as the existing fund...
HSR Informal Interpretations

1104002 Informal Interpretation

… any of the parties being obliged to file aHart-Scott-Rodino Report form. 1. Individual A owns all the shares of Target, … to be a joint venture ofIndividual A and Party B, is not reportable because the only non-cash assetscontributed to … of Target's loan ($22million) somehow combine to be a reportable transaction? I don't see it. … 1104002 Informal …
Date
Rule
801.50
Agree not reportable.
HSR Informal Interpretations

1104002 Informal Interpretation

… any of the parties being obliged to file aHart-Scott-Rodino Report form. 1. Individual A owns all the shares of Target, … to be a joint venture ofIndividual A and Party B, is not reportable because the only non-cash assetscontributed to … of Target's loan ($22million) somehow combine to be a reportable transaction? I don't see it. … 1104002 Informal …
Date
Rule
801.50
Agree – not reportable.
HSR Informal Interpretations

1104001 Informal Interpretation

… appear that the"acquisition" of Company B by Company A is a reportable transactionas well as any acquisitions of the … A, which is reduced as a result of thetransaction, is not reportable. The substance of the transaction appearsto be … the acquiring person, the transaction would likely not bereportable because the value of transaction would likely be …
Date
Rule
801.2
Company A would file as both an acquiring and acquired person as it looks going into the transaction, so it would not include information on Company B.
Displaying 661 - 680 of 2689
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