us-ftc-hsr-informal-interpretations-3b2e7bd8987f812c982942acff7a85de•0606003 Informal Interpretation
0606003 Informal Interpretation
us-ftc-hsr-informal-interpretations-3b2e7bd8987f812c982942acff7a85de0606003 Informal InterpretationGuidance
Question
From: (redacted)
Sent: Friday, June 09, 20069:51 AM
To: Ferkingstad,James H.
Subject: HSR Act Reportability
DearMr. Ferkingstad:
I write following ourtelephone conversation yesterday confirming the nonreportability of thefollowing securities transaction.
Company A ("A")owns 90% of Subsidiary Al ("Al"). Company B ("B") owns theother 10% of Al in the form of convertible preferred stock with the right toelect one member of Al's board of directors. Pursuant to an intracorporate nonreportabletransfer, A transfers assets into Al . Al creates a new series of preferredstock designated as Convertible Preferred Stock and issues 45 shares to B forUS $153 million. As a result of this acquisition, B maintains its 10% interestin Al.
Youstated that this $153 million transaction would be exempt and therefore nonreportableas to both Al and B under the HSR Act, Exemption 15 U.S.C. 18a (c)(10) and 16 CFR 802.21.Please confirm.
Ferkingstad, James H.
From:
sent:
To: ~erkingstad,James H.
Subject: HSR Act Reportability
Dear Mr. Ferklngstad:
I write following our telephone conversation yesterday confirming the nonreportabiiity of the following securities
transaction.
Company A ("A) owns 90% of Subsidialy A1 ("Al"). Company B ("E) owns the other 10% of A1 in the form of
convertible preferred stock with the right to elect one member of A l ' s board of directors. Pursuant to an intracorporate
nonrepofiabie transfer; A transfers assets into A l . A1 creates a new series of preferred stock designated as Convertible
Preferred Stock and issues 45 shares to B for US $153 million. As a result of this acquisition. 6 maintains its 10%
interest in A1
You stated that this $153 million transaction would be exempt and therefore nonreportable as to both A1 and B under the
HSR Act. Exemption 15 U.S.C. 18a (c)(10) and 16 CFR 802.21. Please confirm,
?&lo': [ o ~he=
Thank you
Sincerely,
This e-mail, and any attachments thereto, is intended only
for use by the addressee(s) named herein and may contain
1
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