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HSR Informal Interpretations

9906001 Informal Interpretation

… A of a 37.5% partnership interest in Subsidiary B is not reportable under the Premerger Notification Office’s … holding 100% of the interests in a partnership are not reportable. Likewise, the formation of Partnership B is … interpretation that the formation of a partnership is not reportable. 3. 64 Fed. Reg. 24, 5808-5811, (effective March …
Date
Rule
F.I. 15
6/4/99-Advised writer that neither of the persons forming Newco LLC has a reportable event since neither is deemed to hold 100% of the partnership or LLC interest being contributed to the LLC by the...
HSR Informal Interpretations

9906007 Informal Interpretation

… transaction described in my letter of June 8, 1999 is a non-reportable transaction. Also, in response to a question you … LLC) referenced in footnote 1 of my letter was not a reportable transaction under the new LLC regulation because, … to it. We will soon file a premerger notification report with respect to the LLC?s asset sale, as you and our …
Date
Rule
F.I. 15
HSR Informal Interpretations

9906014 Informal Interpretation

… forth below, that the acquisition of Company would not be a reportable transaction under the Hart-Scott-Rodino-Antitrust … net sales, the acquisition by Buyer of Company will not be reportable.                As we discussed, I am enclosing a … with the conclusion that the transaction at issue was not reportable.                Should you have any questions, or …
Date
Rule
801.11
If the assets for the company are less than $10 million, then a pro-forma must be created. We don’t take personal financial statements prepared for loans. A pro-forma must be created for the FTC...
HSR Informal Interpretations

9906004 Informal Interpretation

… D.C. 20580 Dear Dick: I have a question concerning the reportability of a transaction intended to achieve a …             We have been asked for advice concerning the reportability of the proposed transaction. We believe that the redemption is not reportable, but that the sale of the LLC’s assets to a third …
Date
Rule
801.1(b)
Advised writer that PMN Office would conclude that I-1 holds 55% of LLC through control of Corp. B, bout would not be deemed to hold the remaining 45% through control of I-1/2 LLC, thus does not hold...
HSR Informal Interpretations

9905013 Informal Interpretation

… of the Item 4(c) response to be made by our client in its report and notification under the Hart-Scott-Rodino … transactions: Our client is planning to engage in two HSR reportable transactions with the same target company (Target). The first report is being prepared now with respect tot he first …
Date
Rule
Item 4(c)
5/25/99-discussed letter with MV, TH and MB. We concluded that, in this particular fact situation, the CTO filing should include only those 4(c)s relating to the CTO transaction, at the $15 MM...
HSR Informal Interpretations

9905012 Informal Interpretation

… exceeds $15 million, making the stock acquisition by F reportable. There are documents that would be submitted …
Date
Rule
Item 4(c)
5/25/99-advised writer that the PMN Office reads the obligations imposed by item 4(c) to apply to the acquisition for which an HSR filing is being made. Exempt or non-reportable aspects of the...
HSR Informal Interpretations

9905016 Informal Interpretation

… you advised me that the transaction described below is not reportable. Company A is buying the stock of Company B which … company, is not engaged in manufacturing. The assets reported on Company Bs last regularly-prepared balance sheet …
Date
Rule
801.11
5/24/99-Advised writer that we agreed with deduction of amounts paid to Company B, which are passed onto worksite employees (with benefits and payroll taxes), thus making of non-reportable size.
HSR Informal Interpretations

9905002 Informal Interpretation

… the requirements of the launch services agreement; status reports on the development of Sub 1's launch vehicles and Bs …
Date
Rule
802.9; 7A(c)(9)
5/7/99-Advised writer that under present factual setting, A can purchase 1.7% of voting stock of B and claim the 802.9 exemption. However, the Premerger Office is of the view that the last two...
HSR Informal Interpretations

9904011 Informal Interpretation

… of certain real property containing timberlands is reportable under the Act. I explained that I represent the … could aggregate the first and second transactions and report them with one filing because the closing of the … would not be required to file a premerger notification report form should it sell these physically separate parcels …
Date
Rule
802.2(c)(1)
5/3/99-Writer advises that seller is a timber holder for a paper company which is also a sub of the acquired person. Timber is held in checker-board parcels across VA. No separate parcel has had sales...
HSR Informal Interpretations

9904015 Informal Interpretation

… Room 303 Washington, D.C. 20580 Re:Pre-Merger Notification (Reporting and Waiting Period Requirements in Connection with … parties to certain transactions must comply with certain reporting and waiting period requirements prior to …
Date
Rule
801.1
Agree that this fact scenario does not require a filing. Asked the writer to revise the language in the last paragraph of analysis section. B. Michael Verne 5/3/99. Dick Smith concurs Note 1-illegible...
Displaying 1701 - 1720 of 2689
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