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us-ftc-hsr-informal-interpretations-e7b16f81835af1b2f6092ec81f9f8307•0511013 Informal Interpretation
0511013 Informal Interpretation
us-ftc-hsr-informal-interpretations-e7b16f81835af1b2f6092ec81f9f83070511013 Informal InterpretationGuidance
Date
Rule
Form Item 4
Staff
Michael Verne
Response/Comments
The latter
Question
From: (redacted)
Sent: Tuesday, November 15, 2005 4:17 PM
To: Verne,B. Michael
Subject: FW:4(c) question
Hi, Mike I washoping to get your thoughts on the relevant transaction for 4(c) purposes.Company A is merging with and into Company B with Company B surviving. Each ofA and B filed an HSR in connection with the merger. In exchangefor their shares of Company A, shareholders of Company A will receive votingsecurities of Company B in connection with the merger requiring some of them tofile an HSR. What is the relevant"transaction" for 4(c) documents for shareholders of Company A themerger between Company A and Company B and the receipt of shares of Company B(or just the receipt of shares of Company B)?
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