[Code of Federal Regulations]
[Title 16, Volume 1]
[Revised as of January 1, 2005]
From the U.S. Government Printing Office via GPO Access
[CITE: 16CFR802.50]

[Page 610-611]
 
                     TITLE 16--COMMERCIAL PRACTICES
 
                   CHAPTER I--FEDERAL TRADE COMMISSION
 
PART 802_EXEMPTION RULES--Table of Contents
 
Sec. 802.50  Acquisitions of foreign assets.

    (a) The acquisition of assets located outside the United States 
shall be exempt from the requirements of the act unless the foreign 
assets the acquiring person would hold as a result of the acquisition 
generated sales in or into the U.S. exceeding $50 million during the 
acquired person's most recent fiscal year.
    (b) Where the foreign assets being acquired exceed the threshold in 
paragraph (a) of this section, the acquisition nevertheless shall be 
exempt where:
    (1) Both acquiring and acquired persons are foreign;
    (2) The aggregate sales of the acquiring and acquired persons in or 
into the United States are less than $110 million in their respective 
most recent fiscal years;

[[Page 611]]

    (3) The aggregate total assets of the acquiring and acquired persons 
located in the United States (other than investment assets, voting or 
nonvoting securities of another person, and assets included pursuant to 
Sec. 801.40(d)(2) of this chapter) are less than $110 million; and
    (4) The transaction does not meet the criteria of Section 
7A(a)(2)(A).

    Example to Sec. 802.50: 1. Assume that ``A'' and ``B'' are both U.S. 
persons. ``A'' proposes selling to ``B'' a manufacturing plant located 
abroad. Sales in or into the United States attributable to the plant 
totaled $13 million in the most recent fiscal year. The transaction is 
exempt under this paragraph (a) of this section.
    2. Sixty days after the transaction in example 1, ``A'' proposes to 
sell to ``B'' a second manufacturing plant located abroad; sales in or 
into the United States attributable to this plant totaled $38 million in 
the most recent fiscal year. Since ``B'' would be acquiring the second 
plant within 180 days of the first plant, both plants would be 
considered assets of ``A'' held by ``B'' as a result of the second 
acquisition (see Sec. 801.13(b)(2) of this chapter). Since the total 
sales in or into the United States exceed $50 million, the acquisition 
of the second plant would not be exempt under this paragraph (a) of this 
section.
    3. Assume that ``A'' and ``B'' are foreign persons with aggregate 
sales in or into the United States of $200 million. If ``A'' acquires 
only foreign assets of ``B,'' and if those assets generated $50 million 
or less in sales in or into the United States, the transaction is 
exempt.
    4. Assume that ``A'' and ``B'' are foreign persons with aggregate 
sales in or into the United States and assets located in the United 
Sates of less than $100 million. If ``A'' acquires only foreign assets 
of ``B'', and those assets generated in excess of $50 million in sales 
in or into the United States during the most recent fiscal year, the 
transaction is exempt from reporting if the assets are valued at $200 
million or less, but is reportable if valued at greater than $200 
million.

[67 FR 11903, Mar. 18, 2002]