1810010 Informal Interpretation

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Sheinberg, Samuel I.
From:
Sent: 	Friday, October 19, 2018 4:05 PM
To: 	Walsh, Kathryn E.; Berg, Karen E.; Carson, Timothy; Sheinberg, Samuel I.; Whitehead,
Nora
Subject: 	FW: Size-of-Person Question
From: Shaffer, Kristin
Sent: Friday, October 19, 2018 4:05:02 PM (UTC-05:00) Eastern Time (US & Canada)
To:
Cc:
Subject: RE: Size-of-Person Question
Confirmed.
Best regards,
Kristin
From:
Sent: Friday, October 19, 2018 10:51:11 AM (UTC-05:00) Eastern Time (US & Canada)
To:
Subject: Size-of-Person Question
My client, which satisfies the $168.8 million size‐of‐person test, is planning to purchase a non‐manufacturing entity that
has total assets of $8.5 million as of its most recent regularly prepared balance sheet. The target is owned 50/50 by two
unrelated natural persons, one of the natural persons has total assets of approximately $7 million and the other natural
person has total assets of about $6 million.
Neither UPE by himself satisfies the $16.9 million size‐of‐person test adding the value of the assets held by the target
with the value of the assets he personally holds. I am writing to confirm that this analysis is correct and that I should not
be adding together the value of the assets held by the two individuals to determine whether size‐of‐person is satisfied.
Thanks,

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