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0404014 Informal Interpretation
us-ftc-hsr-informal-interpretations-b2265e5e65d4ff0de230b5602b8aee4f0404014 Informal InterpretationGuidance
Date
Rule
801.2
Response/Comments
This is not a reportable transaction. N Ovuka concurs.
Question
From:(redacted)
Sent:Monday, April 19, 2004 11:05 PM
To:Verne, B. Michael
Subject: HSR - Exclusive Supply
Mike, just following up on therather long-winded voice mail which I left you earlier today. The situation isquite straightforward:
Company A manufactures a range ofproducts here in the US. Company B is primarily concerned with developing newproducts. Company B has developed a new product which Company A findsattractive. They enter into an exclusive supply agreement whereby Company Awould agree to purchase a minimum volume of product from Company B and CompanyB would agree not to sell to any other customer except Company A. Asconsideration, Company A would pay a lump sum to Company B in cash and inshares. Together the cash and shares exceed $50 million.
Is the exclusive supply relationshiptreated the same as an exclusive license for determining whether it is theacquisition of assets?
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