Yes, this is acceptable. Please note these circumstances in the cover letter and Item 3(a) description.
Question
From: Shaffer, Kristin <kshaffer@ftc.gov>
Sent: Thursday, July 7, 2022 8:49:22 AM (UTC-05:00) Eastern Time (US & Canada)
To: [Redacted]
Cc: [Redacted]
Subject: RE: HSR Waiting Period in Tender Offer Context
[Redacted]
Yes, this is acceptable. Please note these circumstances in the cover letter and Item 3(a) description.
Best regards,
Kristin
From: [Redacted]
Sent: Tuesday, July 5, 2022 5:36 PM
To: HSRHelp (HSRHelp@ftc.gov) <HSRHelp@ftc.gov>
Cc: [Redacted]
Subject: HSR Waiting Period in Tender Offer Context
Dear All:
I have a transaction in which a buyer will commence a cash tender offer to cross the $101 million threshold. It then plans to acquire additional shares from selling shareholders that would result in the buyer’s crossing the $202 million threshold.
Can the acquiring person submit a single filing covering its entire plan with the tender offer subject to a 15 day period and the remaining acquisitions subject to a 30 day period? PNPM 224 seems to contemplate such an approach, although that involved a merger subject to 803.5(b) and that would not be the case here.