Premerger clearance: Precarious financial c0ndition

No. 189. Premerger clearance: Precarious financial c0ndition. The. Commission issued an adyisory opinion on ~Iarch 20. 10(;3. in \';hich a request. for premerger dea rflllce from liability under Section mne.nded Cla~ion ..:-\.ct. "'as npproyecl permitting: acquisition of a CO111lX1ny on the vel'Q'c of insolyenc\:. ,mHnufachll'el'L of consumer Q:oocls desiring: to be acC1uired by e- Clarger proclncel' in the sam.e field requested cJeal'ance of the proposed acquisition. I-lis compnn~- had sufi'ered declining sales for n number of yen 1'5 and ",as in a precarious Jinancial condition to the point of being: on the vel'ge of insoln'ncy. Further. reflsonn ble attempts to sell to others had been made but there "'ns no other purchaser ",hich could presen' e the competitive. force. possessed by the. requesting manufacturer. y\ ; ) ,

ADVISORY OPI?\ION DIGEST 1307

The requesting: pa l'ty "as achispd that if f"lw sale "ere C'cmsmnmated the. Commission would contemplate no action based on this transaction alone. The Commission added that its decision was based on representations that the smaller finll "as in such dire financial straits that it faced impending bankruptey. Further, the Commission stated it "as expressing no opinion regarding prior acquisitions 01' on restrictive practices, if any, by the purchaser or any other company "hich may have contributed to the requesting party s failing condition. (File No. (;:1~3 70-10, released Feb. 1i3, 1968.