Question
(redacted)
January 25, 1991
Mr. Victor Cohen
Premerger Notification Office
Bureau of Competition
Federal Trade Commission
600 Pennsylvania Avenue, NW, Room 303
Washington, D.C. 20580
Dear Mr. Cohen:
The purpose of this letter is to confirm our conversation on Monday regarding the Section 18a(c)(4) exemption to the Hart-Scott-Rodino Antitrust Improvements Act (the Act (the Act) for "transfers to or from a Federal agency . . .or political subdivision thereof."
I explained to you that his firm represents a corporation in a proposed transaction in which the Revolution Trust Corporation (RTC), is acting as receiver of a failed thrift. In that capacity, the RTC is selling to our client 100% of the issued and outstanding shares of the capital stock of a mortgage corporation which is a subsidiary of the failed thrift. The proceeds of the sale will be payable directly to the RTC as receiver.
On the basis of this information, you advised me that the transaction would be exempt from the application of the Act under the Section 18a(c)(4) exemption relating to transfers to or from a federal agency. You also indicated that the Section 18(a)(4) exemption relating to transfers to or from a Federal agency. You also indicated that the Section 18a(c)(4) exemption would apply regardless of whether the transaction was structured as an asset acquisition or a stock acquisition. If this does not accurately reflect your understanding of our conversation, please met me know immediately.
Thank you for your assistance and cooperation in connection with this matter.
Very truly yours,
cc: (redacted)