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Date
Rule
801.1
Staff
Kristin Shaffer
Response/Comments

Confirmed. Because Holdings Corp controls Corps A, B, and C, it holds everything that each of them holds. As a result, Holdings Corp holds 100% of OpCo (49% + 39% + 12%) and therefore controls OpCo.

Question

From: Shaffer, Kristin <kshaffer@ftc.gov>
Sent: Monday, August 26, 2024 4:17:47 PM (UTC-05:00) Eastern Time (US & Canada)
To: [Redacted]
Cc: HSRHelp <HSRHelp@ftc.gov>
Subject: RE: Control

Confirmed. Because Holdings Corp controls Corps A, B, and C, it holds everything that each of them holds. As a result, Holdings Corp holds 100% of OpCo (49% + 39% + 12%) and therefore controls OpCo.

Best regards,

Kristin

From: [Redacted]
Sent: Friday, August 23, 2024 12:20:27 PM (UTC-05:00) Eastern Time (US & Canada)
To: HSRHelp <HSRHelp@ftc.gov>
Subject: Control

Dear PNO,

Holdings Corp holds 100% of the voting securities of each of Corp A, Corp B, and Corp C, which in turn holds 49%, 39%, and 12%, respectively, of the voting securities of OpCo. Can you confirm whether Holdings Corp controls Opco?

Many thanks. 

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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