1707006 Informal Interpretation

us-ftc-hsr-informal-interpretations-f82d7c0516cb87dcb28aee23c33104651707006 Informal InterpretationGuidance

Date

Tags:

Rule
Form Item 8
Staff
Ty Carson
Response/Comments

No need to list all the individual sellers. Just list the target.

Question

From: Carson, Timothy

Sent: Friday, July 28, 2017 11:10 AM

To: [Redacted]

Cc: Berg, Karen E.; Gillis, Diana L.; Shaffer, Kristin; Storm, Evan; Whitehead, Nora; Walsh, Kathryn E.

Subject: RE: Item 8 instructions

[Redacted],

No need to list all the individual sellers. Just list the target.

Regards,

Timothy (Ty) Carson

From: [Redacted]

Sent: Thursday, July 27, 2017 1:45 PM

To: Walsh, Kathryn E.

Cc: Berg, Karen E.; Carson, Timothy; Gillis, Diana L.; Shaffer, Kristin; Storm, Evan; Whitehead, Nora

Subject: Item 8 instructions

Kate,

Item 8 asks for the name and HQ address of the entity from which assets, voting securities or non‐corporate interests were acquired. Is it permissible to put the name and address of the target instead? In our situation, on the other side there was a private equity firm that was not a controlling entity and a bunch of sellers. Do we need to put in the names of all of the individual sellers? I can get that from that stock purchase agreement, but I have no idea how I find their addresses.

Thanks.

[Redacted]

1
Haynes, Lanea
Subject: 	FW: Item 8 instructions
From: Carson, Timothy
Sent: Friday, July 28, 2017 11:10 AM
To:
Cc: Berg, Karen E.; Gillis, Diana L.; Shaffer, Kristin; Storm, Evan; Whitehead, Nora; Walsh, Kathryn E.
Subject: RE: Item 8 instructions
No need to list all the individual sellers. Just list the target.
Regards,
Timothy (Ty) Carson
Bureau of Competition
Federal Trade Commission
400 7 th Street, SW
Washington, DC 20024
202.326.2627
tcarson@ftc.gov
From:
Sent: Thursday, July 27, 2017 1:45 PM
To: Walsh, Kathryn E.
Cc: Berg, Karen E.; Carson, Timothy; Gillis, Diana L.; Shaffer, Kristin; Storm, Evan; Whitehead, Nora
Subject: Item 8 instructions
Kate,
Item 8 asks for the name and HQ address of the entity from which assets, voting securities or non‐corporate interests
were acquired. Is it permissible to put the name and address of the target instead? In our situation, on the other side
there was a private equity firm that was not a controlling entity and a bunch of sellers. Do we need to put in the names
of all of the individual sellers? I can get that from that stock purchase agreement, but I have no idea how I find their
addresses.
Thanks.
Complete printed PDF page 1

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