Question
From:
(Redacted)
Sent:
Tuesday, May 11, 2010 12:19 PM
To:
Verne, B. Michael
Subject: Non-corporate Interests
Mike,
Is the following scenario potentiallyreportable?
A holds 1/3 of the interests inPartnership X. B, a partnership, owns another 1/3 of Partnership X. B has no otherassets. A acquires more than 50% of the interests in B. Assume that size ofparties test is met and the value of 2/3 of B exceeds $63.4 million.
A's acquisition of B is exempt under802.4. Is B's indirect acquisition of control of X reportable? This informalinterpretation suggests that it is not reportable but the facts of thatinterpretation are not 100% clear: