Tag: Competition

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Filtering by content type: HSR Informal Interpretation

From: Walsh, Kathryn E.Sent: Friday, July 19, 2019 1:02:00 PM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: RE: Request for ISO[Redacted]
From: Whitehead, NoraSent: Friday, July 19, 2019 1:08:25 PM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: RE: restricted cash questionConfirmed.From: [Redacted]Sent: Friday, July 19, 2019 12:19:51 PM (UTC-05:00) Eastern Time (US & Canada)To: [...
From: Walsh, Kathryn E.Sent: Thursday, July 11, 2019 1:02:04 PM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: FW: Request for GuidanceYou must look at the acquisition price at the time of closing.From: [Redacted]Sent: Tuesday, July 9, 2019 8:00:29 AM (...
From: Berg, Karen E.Sent: Thursday, July 11, 2019 11:46:49 AM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: HSRHelpSubject: RE: Question re Geographic Allocation of Good Will[Redacted]Goodwill should be allocated according to sales (in/into versus outside the US). So if...
From: Berg, Karen E.  Sent: Tuesday, July 16, 2019 5:03 PMTo: [Redacted]Cc: [Redacted]Subject: RE: HSR Question[Redacted]Our position is that if Company B holds Company A’s shares for more than a moment before it distributes them to B’s shareholders, it will be deemed to have made an...
From: Whitehead, NoraSent: Wednesday, July 24, 2019 3:22:08 PM (UTC-05:00) Eastern Time (US & Canada)To: [RedactedCc: [Redacted]Subject: RE: Filing Fee for Amended HSR FilingThe proposed acquisition you describe necessitates a new filing (with the appropriate fee), not an...
From: Carson, TimothySent: Wednesday, July 24, 2019 3:21:47 PM (UTC-05:00) Eastern Time (US & Canada)To: [RedactedCc: [Redacted]Subject: RE: Acquiring Entity HSR QuestionResponses below corresponding to your questions:1. Yes, but it generally avoids errors and confusion to submit...
[Redacted]You are correct about the non-manufacturing codes. There is no de minimus threshold for manufacturing codes. Remember, you still have to report any overlaps in item 7. It is helpful in our review to see all item 5 overlaps, even if these amounts are less than $1 million....
From: Six, AnneSent: Thursday, June 27, 2019 3:45:37 PM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: FW: Request for Informal Interpretive Advice[Redacted] We agree with your analysis. Best,AnneFrom: [Redacted]Sent: Wednesday, June 26, 2019 4:24:22 PM...
From: Whitehead, NoraSent: Tuesday, June 11, 2019 3:00:36 PM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: RE: Refiling question - mechanics[Redacted]If there are no additional documentary attachments responsive to Item 4, a new affidavit and new...
From: Walsh, Kathryn E.Sent: Friday, June 7, 2019 12:32:06 PM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: FW: Question re Withdrawing an HSR FilingA party can withdraw a filing at any time, for any reason. See 803.12(a).From: [Redacted]Sent:...
From: Six, AnneSent: Friday, June 14, 2019 2:26:41 PM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: FW: Pull and refile
From: Sheinberg, Samuel I. Sent: Wednesday, June 26, 2019 7:06 AMTo: [Redacted]Cc: [Redacted]Subject: RE: Items 5(a) and 4(c) Questions[Redacted]Yes, you can allocate the revenue and please provide and endnote to explain. You are correct that this is still our position with respect to...
From: Berg, Karen E.Sent: Wednesday, June 12, 2019 11:26:05 AM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: RE: Item 5 NAICS code question: manufacturing vs wholesale[Redacted], use the wholesaling code and include an endnote, as you describe.Thanks,...
From: Walsh, Kathryn E.Sent: Monday, June 17, 2019 1:16:18 PM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: FW: HSR Q re Voting TrustWe think the Trust is the UPE.From: [Redacted]Sent: Friday, June 14, 2019 9:26:04 AM (UTC-05:00) Eastern Time (US...
From: Carson, TimothySent: Thursday, June 20, 2019 4:43:54 PM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: RE: HSR Filing Logistics - 2 UPEs1) One form is fine as long as you provide all the necessary information for each UPE.2) An officer or director...
From: Carson, TimothySent: Wednesday, June 5, 2019 2:58:43 PM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: RE: Control of a family foundation/nonstock corp 801.1(b)(2)The appointment rights of A, A’s wife, A’s adult sister, and A’s adult son are not...
From: Six, AnneSent: Tuesday, June 25, 2019 9:32:28 AM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: RE: Certification and Affidavit[Redacted]Your formulation is fine but we would also like to see it specified in the affidavit that the entity of the...
From: Berg, Karen E.Sent: Wednesday, June 19, 2019 9:20:09 AM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: RE: Bankruptcy[Redacted]No notice is required. Respond to the overlap section to the best of the filer’s knowledge and belief.KarenFrom: [...
From: Carson, TimothySent: Thursday, June 13, 2019 5:57:12 PM (UTC-05:00) Eastern Time (US & Canada)To: [Redacted]Cc: [Redacted]Subject: RE: 801.11(e) questionIt is correct to exclude the value of cash capital commitments from the 801.11(e) calculation for a new private equity...

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