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.
Displaying 2801 - 2820 of 4604
Date
Rule
801.2
Agree. N. Ovuka concurs.
File
Original Image File
(73 KB)
Date
Rule
FI 15
Agree. This does not create a reporting obligation under Formal Interpretation 15 regardless of whenever the two events occur. Simultaneously or in two steps. N. Ovuka concurs.
File
Original Image File
(120.59 KB)
Date
Agree with interpretation. MV concurs
File
Original Image File
(66.97 KB)
Date
Rule
801.1
11/30 Advised that there is a distinction between 1 and 2. In 1, the two shareholders have agreed to vote their shares for the election of the same mutually agreed upon directors, therefore, neither...
File
Original Image File
(57.97 KB)
Date
Rule
801.10
The parties are able to close. No withdrawal is required. No refund of filing fee. M. Bruno concurs. B. Michael Verne 11/29/01
File
Original Image File
(74.3 KB)
Date
Rule
801.2
Advised the writer that if Acquired Company held any assets other than cash or cash equivalents after the asset transfer, then the tender offer could not be subsumed in the reportable acquisition of...
File
Original Image File
(90.08 KB)
Date
Rule
FI 15
11/29 Version 2 appears to be an installment purchase. Cash being paid to C after formation. A & B should bile as acquiring persons for Cs assets. MV & RS concur.
File
Original Image File
(57.08 KB)
Date
Rule
802.40 801.1(f)
To Memorandum : If stock votes for directors then it is a voting securities acquisition. If purchase price dos not exceed $50MM, then transaction is exempt. MV and RS concur.
File
Original Image File
(108.63 KB)
Date
Rule
7A(c)(10) 802.30
Steps -5 constitute a reorganization which would be exempt under 7A(c)(0) assuming no shareholder of A would hold a higher percentage of v/s in NewA. Step 6 (at which time NewA has become the...
File
Original Image File
(52.07 KB)
Date
Rule
801.10
Advised that value would be the greater of acquisition price or market price. Presumably market price would reflect the dividend at some point prior to closing. B. Michael Verne 11/26/01
File
Original Image File
(34.87 KB)
Date
Rule
7A(c)(1) 802.1
B. Michael Verne 11/26/01
File
Original Image File
(71.78 KB)
Date
Rule
801.10 802.30
Advices that the value is the total consideration to the shareholders of B - $930 MM in A stock. The secondary acquisition of the 10% of A stock is exempt under 802.30. N. Ovuka concurs.
File
Original Image File
(66.35 KB)
Date
Rule
802.2(a)
Agee - NMO concurs.
File
Original Image File
(145.97 KB)
Date
Rule
802.2(c) 802.3 802.4
Informed the writer that I agree with her conclusions. B. Michael Verne 11/15/01
File
Original Image File
(143.84 KB)
Date
Rule
802.50 802.51
Agree. Called writer on 11/14/2001. AV. These transactions are exempt. The acquisitions by U.S. corp. and foreign corp. are exempt under 802.50(c), and 802.51(b) respectively. MEG concurs.
File
Original Image File
(158.43 KB)
Date
Rule
801.2
Advised the writer that if Trust is included within the acquiring person making the tender offer, the tender offer cannot be subsumed in the reportable asset acquisition since a portion of the assets...
File
Original Image File
(72 KB)
Date
Rule
7A(c)(1) 7A(c)(2)
10/25/01 Agree the transaction is exempt under (c)(1) and (c)(2). MV concurs.
File
Original Image File
(236.85 KB)
Date
Rule
Filing instructions 803.5
Answer is also based on telephone conversation in early a.m. AV
File
Original Image File
(62.26 KB)
Displaying 2801 - 2820 of 4604