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HSR Informal Interpretations

0906007 Informal Interpretation

… person at the time of the acquisition, (ii) [l]ess all cash that will be used by the acquiring person as … of assets from ...that acquired person ...and less all cash that will be used for expenses incidental to the … satisfy the Purchase Price. Per Rule 801.11(e)(1 )(ii), all cash used by the acquiring person as consideration in an …
Date
Rule
801.1(b), 801.10, 801.11
06/18/2009 – Agree.
HSR Informal Interpretations

0905017 Informal Interpretation

… if you need any more details onthe above, and thanks in advance for your thoughts. … 0905017 Informal Interpretation …
Date
Rule
801.13
Our view is that aggregation is required and both should be reported. On your second point, we have taken the position that if assets (as contrasted with a filing for voting securities) are the...
HSR Informal Interpretations

0905011 Informal Interpretation

… interests in existing LLCs,and Company B will contribute cash. Company A and Company B will each acquire a50% … For Company A, Newco's exempt assets consist ofthe cash contributed by Company B (pursuant to Rule 801.21) and … Rule 802.4. For Company B, Newco's exempt assets include thecash contributed by Company B (pursuant to Rule 802.30(c), …
Date
Rule
801.50, 802.4
Agree.
HSR Informal Interpretations

0905009 Informal Interpretation

… as currently contemplated by the parties. Scenario 1: Companies A, B, and C wish to form anLLC, which I will call … of its assets upon dissolution. Company C will contribute cash or cash equivalentsto Newco upon formation, in return for which …
Date
Rule
801.50, 801.1(b)
Agree.
HSR Informal Interpretations

0905008 Informal Interpretation

… shares that are to be purchased can not be determined in advance, even if the Euro price to be paid can be). First, …
Date
Rule
801.10
05/13/2009 1. That is correct. Use market price for both shares already held and those to be acquired. 2. You would probably get the same result most of the time, but that is the correct methodology...
HSR Informal Interpretations

0905006 Informal Interpretation

… the Buyer at Closing plus (3) up to approximately $7.3M forcash balance and working capital adjustments. Thus, total … was originallyincurred when Seller bought the operating companies and their predecessorholding company for … and cross-collateralized by the securities andassets of all companies related to the Seller under pledges …
Date
Rule
801.10
Agree.
Early Termination Notices

20090428: The Veritas Capital Fund III, L.P.; Marsh & McLennan Companies, Inc.

… The Veritas Capital Fund III, L.P.; Marsh & McLennan Companies, Inc. HSR Early Termination Notice 20090428: The Veritas Capital Fund III, L.P.; Marsh & McLennan Companies, Inc. 20090428 Kroll Government Services, Inc. Marsh & McLennan Companies, Inc. The Veritas Capital Fund III, L.P. … …
Date
Acquiring Party
The Veritas Capital Fund III, L.P.
Acquired Party
Marsh & McLennan Companies, Inc.
Acquired Entities
Kroll Government Services, Inc.
HSR Informal Interpretations

0905002 Informal Interpretation

… you (email sent4/17/2009) I understand the consolidation of companies A, B, C and D will beviewed as a series of … sales or total assets in excess of $130.3 million; each of companies B, Cand D has annual net sales or total assets in … to the shareholders or members, as the case may be, of companies A,B, C and D, regardless of whether company A, B, …
Date
Rule
801.2
Agree.
Displaying 1141 - 1160 of 2933
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