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Regulatory Information
2005_register
executive
2010-09-23
article
Premerger Notification; Reporting and Waiting Period Requirements
Proposed Rules
D09002ee1bde3566b
D09002ee1bde356c1
United States
Federal Trade Commission
originator
org
United States Government Agency or Subagency
The Commission is proposing amendments to the premerger notification rules (``the rules'') to enable filing parties to provide Internet links to certain documents in lieu of paper copies, and to address ``stale filing'' situations, in which parties make premerger notification filings but then fail to comply with a Request for Additional Information and Documentary Material (``second request''). Section 7A of the Clayton Act (``the Act'') requires the parties to certain mergers and acquisitions to file notification with the Federal Trade Commission (``the Commission'' or ``FTC'') and the Assistant Attorney General in charge of the Antitrust Division of the Department of Justice (``the Assistant Attorney General'' or ``DOJ'') and to wait a specified period of time before consummating such transactions. The reporting and waiting period requirements are intended to enable these enforcement agencies to determine whether a proposed merger or acquisition may violate the antitrust laws if consummated and, when appropriate, to seek a preliminary injunction in Federal court to prevent consummation. If either agency determines during the waiting period that further inquiry is necessary, it can issue a second request, which extends the waiting period for a specified period after all parties have complied with the request (or, in the case of a tender offer or a bankruptcy sale, after the acquiring person complies). The Commission is proposing a change to relieve the burden of complying with Items 4(a) and (b) of the Notification and Report Form (``the Form''). Currently, paper copies of annual reports, annual audit reports and regularly prepared balance sheets and copies of certain documents, such as 10Ks filed with the Securities and Exchange Commission (``SEC''), must be provided in response to these Items. The proposed modification would allow filing persons to provide an Internet address linking directly to the documents required by Items 4(a) and (b) in lieu of providing paper copies. The Commission is also proposing an amendment to the rules to specify that an acquiring person's notification, and an acquired person's notification in certain types of transactions, shall expire after eighteen months if a second request to them remains outstanding.
70 FR 47733
https://www.govinfo.gov/app/details/FR-2005-08-15/05-16087
05-16087
fr15au05-12
6750-01-P
https://www.govinfo.gov/app/details/FR-2005-08-15/05-16087
https://www.govinfo.gov/content/pkg/FR-2005-08-15/html/05-16087.htm
https://www.govinfo.gov/content/pkg/FR-2005-08-15/pdf/05-16087.pdf
Antitrust
5 p.
47733
47737
70 FR 47733
Code of Federal Regulations
Title 16 Part 803
16 CFR Part 803
Premerger Notification; Reporting and Waiting Period Requirements; Federal Register Vol. 70, Issue
PRORULE
05-16087
FEDERAL TRADE COMMISSION
2005-10-14
6750-01-P
05-16087
Notice of proposed rulemaking.
The Commission is proposing amendments to the premerger notification rules (``the rules'') to enable filing parties to provide Internet links to certain documents in lieu of paper copies, and to address ``stale filing'' situations, in which parties make premerger notification filings but then fail to comply with a Request for Additional Information and Documentary Material (``second request''). Section 7A of the Clayton Act (``the Act'') requires the parties to certain mergers and acquisitions to file notification with the Federal Trade Commission (``the Commission'' or ``FTC'') and the Assistant Attorney General in charge of the Antitrust Division of the Department of Justice (``the Assistant Attorney General'' or ``DOJ'') and to wait a specified period of time before consummating such transactions. The reporting and waiting period requirements are intended to enable these enforcement agencies to determine whether a proposed merger or acquisition may violate the antitrust laws if consummated and, when appropriate, to seek a preliminary injunction in Federal court to prevent consummation. If either agency determines during the waiting period that further inquiry is necessary, it can issue a second request, which extends the waiting period for a specified period after all parties have complied with the request (or, in the case of a tender offer or a bankruptcy sale, after the acquiring person complies). The Commission is proposing a change to relieve the burden of complying with Items 4(a) and (b) of the Notification and Report Form (``the Form''). Currently, paper copies of annual reports, annual audit reports and regularly prepared balance sheets and copies of certain documents, such as 10Ks filed with the Securities and Exchange Commission (``SEC''), must be provided in response to these Items. The proposed modification would allow filing persons to provide an Internet address linking directly to the documents required by Items 4(a) and (b) in lieu of providing paper copies. The Commission is also proposing an amendment to the rules to specify that an acquiring person's notification, and an acquired person's notification in certain types of transactions, shall expire after eighteen months if a second request to them remains outstanding.
Comments must be received on or before October 14, 2005.
Marian R. Bruno, Assistant Director, or B. Michael Verne, Compliance Specialist, Premerger Notification Office, Bureau of Competition, Room 303, Federal Trade Commission, Washington, DC 20580. Telephone: (202) 326-3100.
Antitrust
Premerger notification; reporting and waiting period requirements,
http://www.ftc.gov
http://www.ftc.gov/ftc/privacy.htm
http://www.regulations.gov
https://secure.commentworks.com/ftc-hsrexpirationofnotification
regulations.gov
Federal Register
Vol. 70, no. 156
Office of the Federal Register, National Archives and Records Administration
2005-08-15
continuing
daily
deposited
born digital
356 p.
Table of Contents:
AE 2.7:
GS 4.107:
AE 2.106:
KF70.A2
https://www.govinfo.gov/app/details/FR-2005-08-15
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0042-1219
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https://www.govinfo.gov/app/details/FR-2005-08-15
https://www.govinfo.gov/content/pkg/FR-2005-08-15/pdf/FR-2005-08-15.pdf
https://www.govinfo.gov/content/pkg/FR-2005-08-15/xml/FR-2005-08-15.xml
fdlp
47711
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DGPO
2010-09-23
2023-05-03
FR-2005-08-15
machine generated
eng
FR
FR-2005-08-15
70
156