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Date

Tags:

Rule
Form Item 4(b)
Staff
Diana Gillis
Response/Comments

1) Unaudited financials, if relied upon by management, are required

2) Otherwise, provide the most recent regularly prepared balance sheet, and income statement for the most recent year

Question

From: Gillis, Diana L.

Sent: Thursday, May 04, 2017 2:57 PM

To: [Redacted]

Cc: Whitehead, Nora

Subject: RE: HSR earnout related guidance

[Redacted]

1) Unaudited financials, if relied upon by management, are required

2) Otherwise, provide the most recent regularly prepared balance sheet, and income statement for the most recent year

‐Diana

From: [Redacted]

Sent: Thursday, May 04, 2017 11:25 AM

To: Gillis, Diana L.

Subject: RE: HSR earnout related guidance

Hi Diana,

Quick question on financial statements that are to be included by the acquired entity in the filing. If they do not have audited financials would an unaudited profit and loss statement work or would the FTC require balance sheets and income statements (or any other types of financial statements)? Thanks.

[Redacted]

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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