Pre-Merger Notices And The ‘Passive Investor’ Exception
AllAboutAlpha | Oct 03, 2012 08:08AM ET
The Federal Trade Commission may be taking a harder line than had been its custom on the question of what is a “passive investor” under the Hart-Scott-Rodino Act. That is the natural take-away for hunters of alpha upon the Cracker Barrel settlement.
Fund managers following an activist investment strategy would do well to heed. In a philosophical sense, you might take some solace in the notion that regulators and prosecutors can’t, as the saying goes, “get inside your head.” They can’t know what your intention truly was at the moment you acquired certain shares. But in the legal/regulatory world, regulators can and do presume intentions from actions, and the consequences can be nasty for those on the wrong side of it.
Rules and an Exception
Biglari Holdings Inc., the restaurant holding concern formerly known as Steak ‘n Shake, has Aksys and Esperion shares.
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