9903020 Informal Interpretation

Date

March 30, 1999

Rule

801.11

Staff

Patrick Sharpe

File Number

9903020

Response/Comments

Called (redacted) 3/30/99 and said if person does not have a regularly prepared balance sheet, he will need to prepare one in accordance with ABA #162. Furthermore, he should not rely on "net worth". (Redacted) thinks his client will still be below $10.0 mm in assets. He will, however,have him determine his size in the appropriate manner. PS. RS also reviewed. [note 1-Not the test. Is [sic] his total assets]

Original Image File (24.69 KB)

Question

(redacted)

March 25, 1999

Premerger Notification Office
Bureau of Competition
Federal Trade Commission
Washington, D.C. 20580

To Whom It May Concern:

Our law firm represents a local executive whose family has managed a division of a national Company for years. The executive is negotiating, with our help, a letter of intent to buy the business. His, and for that matter his family's net worth [emphasis added by PS][note 1] is considerably less than $10 million [emphasis added by PS]. He is arranging financing and will pay cash and assume debt in excess of $30 million for the division assets.

Because he has neither assets nor sales of at least $10 million, we believe the transaction does not require premerger notification under the Hart-Scott-Rodino Act and Regulations, but out of an abundance of caution we wanted to confirm that opinion.

Please contact us if there is anything else we need to do.

Sincerely,

(redacted)

9903020 Informal Interpretation

Question

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