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 1821 - 1840 of 4612
Date
Rule
801.1
When looking at US "trusts" to determine if they should be treated as non-corporate entities, the key is whether the trust has units that entitle the holder to a right to profits of the trust or a...
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(51.55 KB)
Date
Rule
802.2
05/05 /2007- Agree.
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(91.38 KB)
Date
Rule
803.9(c)
Only one fee is required. M Bruno and K Walsh concur.
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(65.8 KB)
Date
Rule
803.9(c)
Only one fee is required. M Bruno and K Walsh concur.
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(65.8 KB)
Date
Rule
802.63
Agree this is non-reportable.
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(209.07 KB)
Date
Rule
801.40
Probably the appropriate way to look at this is as a formation of Holdco, with Investor, Founder and other shareholders contributing either cash or shares of target to the formation, because Holdco is...
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(58.65 KB)
Date
Rule
801.10, 15 USC 18a(c)(10) 7A(c)(10)
Agree with 1 and 2. When the restricted shares vest, a filing would be required only if the percentage of A voting securities held by C increases. C has already acquired the A voting securities...
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(58.64 KB)
Date
Rule
802.2(e), 802.4, 801.10
Once you have determined that the acquisition of the voting securities is reportable, the value is the total value of those voting securities. All assets (and liabilities) of the issuer would be taken...
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(51.11 KB)
Date
Rule
801.13, 801.14
If B1 and B2 are each their own UPE, then the acquisition of B2 is not aggregated with B1 and is therefore not reportable. 801.13 and 801.14 only deal with aggregation of acquisitions from the same...
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(38.31 KB)
Date
Rule
802.9
The restricted voting rights are not the result of a contractual arrangement, they are contained in the bylaws of the corporation. This would potentially be an argument that as a practical matter the...
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(53.65 KB)
Date
Rule
802.9
refer to comments below. M Bruno, K Berg & K Walsh concur.
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(129.48 KB)
Date
Rule
801.1(c)
Changed 04/25/2007 to refer to Informal Staff Opinion 0611006 11/27/2006 - We are inclined to say that the shareholder takes beneficial ownership of all of the shares that will vest over the two year...
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(40.34 KB)
Date
Rule
801.13
Agree No aggregation would be required.
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(28.59 KB)
Date
Rule
801.1
04/24/2007 1) If you are certain that the entity now controlled by A will be its own UPE at the time of closing, you can file with that entity as the acquiring person. If there is any possibility that...
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(32.13 KB)
Date
Rule
801.1(b), 801.2
Agree.
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(63.39 KB)
Date
Rule
801.13, Form
Yes Buyer would aggregate the value of the voting securities with the assets to be acquired. This would be reflected in Items 2 and 3, but not in Items 5 and 7 because it is not a controlling interest...
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(36.29 KB)
Displaying 1821 - 1840 of 4612