1904005 Informal Interpretation

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Sheinberg, Samuel I.
From:
Sent: 	Monday, April 15, 2019 12:30 PM
To: 	Walsh, Kathryn E.; Biagioli, Kimberley; Carson, Timothy; Sheinberg, Samuel I.; Six, Anne;
Whitehead, Nora
Subject: 	FW: Quick (I hope) question regarding US natural person revenues item 5(a)
From: Berg, Karen E.
Sent: Monday, April 15, 2019 12:30:02 PM (UTC-05:00) Eastern Time (US & Canada)
To:
Cc:
Subject: RE: Quick (I hope) question regarding US natural person revenues item 5(a)
The focus is on where the minority‐held entity has operations, just as it would be for a controlled entity in Item
5a. Because you don’t control it, you would use the miscellaneous intermediation or portfolio management NAICS code
rather than a wholesaling code, for example.
From:
Sent: Monday, April 15, 2019 10:27 AM
To: Berg, Karen E. <KBERG@ftc.gov>
Cc:
Subject: RE: Quick (I hope) question regarding US natural person revenues item 5(a)
Many thanks Karen. Just to be sure I understand it the focus is on the location of the entity in which a person holds a
minority interest. So, if a person holds a minority interest in a US company and receives a dividend payment in its X‐US
account that is US revenue for item 5 and if a person holds a minority interest in a X‐US company and receives a
dividend payment in its US account that is not US revenue for item 5, right?
From: Berg, Karen E. <KBERG@ftc.gov>
Sent: Monday, April 15, 2019 10:20 AM
To:
Cc:
Subject: RE: Quick (I hope) question regarding US natural person revenues item 5(a)
The interest/dividend income should be derived from US operations; the location of account(s) they sit in after being
earned is irrelevant.

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Karen
From:
Sent: Friday, April 12, 2019 4:54 PM
To: Walsh, Kathryn E. <kwalsh@ftc.gov>; Berg, Karen E. <KBERG@ftc.gov>; Biagioli, Kimberley <kbiagioli@ftc.gov>;
Carson, Timothy <tcarson@ftc.gov>; Sheinberg, Samuel I. <SSHEINBERG@ftc.gov>; Six, Anne <asix@ftc.gov>;
Whitehead, Nora <nwhitehead@ftc.gov>
Subject: FW: Quick (I hope) question regarding US natural person revenues item 5(a)
From:
Sent: Wednesday, April 10, 2019 10:13 AM
To:
Subject: Quick (I hope) question regarding US natural person revenues item 5(a)
Hi all,
Hope everyone is enjoying the Spring weather! I am retired but consulting so not gone yet and continue with
questions (one of the great things about HSR is there always something more to learn)… This is sort of a weird
question but we have a natural US person UPE and the question is which dividend/interest income must be
included in item 5(a):
1. 	All revenues in UPE’s US bank accounts regardless of source?
2. 	All revenues from US companies regardless of location of account?
3. 	All revenues from X‐US companies with over $90 million of US revenues/assets (tied into 802.51)
regardless of whether they are paid into a US or X‐US account?
Many thanks as always!

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