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Date
Rule
801.2
Staff
Michael Verne
Response/Comments
I agree that acquiring the assets of the business of selling trailers (1) is not exempt. The assets related to (2) and (3) are exempt under 802.5 as investment rental property, because they are currently being rented and will continue to be rented to third parties after the acquisition. If the value of the assets attributable to (1) do not exceed $63.1 MM, the acquisition of the voting securities is exempt under 802.4.

Question

From:(redacted)

Sent:Monday, March 03, 2008 11:30 AM

To: Verne, B. Michael

Subject: Trailer parktransaction

Mike,

Iunderstand that the acquisition of trailer park property is exempt under802.2(d) as long as the homes are ownedby residents and the spaces are leased from the park. I have a situation wherethe target is a trailer park company where people can either (1) buy theholiday homes (trailers) from the operator, (2) rent the holiday homes from thepark operator or (3) rent pitches/land for RVs. I assume that 3 is exempt under802.2(d); 2 is exempt under 802.2 (d) or 802.2(e), and that 1 is not exempt. Ialso assume that under 802.4, as long as the purchase price or FMV attributedto the non-exempt assets is less than $63.1 million, the entire transactionwill be exempt.

Iwould appreciate you confirming that my above assumptions are correct. As always, thank you for your help.

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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