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2009007 Informal Interpretation
us-ftc-hsr-informal-interpretations-d1064f7e3a5130b0f9babe1dd5fa61f62009007 Informal InterpretationGuidance
Date
Rule
Item 4(c)
Response/Comments
The documents you describe, composed from or containing excerpts from ordinary course documents, are not themselves ordinary course documents but rather new documents. If they were created for the transaction, including for placement in a dataroom, and include 4(c) content, they are responsive and should be included as 4(c) documents.
Question
From: Six, Anne
Sent: Friday, September 11, 2020 12:14:16 PM (UTC-05:00) Eastern Time (US & Canada)
To: [Redacted]
Cc: [Redacted]
Subject: FW: 4(c) question
The documents you describe, composed from or containing excerpts from ordinary course documents, are not themselves ordinary course documents but rather new documents. If they were created for the transaction, including for placement in a dataroom, and include 4(c) content, they are responsive and should be included as 4(c) documents.
From: [Redacted]
Sent: Friday, September 11, 2020 7:15:57 AM (UTC-05:00) Eastern Time (US & Canada)
To: [Redacted]
Subject: 4(c) question
Dear All:
I hope all are well.
I represent a seller in a transaction. The seller placed a number of documents in the data room that contained excerpts from its ordinary course documents. I understand that if they added commentary or discussion, these would be 4c documents. But, if the documents do not contain any added material but simply contain excerpts from pre-existing ordinary course documents, are they responsive for the seller?
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