Premerger Notification; Reporting and Waiting Period Requirements, 45555-45567 [C2-2018-14378]
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Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
Subtitle I, Section 106 describes the
authority of the FAA Administrator.
Subtitle VII, Aviation Programs,
describes in more detail the scope of the
agency’s authority. This rulemaking is
promulgated under the authority
described in Subtitle VII, Part A,
Subpart I, Section 40103. Under that
section, the FAA is charged with
prescribing regulations to assign the use
of airspace necessary to ensure the
safety of aircraft and the efficient use of
airspace. This regulation is within the
scope of that authority as it supports the
removal of the Class E airspace
designated as an extension to Class D
surface area no longer needed at
Springfield-Beckley Municipal Airport,
Springfield, OH.
History
The FAA published a notice of
proposed rulemaking in the Federal
Register (83 FR 19986; May 7, 2018) for
Docket No. FAA–2017–1051 to remove
Class E airspace designated as an
extension to a Class D surface area at
Springfield-Beckley Municipal Airport,
Springfield, OH. Interested parties were
invited to participate in this rulemaking
effort by submitting written comments
on the proposal to the FAA. No
comments were received.
Class E airspace designations are
published in paragraph 6004 of FAA
Order 7400.11B, dated August 3, 2017,
and effective September 15, 2017, which
is incorporated by reference in 14 CFR
71.1. The Class E airspace designations
listed in this document will be
published subsequently in the Order.
Availability and Summary of
Documents for Incorporation by
Reference
This document amends FAA Order
7400.11B, Airspace Designations and
Reporting Points, dated August 3, 2017,
and effective September 15, 2017. FAA
Order 7400.11B is publicly available as
listed in the ADDRESSES section of this
document. FAA Order 7400.11B lists
Class A, B, C, D, and E airspace areas,
air traffic service routes, and reporting
points.
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The Rule
This amendment to title 14 Code of
Federal Regulations (14 CFR) part 71
removes the Class E airspace designated
as an extension to Class D airspace at
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Springfield-Beckley Municipal Airport,
Springfield, OH.
The air traffic control tower has
closed, and Class E extension airspace
removed, as the airport no longer
qualifies for controlled airspace.
Regulatory Notices and Analyses
The FAA has determined that this
regulation only involves an established
body of technical regulations for which
frequent and routine amendments are
necessary to keep them operationally
current, is non-controversial and
unlikely to result in adverse or negative
comments. It, therefore: (1) Is not a
‘‘significant regulatory action’’ under
Executive Order 12866; (2) is not a
‘‘significant rule’’ under DOT
Regulatory Policies and Procedures (44
FR 11034; February 26, 1979); and (3)
does not warrant preparation of a
regulatory evaluation as the anticipated
impact is so minimal. Since this is a
routine matter that only affects air traffic
procedures and air navigation, it is
certified that this rule, when
promulgated, does not have a significant
economic impact on a substantial
number of small entities under the
criteria of the Regulatory Flexibility Act.
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PART 71—DESIGNATION OF CLASS A,
B, C, D, AND E AIRSPACE AREAS; AIR
TRAFFIC SERVICE ROUTES; AND
REPORTING POINTS
1. The authority citation for part 71
continues to read as follows:
■
Authority: 49 U.S.C. 106(f), 106(g); 40103,
40113, 40120; E.O. 10854, 24 FR 9565, 3 CFR,
1959–1963 Comp., p. 389.
§ 71.1
[Amended]
2. The incorporation by reference in
14 CFR 71.1 of FAA Order 7400.11B,
Airspace Designations and Reporting
Points, dated August 3, 2017, and
effective September 15, 2017, is
amended as follows:
■
Paragraph 6004 Class E Airspace Areas
Designated as an Extension to a Class D or
Class E Surface Area.
*
*
*
AGL OH E4
*
*
Springfield, OH [Removed]
Issued in Fort Worth, Texas, on August 30,
2018.
Walter Tweedy,
Acting Manager, Operations Support Group,
ATO Central Service Center.
[FR Doc. 2018–19475 Filed 9–7–18; 8:45 am]
BILLING CODE 4910–13–P
Environmental Review
The FAA has determined that this
action qualifies for categorical exclusion
under the National Environmental
Policy Act in accordance with FAA
Order 1050.1F, ‘‘Environmental
Impacts: Policies and Procedures,’’
paragraph 5–6.5.a. This airspace action
is not expected to cause any potentially
significant environmental impacts, and
no extraordinary circumstances exist
that warrant preparation of an
environmental assessment.
Lists of Subjects in 14 CFR Part 71
Airspace, Incorporation by reference,
Navigation (air).
Adoption of the Amendment
16 CFR Parts 801, 802, and 803
Premerger Notification; Reporting and
Waiting Period Requirements
Correction
In rule document 2018–14378,
appearing on pages 32768 through
32784, in the issue of Monday, July 16,
2018, make the following correction:
■ The graphic in Appendix B, beginning
on page 32773, is corrected in its
entirety as set forth below.
PART 803—TRANSMITTAL RULES
[CORRECTED]
*
In consideration of the foregoing, the
Federal Aviation Administration
amends 14 CFR part 71 as follows:
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FEDERAL TRADE COMMISSION
*
*
*
Appendix B to Part 803—Instructions to
the Notification and Report Form for
Certain Mergers and Acquisitions
*
*
*
*
BILLING CODE 1301–00–D
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Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
ANTITRUST IMPROVEMENTS ACT
NOTIFICATION AND REPORT FORM
for Certain Mergers and Acquisitions
The Notification and Report Form ("the Form") is required to be
submitted pursuant to § 803.1 (a) of the premerger notification
rules, 16 CFR Parts 801-803 ("the Rules"). These instructions
specify the information that must be provided in response to the
items on the Form.
Information
The central office for information and assistance concerning the
Form and the Rules is:
Premerger Notification Office
Federal Trade Commission, Room #5301
400 7th Street, S.W.
Washington, D.C. 20024
Phone: (202) 326-3100
E-mail: HSRhelp@ftc.gov
The Form must be a searchable PDF document. All other files
must be in searchable PDF or MS Excel spreadsheet format and
saved in color, if applicable. This includes the affidavit and
certification.
Label each DVD with the name of the person filing, the name of a
contact person and that person's phone number. Leave space on
the DVD for the Agencies to write the assigned transaction
number and date of receipt.
If the DVD or files contain viruses, passwords, or are not
readable, the filing will not be accepted and the waiting period will
not start.
Copies of the Form, Instructions and Rules as well as information
to assist in completing the Form are available at the PNO
website.
For further instructions on DVD filing and specific DVD
requirements, go to HSR Resources on the PNO website.
Definitions
The definitions used in this Form are set forth in the Rules. See
Statute. Rules and Formal Interpretations for copies of the HartScott-Rodino Act ("the Act"), the Rules, and the Federal Register
Notices issuing the Rules and Rule amendments ("Statements of
Basis and Purpose").
The term "documentary attachments" refers Q!!Jy to materials
submitted in response to Item 3(b), Item 4 and to submissions
pursuant to§ 803.1 (b) of the Rules.
The terms "person filing" or "filing person" mean the ultimate
parent entity ("UPE"). (See§ 801.1 (a)(3)). The terms are used
herein interchangeably.
Filing
Parties should file the completed Form, together with all
documentary attachments, with the Premerger Notification Office
("PNO") of the Federal Trade Commission ("FTC") and the
Premerger Unit of the Antitrust Division of the Department of
Justice ("DOJ") (together, "the Agencies"). Filers have the option
of submitting a DVD filing or a paper filing. Filings should be
submitted to:
Affidavits
Affidavit(s) are required by§ 803.5 and must attest to the good
faith of the persons filing to complete the transaction. Affidavits
must be notarized or use the language found in 28 U.S.C. § 1746
relating to unsworn declarations under penalty of perjury. If an
entity is filing on behalf of the acquiring or acquired person, the
affidavit must still attest to the good faith of the UPE.
In non-§ 801.30 transactions, the affidavit(s) (submitted by
both persons filing) must attest that a contract, agreement in
principle or letter of intent to merge or acquire has been
executed, and further attest to the good faith intention of the
person filing notification to complete the transaction. (See
§ 803.5(b)).
Premerger Notification Office
Federal Trade Commission, Room #5301
400 7th Street, S. W.
Washington, D.C. 20024
and
In§ 801.30 transactions, the affidavit (submitted Q.!JJy by the
acquiring person) must attest:
If one or both delivery sites are unavailable, the Agencies may
announce alternate sites for delivery through the media and, if
possible, at the PNO website.
1)
that the issuer whose voting securities or the
unincorporated entity whose non-corporate interests are
to be acquired has received notice, as described below,
from the acquiring person;
2)
in the case of a tender offer, that the intention to make
the tender offer has been publicly announced; and
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Department of Justice
Antitrust Division
Premerger and Division Statistics Unit
450 FifthStreet, N.W.,Suite 1100
Washington, D.C. 20530
Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
3)
the good faith intention of the person filing notification to
complete the transaction.
the identity of the acquiring person and the fact that the
acquiring person intends to acquire voting securities of
the issuer or non-corporate interests of the
unincorporated entity;
2)
the specific notification threshold that the acquiring
person intends to meet or exceed in an acquisition of
voting securities;
3)
the fact that the acquisition may be subject to the Act,
and that the acquiring person will file notification under
the Act;
4)
the anticipated date of receipt of such notification by the
Agencies; and
5)
the fact that the person within which the issuer or
unincorporated entity is included may be required to file
notification under the Act. (See§ 803.5(a)).
when their acquisition is exempt under the Act or Rules. (See
§ 803.2(c)).
Year
All references to "year'' refer to calendar year. If data are not
available on a calendar year basis, supply the requested data for
the fiscal year reporting period that most nearly corresponds to
the calendar year specified. References to "most recent year''
mean the most recent calendar or fiscal year for which the
requested information is available.
Acquiring persons in § 801.30 transactions are required to
submit a copy of the notice received by the acquired person
pursuant to § 803.5(a)(3) along with the filing. This notice
must include:
1)
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North American Industry Classification System (NAICS) Data
The Form requests "dollar revenues" categorized by NAICS
codes for non-manufactured and manufactured products with
respect to operations conducted within the United States, and for
products manufactured outside of the United States and sold into
the United States. (See § 803.2(d)). Filing persons must submit
data at the 6-digit NAICS national industry code level to reflect
non-manufacturing dollar revenues. To the extent that dollar
revenues are derived from manufacturing operations (NAICS
Sectors 31-33), filing persons must only submit data at the 10digit NAICS product code levels, not the 6-digit level. (See Item 5
below).
Responses
Enter the name of the person filing notification in Item 1(a) on
page 1 of the Form, and enter the same name and the date on
which the Form is completed at the top of each page of the Form.
If there is insufficient room on the Form for a response to a
particular item, attach "additional pages" behind that item on the
Form. Filers must submit a complete set of additional pages
within each copy of the Form.
Each additional page should identify, at the top of the page, the
name of the person filing notification, the date on which the Form
is completed and the item to which it is addressed.
Voluntary submissions pursuant to§ 803.1 (b) should be identified
as V-1, V-2, etc.
If unable to answer any item fully, provide such information as is
available and a statement of reasons for non-compliance as
required by § 803.3. If exact answers to any item cannot be
given, enter best estimates and indicate the source or basis of
such estimates. Add an endnote with the notation "est." to any
item where data are estimated.
In reporting information by 6-digit NAICS industry code, refer to
the 2012 North American Industry Classification System - United
States published by the Executive Office of the President, Office
of Management and Budget. In reporting information by 10-digit
NAICS product code, refer to the 2012 Numerical List of
Manufactured and Mineral Products published by the Bureau of
the Census. Information regarding NAICS is available at
www.census.gov. This site also provides assistance in choosing
the proper code(s) for reporting in Item 5 of the Form.
Filers should continue to use 6- and 10-digit 2012 NAICS codes
when filling out Items 5, 7, and 8 of the Form. The U.S. Census
Bureau is transitioning to a new classification system and the
PNO will wait until that system is fully functional before switching.
Please monitor the PNO's website for further announcements on
this topic.
Thresholds
Filing fee and notification thresholds are adjusted annually
pursuant to 15 U.S.C. § 18A(a)(2)(A) based on the change in
gross national product, in accordance with 15 U.S.C. § 19(a)(5).
The current threshold values can be found at Current Filing
Thresholds.
END OF GENERAL SECTION
All financial information should be expressed in millions of dollars
rounded to the nearest one-tenth of a million dollars.
Limited Response
The acquired person should limit its response in Items 5-7:
1)
in the case of an acquisition of assets, to the assets
being acquired;
2)
in the case of an acquisition of voting securities, to the
issuer(s) whose voting securities are being acquired and
all entities controlled by such acquired entities; and
3)
in the case of an acquisition of non-corporate interests,
to the unincorporated entity(s) whose non-corporate
interests are being acquired and all entities controlled by
such acquired entities.
Separate responses may be required where a person is both
acquiring and acquired. (See§ 803.2(b)).
Instructions to FTC Form C4 (rev. 02/04/2018)
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Information need not be supplied regarding assets, voting
securities or non-corporate interests currently being acquired
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Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
Fee Information
The fee for filing the Form is based on the aggregate total value
of assets, voting securities and controlling non-corporate interests
to be held as a result of the acquisition:
Early Termination
Put an X in the "yes" box to request early termination of the
waiting period. Notification of each grant of early termination will
be published in the Federal Register, as required by 15 U.S.C.
§ 18A(b)(2), and on the PNO website. Note that if either party in
.illJY transaction requests early termination, it may be granted and
published.
Transactions Subject to International Antitrust Notification
If, to the knowledge or belief of the filing person at the time of
filing, a non-U.S. antitrust or competition authority has been or will
be notified of the proposed transaction, list the name of each such
authority. Response to this item is voluntary.
greater than $50 million (as
adjusted) but less than $100 million
(as adjusted)
$45,000
$100 million (as adjusted) or greater
but less than $500 million
(as adjusted)
$125,000
$500 million or greater
(as adjusted)
$280,000
For current thresholds and fee information, see the PNO website.
Amount Paid
Indicate the amount of the filing fee paid. This amount should be
net of any banking or financial institution charges.
Payer Identification
Provide the payer's name and 9-digit Taxpayer Identification
Number (TIN). If the payer is a natural person with no TIN,
provide the natural person's social security number.
Method of Payment
The preferred method of payment is by electronic wire transfer
(EWT). For EWT payments, provide the EWT confirmation
number and the name of the financial institution from which the
EWT is being sent. If the EWT confirmation number is not
available at the time of filing, provide this information to the PNO
within two business days of filing.
In order for the FTC to track payment, the payer must provide
information required by the Fedwire Instructions to the financial
institution initiating the EWT. A template of the Fedwire
Instructions is available at the PNO website on the Filing Fee
Information page.
There are now specific, limited criteria for paying by certified
check. Please see the Filing Fee Information page for details.
Corrective Filings
Put an X in the appropriate box to indicate whether the notification
is a corrective filing (i.e., an acquisition that has already taken
place without filing, in violation of the statute). See Procedures
for Submitting Post-Consummation Filings for more information
on how to proceed in the case of a corrective filing.
Cash Tender Offer
Put an X in the appropriate box to indicate whether the acquisition
is a cash tender offer.
Instructions to FTC Form C4 (rev. 02/04/2018)
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Bankruptcy
Put an X in the appropriate box to indicate whether the acquired
person's filing is being made by a trustee in bankruptcy or by a
debtor-in-possession for a transaction that is subject to Section
363(b) of the Bankruptcy Code (11 U.S.C. § 363).
Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
Item 1(a)
Provide the name, headquarters address and website (if one
exists) of the person filing notification. The name of the person
filing is the name of the UP E. (See§ 801.1 (a)(3)).
Item 2(a)
Provide the names of all UPEs of acquiring and acquired persons
that are parties to the transaction, whether or not they are
required to file notification. If a person is not required to file,
check the non-reportable box.
Item 1(b)
Indicate whether the person filing notification is an acquiring
person, an acquired person, or both an acquiring and acquired
person. (See § 801.2).
Item 2(b)
Put an X in all the boxes that apply to the transaction.
Item 1(c)
Put an X in the appropriate box to indicate whether the person in
Item 1(a) is a corporation, unincorporated entity, natural person,
or other (specify). (See§ 801.1).
Item 1(d)
Put an X in the appropriate box to indicate whether data furnished
in Item 5 is by calendar year or fiscal year. If fiscal year, specify
the time period.
Item 1(e)
Put an X in the appropriate box to indicate if the Form is being
filed on behalf of the UPE by another entity within the same
person authorized by it to file notification on its behalf pursuant to
§ 803.2(a), or if the Form is being filed pursuant to § 803.4 on
behalf of a foreign person. Then provide the name and mailing
address of the entity filing notification on behalf of the filing
person named in Item 1(a) of the Form.
Item 1(f)
For the acquiring person, if an entity other than the UPE listed in
Item 1(a) is making the acquisition, provide the name and mailing
address of that entity and the percentage of its voting securities or
non-corporate interests held directly or indirectly by the person
named in Item 1(a) above.
For the acquired person, if the assets, voting securities or noncorporate interests of an entity other than the UPE listed in Item
1(a) are being acquired, provide the name and mailing address of
that entity and the percentage of its voting securities or noncorporate interests held directly or indirectly by the person named
in Item 1(a) above.
Note: The Form has fields for fax numbers in Item 1. Providing fax
numbers is no longer necessary. The fields will be deleted during
the next update of the HSR Form.
For determining percentage of voting securities, evaluate total
voting power per § 801.12.
For determining percentage of non-corporate interests, evaluate
the economic interests per§ 801.1 (b)(1)(ii).
Item 2(d)(i)
State the value of voting securities already held. (See § 801.1 0).
Item 2(d)(iv)
State the total percentage of voting securities to be held as a
result of the acquisition. (See§ 801.12).
Item 2(d)(v)
State the value of non-corporate interests already held. (See
§ 801.10).
Item 2(d)(vi)
State the percentage of non-corporate interests already held.
(See§ 801.1 (b)(1)(ii)).
Item 2(d)(vii)
State the total value of non-corporate interests to be held as a
result of the acquisition. (See§ 801.1 0).
Instructions to FTC Form C4 (rev. 02/04/2018)
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Item 2(d)
Provide the requested information on assets, voting securities
and non-corporate interests. If a combination of assets, voting
securities and/or non-corporate interests are being acquired and
allocation is not possible, note such information in an endnote.
IV
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Note that the 50% notification threshold is the highest threshold
and should be used for any acquisition of 50% or more of the
voting securities of an issuer, regardless of the value of the voting
securities. For instance, an acquisition of 100% of the voting
securities of an issuer, valued in excess of $500 million (as
adjusted) would cross the 50% notification threshold, not the $500
million (as adjusted) threshold.
Item 2(d)(iii)
State the total value of voting securities to be held as a result of
the acquisition. (See§ 801.1 0).
Item 1(h)
Foreign filing persons must provide the name, firm name,
address, telephone number, and e-mail address of an individual
located in the United States designated for the limited purpose of
receiving notice of the issuance of a request for additional
information or documentary material. (See§ 803.20(b)(2)(iii)).
16:01 Sep 07, 2018
Item 2(c)
This item should only be completed by the acquiring person
where voting securities are being acquired. If more than
voting securities are being acquired, respond to this item only
regarding voting securities. Put an X in the box to indicate the
highest applicable threshold for which notification is being filed:
$50 million (as adjusted), $100 million (as adjusted), $500 million
(as adjusted), 25% (if the value of voting securities to be held is
greater than $1 billion, as adjusted), or 50%. (See§ 801.1 (h)).
Item 2(d)(ii)
State the percentage of voting securities already held. (See
§ 801.12).
Item 1(g)
Provide the name and title, firm name, address, telephone
number, and e-mail address of the primary and secondary
individuals to contact regarding the Form. A second contact
person is required. (See§ 803.20(b)(2)(ii)).
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Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
Item 2(d)(viii)
State the total percentage of non-corporate interests to be held as
a result of the acquisition. (See§§ 801.10 and 801.1 (b)(1)(ii)).
Item 2(d)(ix)
State the value of assets to be held as a result of the acquisition.
(See§ 801.10).
Item 2(d)(x)
State the aggregate total value of assets, voting securities and
non-corporate interests of the acquired person to be held as a
result of the acquisition. (See§§ 801.10, 801.12,801.13 and
801.14).
Item 3(a)
At the top of Item 3(a), list the name and mailing address of each
acquiring and acquired person, and acquiring and acquired entity,
whether or not required to file notification. It is not necessary to
list every subsidiary wholly-owned owned by an acquired entity.
In the Transaction Description section, briefly describe the
transaction, indicating whether assets, voting securities or noncorporate interests (or some combination) are to be acquired.
Describe the business operation(s) being acquired. If assets,
describe the assets and whether they comprise a business
operation. Also, indicate what consideration will be received by
each party and the scheduled consummation date of the
transaction.
If any attached transaction documents use coded names to refer
to the parties, please provide an index identifying the codes.
END OF ITEM 2
If there are additional filings, such as shareholder backside filings,
associated with the transaction, identify those. Also, identify any
special circumstances that apply to the filing, such as whether
part of the transaction is exempt under one of the exemptions
found in Part 802.
Item 3(b)
Furnish copies of all documents that constitute the agreement(s)
among the acquiring person(s) and the person(s) whose assets,
voting securities or non-corporate interests are to be acquired.
Also furnish agreements not to compete and other agreements
between the parties. Do not submit schedules and the like unless
they contain agreements not to compete, other agreements
between the parties, or other important terms of the transaction.
For purposes of Item 3(b), responsive documents must be
submitted; identifying an internet address or providing a link is not
sufficient.
Documents that constitute the agreement(s) (e.g., a Letter of
Intent, Merger Agreement, Purchase and Sale Agreement) must
be executed, while agreements not to compete may be provided
in draft form if that is the most recent version.
If parties are filing on an executed Letter of Intent, they may also
submit a draft of the definitive agreement, if one exists.
Note that transactions subject to § 801.30 and bankruptcies under
11 U.S.C. § 363 do not require an executed agreement or letter of
intent. For bankruptcies, provide the order from the bankruptcy
court.
v
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Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
Item 4(a)
Provide the names of all entities within the person filing
notification, including the UPE, that file annual reports (Form 10-K
or Form 20-F) with the United States Securities and Exchange
Commission, and provide the Central Index Key (CIK) number for
each entity.
Item 4(b)
Provide the most recent annual reports and/or annual audit
reports (or, if audited is unavailable, unaudited) of the person
filing notification.
Privilege
Note that if the filing person withholds or redacts portions of any
document responsive to Items 4(c) and 4(d) based on a claim of
privilege, the person must provide a statement of reasons for noncompliance (a "privilege log") detailing the claim of privilege for
each withheld or redacted document. (See§ 803.3(d)).
For each document, include the:
1)
title of the document;
2)
its author;
3)
author's title/position;
4)
addressee;
5)
addressee's title/position;
6)
date;
Natural persons need only provide the most recent reports for the
highest level entity(s) they control. Do not provide personal
balance sheets or tax returns.
7)
subject matter;
8)
all recipients of the original and any copies;
If the most recent reports do not show sales or assets sufficient to
meet the size of person test, and the size of person test is
relevant given the size of the transaction, the filing person must
stipulate in Item 4(b) that it meets the test.
9)
recipients' titles/positions;
The acquiring person should also provide the most recent reports
of the acquiring entity(s) and any controlled entity whose dollar
revenues contribute to an overlap reported in Item 7.
The acquired person should also provide the most recent reports
of the acquired entity(s).
45561
10) document's present location; and
11) who has control over it.
Note that the person filing notification may incorporate a
document by reference to an internet address directly linking to
the document. (See§ 803.2(e)).
Additionally, the filing person must state the factual basis
supporting the privilege claim in sufficient detail to enable staff to
assess the validity of the claim for each document without
disclosing the protected information.
Items 4(c) and 4(d)
For each document responsive to Items 4(c) and 4(d), provide
the:
1)
document's title;
2)
date of preparation; and
3)
name and title of each individual who prepared the
document.
If a specific date is not available, indicate the month and year the
document was prepared.
When creating a privilege log, use a separate numbering system
for withheld documents, such as P-1, P-2, etc. Redacted
documents should also be listed in a separate log that complies
with§ 803.3(d).
If a large group of people prepared the document, list all the
authors and their titles, identifying the principal authors.
Alternatively, it is acceptable to indicate that the document was
prepared under the supervision of the lead author and to provide
the name and title of that author. If a third party prepared the
document, the date of preparation and the name of the third party
will suffice.
Numbering
Number each document provided in response to Items 4(c) and
4(d). Number 4(c) documents 4(c)-1, 4(c)-2, 4(c)-3,
etc. Likewise, number 4(d) documents 4(d)-1, 4(d)-2, 4(d)-3, etc.,
regardless of the three sub-categories within Item 4(d). If
providing only one document, identify it as 4(c)-1 or 4(d)-1.
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Item 4(c)
Provide all studies, surveys, analyses and reports which were
prepared by or for any officer(s) or director(s) (or, in the case of
unincorporated entities, individuals exercising similar functions)
for the purpose of evaluating or analyzing the acquisition with
respect to market shares, competition, competitors, markets,
potential for sales growth or expansion into product or geographic
markets.
Item 4(d)
Item 4(d)(i)
Provide all Confidential Information Memoranda prepared by or
for any officer(s) or director(s) (or, in the case of unincorporated
entities, individuals exercising similar functions) of the UPE of the
acquiring or acquired person or of the acquiring or acquired
entity(s) that specifically relate to the sale of the acquired entity(s)
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When submitting a document responsive to both 4(c) and 4(d), list
it only once, under 4(c) Q[ 4(d). If a document is responsive to
both 4(c) and 4(d), do not cross-reference.
Instructions to FTC Form C4 (rev. 02/04/2018)
If a privileged document was circulated to a group, such as the
Board or an investment committee, the name of the group is
sufficient, but the filing person should be prepared to disclose the
names and titles/positions of the individual group members, if
requested. If the claim of privilege is based on advice from inside
and/or outside counsel, the name of the inside and/or outside
counsel providing the advice (and the law firm, if applicable) must
be provided. If several lawyers participated in providing advice,
identifying lead counsel is sufficient. In identifying who controls a
document, the name of the law firm is sufficient.
45562
Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
ITEMS 5 THROUGH 7
or assets. If no such Confidential Information Memorandum
exists, submit any document(s) given to any officer(s) or
director(s) of the buyer meant to serve the function of a
Confidential Information Memorandum. This does not include
ordinary course documents and/or financial data shared in the
course of due diligence, except to the extent that such materials
served the purpose of a Confidential Information Memorandum
when no such Confidential Information Memorandum exists.
Documents responsive to this item are limited to those produced
up to one year before the date of filing.
Item 4(d)(ii)
Provide all studies, surveys, analyses and reports prepared by
investment bankers, consultants or other third party advisors
("third party advisors") for any officer(s) or director(s) (or, in the
case of unincorporated entities, individuals exercising similar
functions) of the UPE of the acquiring or acquired person or of the
acquiring or acquired entity(s) for the purpose of evaluating or
analyzing market shares, competition, competitors, markets,
potential for sales growth or expansion into product or geographic
markets that specifically relate to the sale of the acquired entity(s)
or assets. This item requires only materials developed by third
party advisors during an engagement or for the purpose of
seeking an engagement. Documents responsive to this item are
limited to those produced up to one year before the date of filing.
Item 4(d)(iii)
Provide all studies, surveys, analyses and reports evaluating or
analyzing synergies and/or efficiencies prepared by or for any
officer(s) or director(s) (or, in the case of unincorporated entities,
individuals exercising similar functions) for the purpose of
evaluating or analyzing the acquisition. Financial models without
stated assumptions need not be provided in response to this item.
END OF ITEM 4
Limited response for acquired person. For Items 5 through 7,
the acquired person should limit its response in the case of an
acquisition of:
1)
assets, to the assets to be acquired;
2)
voting securities, to the issuer(s) whose voting securities
are being acquired and all entities controlled by such
issuer; and/or
3)
non-corporate interests, to the unincorporated entity(s)
being acquired and all entities controlled by such
unincorporated entity(s).
A person filing as both acquiring and acquired persons may be
required to provide a separate response to Items 5 through 7 in
each capacity so that it can properly limit its response as an
acquired person. (See§§ 803.2(b) and (c)).
This item requests revenue information by NAICS code regarding
dollar revenues. (See NAICS Data section on page II). All
persons must submit data on non-manufacturing dollar revenues
at the 6-digit NAICS industry code level. To the extent that dollar
revenues are derived from manufacturing operations (NAICS
Sectors 31-33), only submit data at the 10-digit product code level
(NAICS-based codes).
List all NAICS codes in ascending order.
Persons filing notification should include the total dollar revenues
for all entities included within the person filing notification at the
time the Form is prepared. If no dollar revenues are reported,
check the "None" box and provide a brief explanation.
Item 5(a)
Provide 6-digit NAICS industry data concerning the aggregate
U.S. operations of the person filing notification for the most recent
year in all non-manufacturing NAICS Sectors in which the person
engaged. If the dollar revenues for a non-manufacturing NAICS
code totaled less than one million dollars in the most recent year,
that code may be omitted from Item 5(a).
Provide 10-digit NAICS product code data for each product code
within all manufacturing NAICS Sectors (31-33) in which the
person engaged in the U.S., including dollar revenues for each
product manufactured outside the U.S. but sold into the U.S.
Sales of any manufactured product should be reported in a
manufacturing code only, even if sold through a separate
warehouse or retail establishment.
If such data have not been compiled for the most recent year,
estimates of dollar revenues by 6-digit NAICS industry codes and
10-digit NAICS product codes may be provided.
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Check the Overlap box for a NAICS code if both parties to the
transaction generate dollar revenues in that NAICS code. If there
is Q.Q]y a 6-digit overlap in a manufacturing code in Item 7, do not
check the Overlap box for a related 10-digit code in Item 5.
Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
Item 5(b)
Complete only if the acquisition is the formation of a joint
venture corporation or unincorporated entity. (See§§ 801.40
and 801.50). If the acquisition is not the formation of a joint
venture, check the "Not Applicable" box.
Item 5(b)(i)
List the contributions that each person forming the joint venture
corporation or unincorporated entity has agreed to make,
specifying when each contribution is to be made and the value of
the contribution as agreed by the contributors.
Item 5(b)(ii)
Describe fully the consideration that each person forming the joint
venture corporation or unincorporated entity will receive in
exchange for its contribution(s).
Item 5(b)(iii)
Describe generally the business in which the joint venture
corporation or unincorporated entity will engage, including its
principal types of products or activities, and the geographic areas
in which it will do business.
Item 5(b)(iv)
Identify each 6-digit NAICS industry code in which the joint
venture corporation or unincorporated entity will derive dollar
revenues. If the joint venture corporation or unincorporated entity
will be engaged in manufacturing, also specify each 10-digit
NAICS product code in which it will derive dollar revenues.
END OF ITEM 5
45563
An acquired person does not complete Item 6 if the
transaction involves only the acquisition of assets. If the
transaction involves a mix of assets along with voting securities
and/or non-corporate interests, the acquired person must
complete Item 6 as related to the voting securities and noncorporate interests.
Item 6(a)
Subsidiaries of filing person. List the name, city and
state/country of all U.S. entities, and all foreign entities that have
sales in or into the U.S., that are included within the person filing
notification. Entities with total assets of less than $10 million may
be omitted. Alternatively, the filing person may report all entities
within it.
Item 6(b)
Minority shareholders. For the acquired entity(s) and for the
acquiring entity(s) and its UPE or, in the case of natural persons,
the top-level corporate or unincorporated entity(s) within that
UPE, list the name and headquarters mailing address of each
shareholder that holds 5% or more but less than 50% of the
outstanding voting securities or non-corporate interests of the
entity, and the percentage of voting securities or non-corporate
interests held by that person. (See§ 801.1 (c))
For limited partnerships, only the general partner(s), regardless of
percentage held, should be listed.
Item 6(c)
Minority holdings. Item 6(c) requires the disclosure of holdings
of 5% or more but less than 50%, of any entity(s) that derives
dollar revenues in any 6-digit NAICS code reported by the other
person filing notification. Holdings in those entities that have total
assets of less than $10 million may be omitted.
The acquiring person may rely on its regularly prepared financials
that list its investments, and those of its associates that list their
investments, to respond to Items 6(c)(i) and (ii), provided the
financials are no more than three months old.
If NAICS codes are unavailable, holdings in entities that have
operations in the same industry, based on the knowledge or belief
of the acquiring person, should be listed. In responding to Items
6(c)(i) and 6(c)(ii), it is permissible for the acquiring person to list
all entities in which it or its associate(s) holds 5% or more but less
than 50% of the voting securities of any issuer or non-corporate
interests of any unincorporated entity. Holdings in those entities
that have total assets of less than $10 million may be omitted.
Item 6(c)(i)
Minority holdings of filing person. If the person filing
notification holds 5% or more but less than 50% of the voting
securities of any issuer or non-corporate interests of any
unincorporated entity, list the issuer and percentage of voting
securities held, or in the case of an unincorporated entity, list the
unincorporated entity and the percentage of non-corporate
interests held.
The acquired person should limit its response, based on its
knowledge or belief, to entities that derive dollar revenues in the
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The acquiring person should limit its response, based on its
knowledge or belief, to entities that derived dollar revenues in the
most recent year from operations in industries within any 6-digit
NAICS industry code in which the acquired entity(s) or assets
also derived dollar revenues in the most recent year.
45564
Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
same 6-digit NAICS industry code as the acquiring person.
Item 6(c)(ii)
Minority holdings of associates.
This item should only be completed by the acquiring person.
Based on the knowledge or belief of the acquiring person, for
each associate (see§ 801.1 (d)(2)) of the acquiring person
holding:
1)
2)
5% or more but less than 50% of the voting securities or
non-corporate interests of the acquired entity(s); and/or
5% or more but less than 50% of the voting securities of
any issuer or non-corporate interests of any
unincorporated entity that derived dollar revenues in the
most recent year from operations in industries within any
6-digit NAICS industry code in which the acquired
entity(s) or assets also derived dollar revenues in the
most recent year;
list the associate, the issuer or unincorporated entity and the
percentage held.
If, to the knowledge or belief of the person filing notification, the
acquiring person, or any associate (see§ 801.1 (d)(2)) of the
acquiring person, derived any amount of dollar revenues (even if
omitted from Item 5) in the most recent year from operations:
1)
in industries within any 6-digit NAICS industry code in
which any acquired entity that is a party to the
acquisition also derived any amount of dollar revenues in
the most recent year; Q[
2)
in which a joint venture corporation or unincorporated
entity will derive dollar revenues;
then for each such 6-digit NAICS industry code follow the
instructions below for this section.
Note that if the acquired entity is a joint venture, the only overlaps
that should be reported are those between the assets to be held
by the joint venture and any assets of the acquiring person or its
associates not contributed to the joint venture.
Also, if the acquiring person reports an associate overlap only,
the acquired person does not need to respond to Item 7.
Item 7(a)
Industry Code Overlap Information
Provide the 6-digit NAICS industry code and description for the
industry, and indicate whether the overlap is from the person, an
associate or both.
END OF ITEM 6
Item 7(b)
Item 7(b)(i)
If the UPE of the other person(s) filing notification derived dollar
revenues in the same 6-digit industry code(s) listed in Item 7(a),
list the name of that UPE and the name of the entity(s) within that
UPE that actually derived those dollar revenues, if different from
the entity(s) listed in Item 3(a).
Item 7(b)(ii)
This item should only be completed by the acquiring person.
List the name of each associate of the acquiring person that also
derived dollar revenues through a controlled operating
company(s) in the 6-digit industry and, if different, the name of the
entity(s) that actually derived those dollar revenues.
Item 7(c)
Geographic Market Information
Use the 2-digit postal codes for states and territories and provide
the total number of states and territories at the end of the
response.
Item 7(c)(i)
NAICS Sectors 31-33
For each 6-digit NAICS industry code within NAICS Sectors 31-33
(manufacturing industries) listed in Item 7(a), list the relevant
geographic information in which, to the knowledge or belief of the
person filing the notification, the products in that 6-digit NAICS
industry code produced by the person filing notification are sold
without a significant change in their form (whether they are sold
by the person filing notification or by others to whom such
products have been sold or resold). Except for industries covered
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Note that except in the case of those NAICS industries in the
Sectors and Subsectors mentioned in Item 7(c)(iv)(b), the person
filing notification may respond with the word "national" if business
is conducted in all 50 states.
Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
442
443
516
518
519
523
by Item 7(c)(iv)(b), the relevant geographic information is all
states or, if desired, portions thereof.
Item 7(c)(ii)
NA/CS Sector 42
For each 6-digit NAICS industry code within NAICS Sector 42
(wholesale trade) listed in Item 7(a), list the states or, if desired,
portions thereof in which the customers of the person filing
notification are located.
5242
525
53
54
55
56
Item 7(c)(iii)
NAICS Industry Group 5241
For each 6-digit NAICS industry code within NAICS Industry
Group 5241 (insurance carriers) listed in Item 7(a), list the state(s)
in which the person filing notification is licensed to write
insurance.
Item 7(c)(iv)(a)
Other NAICS Sectors
For each 6-digit NAICS industry code listed in item 7(a) within the
NAICS Sectors or Subsectors below, list the states or, if desired,
portions thereof in which the person filing notification conducts
such operations.
11
21
22
23
48-49
511
515
517
71
agriculture, forestry, fishing and hunting
mining
utilities
construction
transportation and warehousing
publishing industries
broadcasting
telecommunications
arts, entertainment and recreation
61
7212
7213
813
8114
45565
furniture and home furnishings stores
electronics and appliance stores
internet publishing & broadcasting
internet service providers
other information services
securities, commodity contracts and other
financial investments and related activities
insurance agencies and brokerages, and other
insurance related activities
funds, trusts and other financial vehicles
real estate and rental and leasing
professional, scientific and technical services
management of companies and enterprises
administrative and support and waste
management and remediation services
educational services
recreational vehicle parks and recreational
camps
rooming and boarding houses
religious, grantmaking, civic, professional, and
similar organizations
personal and household goods repair and
maintenance
Item 7(d)
This item should only be completed by the acquiring person.
Use the geographic markets listed in Items 7(c)(i) through 7(c)(iv)
to respond to this item, providing the information for associates of
the acquiring person. Provide separate responses for each
associate of the acquiring person and, if different, the controlled
operating company(s) that actually derived the dollar revenues.
END OF ITEM 7
Item 7(c)(iv)(b)
For each 6-digit NAICS industry code listed in item 7(a) within the
NAICS Sectors or Subsectors below, provide the address,
arranged by state. county and city or town, of each establishment
from which dollar revenues were derived in the most recent year
by the person filing notification.
2123
32512
32732
32733
44-45
512
521
522
532
62
72
811
Item 7(c)(iv)(c)
For each 6-digit NAICS industry code listed in item 7(a) within the
NAICS Sectors or Subsectors below, list the states or, if desired,
portions thereof in which the person filing notification conducts
such operations.
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812
nonmetallic mineral mining and quarrying
industrial gases
concrete
concrete products
retail trade, except 442 (furniture and home
furnishings stores), and 443 (electronics and
appliance stores)
motion picture and sound recording industries
monetary authorities - central bank
credit intermediation and related activities
rental and leasing services
health care and social assistance
accommodations and food services, except
7212 (recreational vehicle parks and
recreational camps), and 7213 (rooming and
boarding houses)
repair and maintenance, except 8114 (personal
and household goods repair and maintenance)
personal and laundry services
45566
Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
This item should only be completed by the acquiring person.
Determine each 6-digit NAICS industry code listed in Item 7(a), in
which the acquiring person derived dollar revenues of $1 million
or more in the most recent year and in which either:
1)
2)
the acquired entity derived dollar revenues of $1 million
or more in the recent year (or in the case of the
formation of a joint venture corporation or
unincorporated entity, the joint venture corporation or
unincorporated entity reasonably can be expected to
derive dollar revenues of $1 million or more); Q.[
in the case of acquired assets, to which dollar revenues
of $1 million or more were attributable in the most recent
year.
For each such 6-digit NAICS industry code, list all acquisitions of
entities or assets deriving dollar revenues in that 6-digit NAICS
industry code made by the acquiring person in the five years prior
to the date of the instant filing, even if the transaction was nonreportable. List only acquisitions of 50% or more of the voting
securities of an issuer or 50% or more of non-corporate interests
of an unincorporated entity that had annual net sales or total
assets greater than $10 million in the year prior to the acquisition,
and any acquisitions of assets valued at or above the statutory
size-of-transaction test at the time of their acquisition.
This item pertains only to acquisitions of U.S. entities/assets and
foreign entities/assets with sales in or into the U.S., i.e., with
dollar revenues that would be reported in Item 5.
For each such acquisition, supply:
1)
the 6-digit NAICS industry code (by number and
description) identified above in which the acquired entity
derived dollar revenues;
2)
the name of the entity from which the assets, voting
securities or non-corporate interests were acquired;
3)
the headquarters address of that entity prior to the
acquisition;
4)
whether assets, voting securities or non-corporate
interests were acquired; and
5)
the consummation date of the acquisition.
See § 803.6 for requirements.
The certification must be notarized or use the language found in
28 U.S.C. § 1746 relating to unsworn declarations under penalty
of perjury.
Section 18a(a) of Title 15 of the U.S. Code authorizes the
collection of this information. Our authority to collect Social
Security numbers is 31 U.S.C. § 7701. The primary use of
information submitted on this Form is to determine whether the
reported merger or acquisition may violate the antitrust laws.
Taxpayer information is collected, used, and may be shared with
other agencies and contractors for payment processing, debt
collection and reporting purposes. Furnishing the information on
the Form is voluntary. Consummation of an acquisition required
to be reported by the statute cited above without having provided
this information may, however, render a person liable to civil
penalties up to the amount listed in 16 C.F.R. §1.98(a) per day.
We also may be unable to process the Form unless you provide
all of the requested information.
Public reporting burden for this report is estimated to vary from 8
to 160 hours per response, with an average of 37 hours per
response, including time for reviewing instructions, searching
existing data sources, gathering and maintaining the data
needed, and completing and reviewing the collection of
information. Send comments regarding the burden estimate or
any other aspect of this report, including suggestions for reducing
this burden to:
Premerger Notification Office
Federal Trade Commission, Room #5301
400 7th Street, S.W.
Washington, D.C. 20024
and
Office of Information and Regulatory Affairs
Office of Management and Budget
Washington, D.C. 20503
Under the Paperwork Reduction Act, as amended, an agency
may not conduct or sponsor, and a person is not required to
respond to, a collection of information unless it displays a
currently valid OMB control number. The operative OMB control
number, 3084-0005, appears within the Notification and Report
Form and these Instructions.
END OF ITEM 8
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END OF FORM INSTRUCTIONS
Federal Register / Vol. 83, No. 175 / Monday, September 10, 2018 / Rules and Regulations
*
*
*
*
*
[FR Doc. C2–2018–14378 Filed 9–7–18; 8:45 am]
BILLING CODE 1301–00–C
DEPARTMENT OF HOMELAND
SECURITY
Coast Guard
33 CFR Part 165
[Docket Number USCG–2018–0813]
RIN 1625–AA00
Safety Zone; Upper Mississippi River
Mile Markers 824 to 832, St. Paul, MN
Coast Guard, DHS.
Temporary final rule.
AGENCY:
ACTION:
The Coast Guard is
establishing a temporary safety zone for
the navigable waters of the Upper
Mississippi River from mile marker
(MM) 824 to MM 832. The safety zone
is needed to protect persons, vessels,
and the marine environment from
potential hazards created by an oil spill
response exercise. Entry of vessels or
persons into this zone is prohibited
unless specifically authorized by the
Captain of the Port Sector Upper
Mississippi River or a designated
representative.
DATES: This rule is effective from 8 a.m.
through 5 p.m. on September 12, 2018,
or until the exercise concludes,
whichever occurs first.
ADDRESSES: To view documents
mentioned in this preamble as being
available in the docket, go to https://
www.regulations.gov, type USCG–2018–
0813 in the ‘‘SEARCH’’ box and click
‘‘SEARCH.’’ Click on Open Docket
Folder on the line associated with this
rule.
FOR FURTHER INFORMATION CONTACT: If
you have questions on this rule, call or
email Lieutenant Commander Christian
Barger, Sector Upper Mississippi River
Waterways Management Division, U.S.
Coast Guard; telephone 314–269–2560,
email Christian.J.Barger@uscg.mil.
SUPPLEMENTARY INFORMATION:
SUMMARY:
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I. Table of Abbreviations
CFR Code of Federal Regulations
COTP Captain of the Port Sector Upper
Mississippi River
DHS Department of Homeland Security
FR Federal Register
NPRM Notice of proposed rulemaking
§ Section
U.S.C. United States Code
II. Background Information and
Regulatory History
The Coast Guard is issuing this
temporary rule without prior notice and
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opportunity to comment pursuant to
authority under section 4(a) of the
Administrative Procedure Act (APA) (5
U.S.C. 553(b)). This provision
authorizes an agency to issue a rule
without prior notice and opportunity to
comment when the agency for good
cause finds that those procedures are
‘‘impracticable, unnecessary, or contrary
to the public interest.’’ Under 5 U.S.C.
553(b)(3)(B), the Coast Guard finds that
good cause exists for not publishing a
notice of proposed rulemaking (NPRM)
with respect to this rule because it is
impracticable. This safety zone must be
established by September 12, 2018, and
we lack sufficient time to provide a
reasonable comment period and then
consider those comments before issuing
this rule. The NPRM process would
delay the establishment of the safety
zone until after the date of the oil spill
response exercise and compromise
public safety.
Under 5 U.S.C. 553(d)(3), the Coast
Guard finds that good cause exists for
making this rule effective less than 30
days after publication in the Federal
Register. Delaying the effective date of
this rule would be contrary to the public
interest because immediate action is
necessary to respond to the potential
hazards associated with the oil spill
response exercise.
III. Legal Authority and Need for Rule
The Coast Guard is issuing this rule
under authority in 33 U.S.C. 1231. The
Captain of the Port Sector Upper
Mississippi River (COTP) has
determined that potential hazards
associated with oil spill response
exercise activities and equipment
deployment will be a safety concern for
anyone on the navigable waters of the
Upper Mississippi River from mile
marker (MM) 824 to MM 832. This rule
is needed to protect persons, vessels,
and the marine environment on the
navigable waters within the safety zone
while the oil spill response crews are
operating in the area and while the oil
spill removal equipment is deployed in
the river.
IV. Discussion of the Rule
This rule establishes a temporary
safety zone from 8 a.m. through 5 p.m.
on September 12, 2018. The safety zone
will cover all navigable waters of the
Upper Mississippi River from MM 824
to MM 832. The duration of the zone is
intended to protect persons, vessels, and
the marine environment in these
navigable waters while the oil spill
response crews are operating in the area
and while the oil spill removal
equipment is deployed in the river. No
vessel or person will be permitted to
PO 00000
Frm 00033
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45567
enter the safety zone without obtaining
permission from the COTP or a
designated representative. A designated
representative is a commissioned,
warrant, or petty officer of the U.S.
Coast Guard assigned to units under the
operational control of USCG Sector
Upper Mississippi River.
Vessels requiring entry into this safety
zone must request permission from the
COTP or a designated representative.
They may be contacted by telephone at
314–269–2332 or on VHF–FM channel
16. Persons and vessels permitted to
enter this safety zone must transit at
their slowest safe speed and comply
with all lawful directions issued by the
COTP or the designated representative.
The COTP or a designated
representative will inform the public of
the enforcement times and date for this
safety zone through Broadcast Notices to
Mariners (BNMs), Local Notices to
Mariners (LNMs), and/or Marine Safety
Information Bulletins (MSIBs) as
appropriate.
V. Regulatory Analyses
We developed this rule after
considering numerous statutes and
Executive orders related to rulemaking.
Below we summarize our analyses
based on a number of these statutes and
Executive orders, and we discuss First
Amendment rights of protestors.
A. Regulatory Planning and Review
Executive Orders 13563 (‘‘Improving
Regulation and Regulatory Review’’)
and 12866 (‘‘Regulatory Planning and
Review’’) direct agencies to assess the
costs and benefits of available regulatory
alternatives and, if regulation is
necessary, to select regulatory
approaches that maximize net benefits
(including potential economic,
environmental, public health and safety
effects, distributive impacts, and
equity). Executive Order 13563
emphasizes the importance of
quantifying both costs and benefits, of
reducing costs, of harmonizing rules,
and of promoting flexibility. Executive
Order 13771 (‘‘Reducing Regulation and
Controlling Regulatory Costs’’) directs
agencies to reduce regulation and
control regulatory costs and provides
that ‘‘for every one new regulation
issued, at least two prior regulations be
identified for elimination, and that the
cost of planned regulations be prudently
managed and controlled through a
budgeting process.’’
The Office of Management and Budget
(OMB) has not designated this rule a
‘‘significant regulatory action,’’ under
section 3(f) of Executive Order 12866.
Accordingly, OMB has not reviewed it.
As this rule is not a significant
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]]>Agencies
[Federal Register Volume 83, Number 175 (Monday, September 10, 2018)]
[Rules and Regulations]
[Pages 45555-45567]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: C2-2018-14378]
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FEDERAL TRADE COMMISSION
16 CFR Parts 801, 802, and 803
Premerger Notification; Reporting and Waiting Period Requirements
Correction
In rule document 2018-14378, appearing on pages 32768 through
32784, in the issue of Monday, July 16, 2018, make the following
correction:
0
The graphic in Appendix B, beginning on page 32773, is corrected in its
entirety as set forth below.
PART 803--TRANSMITTAL RULES [CORRECTED]
* * * * *
Appendix B to Part 803--Instructions to the Notification and Report
Form for Certain Mergers and Acquisitions
* * * * *
BILLING CODE 1301-00-D
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[FR Doc. C2-2018-14378 Filed 9-7-18; 8:45 am]
BILLING CODE 1301-00-C
