Rule(s):

 802.30

Staff:

Michael Verne

Response / Comments:

 02/15/2012 - B's acquisition of the business contributed by A, through its 50% ownership of the JV is reportable. 802.30 is not applicable to B because it is an acquiring person but not an acquired person.

 

Original Image File

 

From:

(Redacted)

Sent:

Tuesday, February 14, 2012 4:28 PM

To:

Verne, B. Michael

Cc:

(Redacted)

Subject:

HSR Question Regarding Acquisition by JV

Mike,

Please could you let us know your view on whether the following acquisition is reportable?

A and Bare 50/50 partners in a JV. A is selling its X business to the JV, and will remain a 50% holder of the JV.

Is the acquisition by the JV exempt as an intra-person transaction as a result of A's control of the JV? Or is B viewed as a separate acquiring person of X, and its acquisition therefore reportable?