We agree with your proposed approach in (1) through (3) below.
Question
From: Walsh, Kathryn E. <kwalsh@ftc.gov>
Sent: Monday, August 12, 2024 1:55:28 PM (UTC-05:00) Eastern Time (US & Canada)
To: [Redacted]
Cc: HSRHelp <HSRHelp@ftc.gov>
Subject: FW: Acquired Entity with Two UPEs
We agree with your proposed approach in (1) through (3) below.
From: [Redacted]
Sent: Monday, August 12, 2024 12:54:46 PM (UTC-05:00) Eastern Time (US & Canada)
To: HSRHelp <HSRHelp@ftc.gov>
Cc: [Redacted]
Subject: Acquired Entity with
Hi all,
I would like to confirm certain guidance to ensure we are making the appropriate number of HSR filings and paying the appropriate fees.
Company A is planning to acquire Target in a single acquisition that will meet the size of transaction and size of person tests. Company A has one UPE, UPE A. Target has two natural person UPEs, UPE B1 and UPE B2.
In informal interpretation 1707002, the PNO advised in a similar situation that both acquired persons would need to make HSR filings, however, the acquiring person need only make a single filing for the transaction including information that covers both acquired persons. Further, the PNO advised that only a single filing fee is required.
Can you please confirm that, in the situation described above, (1) UPE A need only make a single HSR filing, (2) UPE A need only pay a single filing fee, and (3) UPE B1 and B2 must each make a separate HSR filing?
Thank you.