0110008 Informal Interpretation

Dear Alice,

As (redacted) mentioned in his voicemail, I was hoping you could answer a quick question. If we are dealing with an all cash agreed tender offer - can you please confirm if the bidder and target can file a joint notification report?

Thanks for your help.
Regards,
(Redacted)

To the FTC -- the Acquiring Person must file two copies of the Notification and Report Form with one set of documentary attachments; and the Acquired Person also must file two copies of the Notification and Report Form with one set of documentary attachments. (This includes one affidavit with original signature and one certification page with original signature.) Note, you may submit copies of Affidavit and Certification page with your Filing, then follow-up ASAP with the one original of these.

To the Department of Justice-- the Acquiring and the Acquired must submit three copies of the Notification and Report Form and one set of documentary attachments. (No originals need to be submitted to DOJ.)

In cash tender offer transactions and other transactions pursuant to Rule 801.30, the Acquiring Person must submit a copy of the Notice that was provided to the Acquired Person to both FTC and DOJ. The Acquiring Person completes and submits an Affidavit pursuant to Rule 803.5(a); and the Acquired Person Does Not complete an Affidavit. For the most recent Form and Instructions, please check our website www.ftc.gov, click on Bureau of Competition, go to Premerger/Hart-Scott-Rodino (another way to get to Premerger Menu is www.ftc.gov/bc/hsr/hsr.htm), then click on Form and Instructions.

Thanks. I hope the information by telephone this morning was helpful.

From: (redacted)
To: Alice Villavicencio
Date: Mon, Oct 22, 2001 9:47 AM
Subject: RE: Quick Question

Thanks !!