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Date
Rule
801.1(a)(2), 801.2
Staff
Michael Verne
Response/Comments
As long as the 99 year period does not exhaust the useful life of the parkway, it is akin to entering into a lease, which is not reportable. I thin another out is that VDOT is a state agency, and therefore not an entity, so there would be no acquired person even if it is deemed to be an acquisition.

Question

From:(redacted)

Sent:Wednesday, June 07, 2006 7:22 AM

To:Verne, B. Michael

Subject: Advice Please

DearMike - I would be grateful for your advice in connection with the followingfact pattern:

Company A, will be acquiringfrom the Virginia Department of Transportation the rights to operate, maintain,manage, improve and collect tolls on the (redacted) Parkway, a tolled roadlocated in (redacted), Virginia, for a period of 99 years. The concession isbeing structured as the granting of a permit, and at the end of the 99-yearperiod, the road will be handed back to VDOT. VDOT will retain ownership of theland on which the road is built and all improvements and structures thereonthroughout the granting period, so there is no transfer of title.

Can you confirm that this would NOT require premergernotification under the HSR Act. Thanks.

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