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 2981 - 3000 of 4604
Date
Rule
801.(c), 801.10
The transfer of the title is an assets acquisition. However, since a beneficially owns the underlying assets, the value of the title may have little value. P.S. called 4/28/00
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(92.9 KB)
Date
Rule
801.19c), 801.10
The transfer of the title is an asset acquisition. However, since A beneficially owns the underlying assets, the value of the title may have little value. Called [redacted] 4/28/00
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(58.16 KB)
Date
Rule
801.10(c)
Agree with writer's conclusion. N. Ovuka agrees. B. Michael Verne 4/26/00
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(128.77 KB)
Date
Rule
801.12
Advised to use as the numerator in the ratio for this director, i.e., if you held 100 of the 500 total shares of class A you would calculate as follows: 100 x 2 = 8% 500 5 100 x = 2% 500 500 Total...
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(53.48 KB)
Date
Rule
802.9
called [redacted] 4/25/00. I concur with this letter.
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(37.43 KB)
Date
Rule
802.2(g)
Called the writer to confirm that acquired company derives no third-party revenues from its research activities, which are all internal. Letter accurately reflects informal advice given.
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(82.25 KB)
Date
Rule
801.40, 7A(c)(10)
Agree. Acquisitions of v/s of successor corporation pro rata to holdings inNewco is exempt under c(10). Note that this would produce a differentresult if target were a subsidiary of acquisition post...
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(58.44 KB)
Date
Rule
802.9
Agree with the conclusions
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(56.31 KB)
Date
Rule
801.1(c), 802.1(d)
Despite entering into the trust agreement, the [illegible] of beneficial ownership for these assets do not pass from C to B, therefore, no acquisition has taken place. Alternatively, even if it was...
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Original Image File
(120.6 KB)
Date
Rule
7A(c)(10)
None of the corp shareholders would be exempt under c(10) as they all slightly increased their percentage held over what they indirectly held in B Corp through their holdings in A Corp - M. Bruno / T...
File
Original Image File
(45.71 KB)
Date
Rule
801.10(c)
Agree with the writer's conclusion. N. Ovuka agrees.
File
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(86.84 KB)
Date
Rule
801.12
Advised to use as the numerator the ratio for this director. i.e: if you held 100 of the 500 total shares of class A you would calculate as follows 100/500 x 2/5 = 8% 100/500 x /5 = 2% Total...
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Original Image File
(28.78 KB)
Date
Rule
802.30, 7A(c)(10)
Wrong, called (redacted) 3/27/00. There is no intraperson exemption
File
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(28.93 KB)
Date
Rule
801.10
Agree. B. Michael Verne 3/22/00 N.Ovuka concurs.
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(49.45 KB)
Date
Rule
Isn't a purchase of stock in an IPO essentially an open market purchase? Couldn't we extend 801.30 treatment to such an acquisition on that basis?
Isn't a purchase of stock in an IPO essentially an open market purchase? Couldn't we extend 801.30 treatment to such an acquisition on that basis? R. Smith concurs that as long as there is no contract...
File
Original Image File
(26.4 KB)
Date
Rule
801.1(e)
Agree with the writer's conclusion. This is true only if A & B (or their successors) remain as entities which are subs of Newco. If A & B disappear into Newco in the consolidation, this not applicable...
File
Original Image File
(93.24 KB)
Date
Rule
801.2(e)
No - S must prepare a pro forma balance sheet, valuing its stock in A by any acceptable accounting method. The value of B stock being acquired determines the size of transaction. It has no bearing on...
File
Original Image File
(26.39 KB)
Date
Rule
801.10, 801.10, 7(A)(c)(10)
Agree with writer's conclusions. M. Bruno 3/10/00
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(52.12 KB)
Date
Rule
802.9
Agree this is exempt under 802.9. T. Hancock concurs. B. Michael Verne 3/9/00
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Original Image File
(44.15 KB)
Displaying 2981 - 3000 of 4604