Skip to main content
Date

Tags:

Rule
803.7
Staff
Kristin Shaffer
Response/Comments

If the waiting period is still open, the filing can be amended. Because the number of voting securities will change (not just the price), the entire filing would need to be updated, the difference in the fee would need to be paid, and the waiting period would restart.

Once the waiting period closes, a new filing would be required to cross the $100 million threshold.

Question

If the waiting period is still open, the filing can be amended. Because the number of voting securities will change (not just the price), the entire filing would need to be updated, the difference in the fee would need to be paid, and the waiting period would restart.

Once the waiting period closes, a new filing would be required to cross the $100 million threshold.

From: [Redacted]


Sent: Monday, August 06, 2018 2:32 PM


To: [Redacted]


Subject: amended filing

 

Dear PNO,

I have an amendment question. If the parties file HSR on a term sheet at the $50M threshold, and during the course of the waiting period determine that the $100M threshold will instead be crossed, may they amend their filing? In other words, the waiting period is still running, and could they amend the filing to indicate the higher threshold, and pay the difference in the filing fee? If so, what would be required and would it change the waiting period? I believe this has been permitted in the past, but wanted to check.

Thanks very much!

 

 

About Informal Interpretations

Informal interpretations provide guidance from previous staff interpretations on the applicability of the HSR rules to specific fact situations. You should not rely on them as a substitute for reading the Act and the Rules themselves. These materials do not, and are not intended to, constitute legal advice.

Learn more about Informal Interpretations.