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Date
Rule
803.7
Staff
Vesselina Musick
Response/Comments

We agree.

Question

From: Musick, Vesselina <vmusick@ftc.gov>
Sent: Thursday, December 14, 2023 4:25:41 PM (UTC-05:00) Eastern Time (US & Canada)
To: [Redacted]
Cc: HSRHelp <HSRHelp@ftc.gov>
Subject: RE: HSR Rules 801.20, 802.21, 803.7

We agree.

Vesselina

From: [Redacted]
Sent: Thursday, December 14, 2023 12:04:47 PM (UTC-05:00) Eastern Time (US & Canada)
To: HSRHelp <HSRHelp@ftc.gov>
Subject: HSR Rules 801.20, 802.21, 803.7

Dear PNO Staff,

Acquiring Person A files to acquire voting securities of B and to cross the $50 million (as adjusted) threshold. During the Rule 803.7(a) year following the expiration of the waiting period, it is my understanding that A will be deemed to cross the $50 million threshold if A acquires one additional share of B’s voting securities and at some point over the 1-year period the price of B’s voting securities is such that A’s aggregate holdings of B voting securities exceed the $50 million threshold for at least one day of the 1-year period. Do you agree?

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.

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