For the acquired person, whether a natural person or not, Item 5 only pertains to what is being acquired. Therefore, the individual’s personal investments are not relevant to this section.
Question
From: Shaffer, Kristin <kshaffer@ftc.gov>
Sent: Monday, February 26, 2024 9:30:27 AM (UTC-05:00) Eastern Time (US & Canada)
To: [Redacted]
Cc: HSRHelp <HSRHelp@ftc.gov>
Subject: RE: HSR Question for Item 5(a)
[Redacted]
For the acquired person, whether a natural person or not, Item 5 only pertains to what is being acquired. Therefore, the individual’s personal investments are not relevant to this section.
Best regards,
Kristin
From: [Redacted]
Sent: Saturday, February 24, 2024 1:54:19 PM (UTC-05:00) Eastern Time (US & Canada)
To: HSRHelp <HSRHelp@ftc.gov>
Cc: [Redacted]
Subject: HSR Question for Item 5(a)
Good afternoon,
I have a question related to what constitutes reportable revenue under Item 5 when filing as an individual acquired person that controls various companies selling their assets.
The FTC website has a question for what revenue is reportable when filing as an individual. The answer is below:
As an acquiring person, revenue for all entities controlled by the person plus all investment income.
Does the same principle apply for an acquired person? Or, are the reportable revenues for an individual that is an acquired person limited to only those revenues that can be attributed to the assets being sold in the transaction? I do see under 803.2(b)(1)(ii), Items 5-8 on the HSR Form should be filled out by acquired persons, in the case of an acquisition of assets, only with respect to the assets to be acquired.
Would a personal investment account of an individual who is an Acquired UPE be captured as reportable non-manufacturing income? If so, I believe the appropriate NAICS code would be 523910.
Thanks!