FR EA

Extract to table

Pull the structured facts out of a document: parties, dates, amounts, obligations.

Extract to table / firpta-withholding-analysis-memo.docx
firpta-withholding-analysis-memo.docx · 1003-00003

Parties

Harkness LLP
Private Equity Fund IV LP
Harrowgate Capital Management IV LLC
Harrowgate Velocity Merger Sub Inc
Delaware General Corp
Surviving Corp
Canada Inc
Portugal Inc

Dates

March 12, 2025
February 24, 2025
March 18, 2025
July 22, 2025
March 14, 2025
February 16, 2016
December 31, 2024

Amounts

$1,900,000,000
$20.00
$47,500,000
$12.84
$7.16
$8.50
$11.50
$20,700,000
$133,000,000
$66,500,000

Obligations

Section 1445(a) of the Code provides that a transferee of a United States real property interest must deduct and withhold a tax equal to fifteen percent (15%) of the "amount realized" by the transferor on the disposition
It is important to note that the FIRPTA certificate must be retained by HPE Fund IV (or its successor or assignee) for a period of five (5) years following the Closing, and a copy must be provided to the Internal Revenue Service upon request
VeloPay, as the employer (or the Surviving Corporation, following the Effective Time), is the withholding agent and must withhold the applicable amount from the RSU settlement payments
person stockholder must submit a properly completed and signed Form W-9 to Keystone Pacific Transfer Services Inc
beneficial owner, the nominee or custodian must provide Form W-8IMY together with applicable withholding statements and underlying beneficial owner documentation