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pdf(Ownership or control of registrant (related to merger, acquisition, or divestiture): 5-day Buyer and Seller)
OMB APPROVAL NO. 1405-####
EXPIRATION DATE: XX/XX/XXXX
* ESTIMATED BURDEN: 2 HOURS
U.S. Department of State
DS-7789 STATEMENT OF MATERIAL CHANGES
(SEE INSTRUCTIONS PAGE)
* PAPERWORK REDUCTION ACT STATEMENT: Public reporting burden for this collection of information is estimated to average 2 hours per response, including time required
for searching existing data sources, gathering the necessary data, providing the information required, and reviewing the final collection. Send comments on the accuracy of
this estimate of the burden and recommendations for reducing it to: Department of State (A/GIS/DIR) Washington, D.C. 20520.
Block 1. Applicant Information
Registration Code:
Natural Person
Entity
if applicant is: Natural Person
First Name:
Middle Name:
None
Last Name:
if applicant is: Entity
Applicant Name:
Address Line 1:
Address Line 2:
Address Line 3:
City:
Country:
State/Province:
Zip/Postal Code:
Block 2. Description of Material Change
What is the material change type?
Ownership or Control of Registrant (related to merger, acquisition, or divestiture)
Other Registration Information (not related to merger, acquisition, or divestiture)
if material change type is: Ownership or Control of Registrant then display
Merger
Acquisition
Divestiture
if material change type is: Other Registration Information then display
Criminal charge
Eligibility
Name
Directors, senior officers, partners, and/or owners
Address
Legal organization structure
Establishment of subsidiary/controlled affiliate
Date of event triggering notification requirement:
Is this a 5-day notice or a 60-day notice?
5-Day
60-Day
If material change type is: merger, acquisition, or divestiture then display and require the following questions:
The reported transaction will transfer/has transferred ownership of a registrant or any entity thereof to a foreign person (to include
insertion of a foreign person between the registrant and ultimate parent).
Yes
No
The reported transaction will transfer/has transferred control of a registrant or any entity thereof to a foreign person (to include
insertion of a foreign person between the registrant and ultimate parent).
Yes
No
If date of event triggering notification is greater than 5 days or less than 60 days as applicable then: display and require the
following question
A voluntary disclosure has been submitted.
Yes
No
If a voluntary disclosure has been submitted is: yes
Page of
DTCC case number:
The reported transaction will be/has been accomplished by asset or stock purchase:
Asset Purchase
Stock Purchase
Other
If other explain:
The divesting party will be/has been wholly acquired:
Yes
No
If wholly acquired is: No
Identify each subsidiary or affiliate that the applicant has divested or acquired, or intends to divest or acquire, in the described
transaction:
Entity Name:
Add
Summarize the essentials of the transaction, including a statement of purpose and description of scope with an explanation of actions
taken/to be taken inside and outside of the U.S.:
Block 3. Details of Transaction
Applicant's role in transaction:
Acquiring party
Divesting party
Party to merger
Identity of each additional acquiring party, divesting party, and/or party to merger:
Entity Name:
Add
Yes
Registered with DDTC?
No
Unknown
If are they registered with DDTC is: yes
Registration code (if known):
Role in transaction:
Acquiring party
Divesting party
Party to merger
Will any existing authorizations transfer to acquiring party's registration?
Yes
No
If 5-day and existing authorizations will transfer is: yes
Select all authorization(s) (if known):
Does the applicant intend to terminate its registration as a result of this transaction?
Yes
No
If registration numbers will be discontinued is: yes
Registration code to be discontinued:
Add
If applicant's role is acquiring party AND if yes to "Will any existing authorizations transfer to acquiring party's registration," then
display:
The applicant agrees to assume all rights, responsibilities, liabilities, and obligations that existed, exist, or may develop under the Arms
Export Control Act or the International Traffic in Arms Regulations for the specified DDTC licenses and/or other authorizations (including
any conditions, limitations, proviso, or amendments thereto).
Yes
No
Block 4. Supporting Documentation
Other supporting material
If applicant's role in transaction is: Party to merger
Certificate of merger
Block 5. Point of Contact Information
Identify, if applicable, a point of contact with special knowledge regarding the reported material change.
POC Name:
POC Title:
Page of
Area
POC Telephone:
Exchange
Number
Int'l
POC E-Mail:
Block 6. Senior Officer Application and Certification Signature
Under penalty according to federal law (22 U.S.C. 2278-2780; 22 CFR 120-130; 18 U.S.C. 1001), I hereby state that I am an authorized
senior officer of the applicant. I warrant the truth of all statements made herein, together with any and all appendices and
attachments thereto.
First Name:
Middle Name:
Last Name:
Title:
Company or Organization Name:
E-Mail:
Signature:
Date:
Privacy Act Statement
AUTHORITIES: U.S. Department of State's authorities to register persons engaged in the business of manufacturing, exporting or importing any defense article or defense
service are 22 U.S.C. 2778(b)(1)(A)(i), 22 CFR Part 122, and Executive Order 13637. The authorities to register brokers are 22 U.S.C. 2778 (b)(1)(A)(ii)(I), 22 CFR 129.3, and
Executive Order 13637.
PURPOSE: The information gathered through registration is used to identify individuals and entities engaged in certain manufacturing, exporting and brokering activities.
The Department of State will use this information to build and maintain records of ownership, management and transactions related to munitions manufacture, export and
temporary import.
ROUTINE USES: The information solicited on this form is made available to appropriate agencies for law enforcement or pursuant to a court order. It may also be used to
send required reports to Congress about certain defense transactions. More information on the Routine Uses for the system can be found in the System of Records Notice
State-42, Munitions Control Records.
DISCLOSURE: Disclosure of this information is voluntary. Failure to provide the information requested will prevent completion of the registration process.
Page of
OMB APPROVAL NO. 1405-####
EXPIRATION DATE: XX/XX/XXXX
* ESTIMATED BURDEN: 2 HOURS
(Ownership or control of registrant (related to merger, acquisition, or divestiture): 60-day Buyer)
U.S. Department of State
DS-7789 STATEMENT OF MATERIAL CHANGES
(SEE INSTRUCTIONS PAGE)
* PAPERWORK REDUCTION ACT STATEMENT: Public reporting burden for this collection of information is estimated to average 2 hours per response, including time required
for searching existing data sources, gathering the necessary data, providing the information required, and reviewing the final collection. Send comments on the accuracy of
this estimate of the burden and recommendations for reducing it to: Department of State (A/GIS/DIR) Washington, D.C. 20520.
Block 1. Applicant Information
What is your role in the transaction?
Acquiring party
Divesting party
Party to merger
Not registered with PM/DDTC
Registration Code:
If not registered is: Yes
Natural Person
Entity
if applicant is: Natural Person
First Name:
Middle Name:
None
Last Name:
if applicant is: Entity
Applicant Name:
Address Line 1:
Address Line 2:
Address Line 3:
City:
Country:
State/Province:
Zip/Postal Code:
Select if your mailing address is the same as above
Mailing address:
Address Line 1:
Address Line 2:
Address Line 3:
City:
Country: United States
State/Province:
Zip/Postal Code:
If role is: Divesting Party
Are you completing this notification on behalf of the acquiring party or party to merger?
Yes
No
if completing on behalf of behalf of the buyer is: Yes
Entity Name:
Address Line 1:
Address Line 2:
Address Line 3:
City:
Country:
State/Province:
Zip/Postal Code:
Block 2. Description of Material Change
Page of
What is the material change type?
Ownership or Control of Registrant (related to merger, acquisition, or divestiture)
Other Registration Information (not related to merger, acquisition, or divestiture)
if material change type is: Ownership or Control of Registrant then display
Merger
Acquisition
Divestiture
if material change type is: Other Registration Information then display
Criminal charge
Eligibility
Name
Directors, senior officers, partners, and/or owners
Address
Legal organization structure
Establishment of subsidiary/controlled affiliate
Date of event triggering notification requirement:
5-Day
60-Day
Is this a 5-day notice or a 60-day notice?
If date of event triggering notification is greater than 5 days or less than 60 days as applicable then: display and require the
following question
A voluntary disclosure has been submitted.
Yes
No
If a voluntary disclosure has been submitted is: yes
DTCC case number:
The divesting party will be/has been wholly acquired:
Yes
No
If wholly acquired is: No
Identify each subsidiary or affiliate that the applicant has divested or acquired, or intends to divest or acquire, in the described
transaction:
Entity Name:
Yes
The identified entity will be/has been wholly acquired:
No
Add
Summarize the essentials of the transaction, including a statement of purpose and description of scope with an explanation of actions
taken/to be taken inside and outside of the U.S.:
Block 3. Details of Transaction
Does the acquiring party/party to merger have any parent entities (U.S. and foreign, intermediate and ultimate)?
Yes
No
If Does acquiring party/party to merger have any parent entities (U.S. and foreign, intermediate and ultimate) is: Yes
Entity Name:
"Doing Business As" name:
Address Line 1:
Address Line 2:
Address Line 3:
City:
Country:
State/Province:
Zip/Postal Code:
Point of Contact:
Area
POC Telephone:
Int'l
Parent Status:
Ultimate
Foreign owned or controlled:
Exchange
Number
POC E-Mail:
Intermediate
Yes
U.S. Person:
No
Yes
No
Government owned or controlled:
Yes
No
Add
Page of
Does the acquiring entity/merger partner have any subsidiaries/affiliates registered with DDTC?
Yes
No
If Does acquiring entity/merger partner have any subsidiaries/affiliates registered with DDTC is: Yes
Entity Name:
Address Line 1:
Address Line 2:
Address Line 3:
City:
Country:
State/Province:
Zip/Postal Code:
Citizenship(s):
Add
Add
List individuals or entities with an ownership interest of greater than 5% in the acquiring party:
Natural Person
Entity
if Individual is: Natural Person
First Name:
Middle Name:
None
Last Name:
if Individual is: Entity
Entity Name:
Position/Title:
Address Line 1:
Address Line 2:
Address Line 3:
City:
Country:
State/Province:
Zip/Postal Code:
Area
Telephone:
Exchange
Number
Int'l
E-Mail:
Citizenship(s):
U.S. Person:
Add
Yes
No
Add
List members of the board of directors, senior officers, and partners of the acquiring party, including the chief executive officer,
presidents, vice presidents, corporate secretaries, partners, members, and other senior officers or officials (e.g., comptroller, treasurer,
general counsel):
Natural Person
Entity
if member is: Natural Person
First Name:
Middle Name:
None
Last Name:
if member is: Entity
Entity Name:
Position/Title:
Address Line 1:
Address Line 2:
Page of
Address Line 3:
City:
Country:
State/Province:
Zip/Postal Code:
Area
Telephone:
Exchange
Number
Int'l
E-Mail:
Citizenship(s):
U.S. Person:
Add
Yes
No
Add
Will any existing authorizations transfer?
Yes
No
Unknown
With respect to the acquiring party or party to merger, including through any direct, intermediate, and ultimate parent entities thereof,
do any foreign persons (including foreign governments) from countries specified in 22 CFR 126.1:
Have authority and/or ability to establish and/or direct the general policies and/or day-to-day operations?
Yes
No
Own 5% or more of the outstanding voting securities or equity?
Yes
No
Have a contingent interest, including through an outstanding loan or convertible voting instrument?
Yes
No
Have the ability to appoint principal officers or members of the board of directors?
Yes
No
With respect to the acquiring party or party to merger, including through any direct, intermediate, and ultimate parent entities thereof,
do any foreign governments from countries not specified in 22 CFR 126.1:
Have authority and/or ability to establish and/or direct the general policies and/or day-to-day operations?
Yes
No
Own 5% or more of the outstanding voting securities or equity?
Yes
No
Have a contingent interest, including through an outstanding loan or convertible voting instrument?
Yes
No
Have the ability to appoint principal officers or members of the board of directors?
Yes
No
Yes
No
if any foreign person/government questions is: Yes
Name of foreign person and/or government:
Country:
Explanation:
Add
Describe any representation the acquiring entity or party to merger will have in the acquired party's management:
Will foreign persons have management or oversight of, or access to, defense articles held, or technology transfers
undertaken, by the acquired entity as a result of the merger or acquisition?
if management or oversight is: Yes
Describe the intended management, oversight, and/or access:
Indicted/Charged/Convicted status of acquiring party or party to merger:
No person has been indicted or otherwise charged (e.g., charged by criminal information in lieu of indictment) for or convicted
of violating any of the U.S. criminal statutes enumerated in 22 CFR 120.27 or violating a foreign criminal law on exportation of
defense articles where conviction of such law carries a minimum term of imprisonment of greater than 1 year.
One or more persons has been indicted or otherwise charged (e.g., charged by criminal information in lieu of indictment) for or
convicted of violating any of the U.S. criminal statutes enumerated in 22 CFR 120.27 or violating a foreign criminal law on
exportation of defense articles where conviction of such law carries a minimum term of imprisonment of greater than 1 year. A
copy of the relevant documentation is attached.
Contract and license eligibility of acquiring party or party to merger:
No person is ineligible to contract with, or to receive a license or other approval to import defense articles or defense services
from, or to receive an export license or other approval from, any agency of the U.S. Government.
One or more persons is ineligible to contract with, or to receive a license or other approval to import defense articles or defense
services from, or to receive an export license or other approval from, any agency of the U.S. Government. A copy of the relevant
documentation is attached.
Page of
Block 4. Supporting Documentation
Evidence of good standing to conduct business
Organizational chart depicting how the acquired entity will be integrated into the acquiring party or party to merger (including the
relationship with any direct, intermediate, or ultimate parents)
Copy of the ITAR compliance materials (to include export compliance policies and procedures) in effect immediately after the
transaction closes
Indicted/Charged/Convicted status documentation
Contract and license eligibility status documentation
Other supporting material
If completed by divesting party on behalf of acquiring party or party to merger is: Yes
Certification from acquiring party regarding the veracity of the information provided
Block 5. Point of Contact Information
POC Name:
POC Title:
Area
POC Telephone:
Int'l
Exchange
Number
POC E-Mail:
Block 6. Senior Officer Application and Certification Signature
Under penalty according to federal law (22 U.S.C. 2278-2780; 22 CFR 120-130; 18 U.S.C. 1001), I hereby state that I am an authorized senior
officer of the applicant. I warrant the truth of all statements made herein, together with any and all appendices and attachments thereto.
If completing this submission on behalf of the acquiring party or party to merger identified in block (1), I warrant that the information
provided reflects the truth as known to me.
First Name:
Middle Name:
Last Name:
Title:
Company or Organization Name:
E-Mail:
Signature:
Date:
Privacy Act Statement
AUTHORITIES: U.S. Department of State's authorities to register persons engaged in the business of manufacturing, exporting or importing any defense article or defense
service are 22 U.S.C. 2778(b)(1)(A)(i), 22 CFR Part 122, and Executive Order 13637. The authorities to register brokers are 22 U.S.C. 2778 (b)(1)(A)(ii)(I), 22 CFR 129.3, and
Executive Order 13637.
PURPOSE: The information gathered through registration is used to identify individuals and entities engaged in certain manufacturing, exporting and brokering activities.
The Department of State will use this information to build and maintain records of ownership, management and transactions related to munitions manufacture, export and
temporary import.
ROUTINE USES: The information solicited on this form is made available to appropriate agencies for law enforcement or pursuant to a court order. It may also be used to
send required reports to Congress about certain defense transactions. More information on the Routine Uses for the system can be found in the System of Records Notice
State-42, Munitions Control Records.
DISCLOSURE: Disclosure of this information is voluntary. Failure to provide the information requested will prevent completion of the registration process.
Page of
OMB APPROVAL NO. 1405-####
EXPIRATION DATE: XX/XX/XXXX
* ESTIMATED BURDEN: 2 HOURS
(Ownership or control of registrant (related to merger, acquisition, or divestiture) : 60-day Seller)
U.S. Department of State
DS-7789 STATEMENT OF MATERIAL CHANGES
(SEE INSTRUCTIONS PAGE)
* PAPERWORK REDUCTION ACT STATEMENT: Public reporting burden for this collection of information is estimated to average 2 hours per response, including time required
for searching existing data sources, gathering the necessary data, providing the information required, and reviewing the final collection. Send comments on the accuracy of
this estimate of the burden and recommendations for reducing it to: Department of State (A/GIS/DIR) Washington, D.C. 20520.
Block 1. Applicant Information
Registration Code:
Natural Person
Entity
if applicant is: Natural Person
First Name:
Middle Name:
None
Last Name:
if applicant is: Entity
Applicant Name:
Address Line 1:
Address Line 2:
Address Line 3:
City:
Country:
State/Province:
Zip/Postal Code:
Block 2. Description of Material Change
What is the material change type?
Ownership or Control of Registrant (related to merger, acquisition, or divestiture)
Other Registration Information (not related to merger, acquisition, or divestiture)
if material change type is: Ownership or Control of Registrant then display
Merger
Acquisition
Divestiture
if material change type is: Other Registration Information then display
Criminal charge
Eligibility
Name
Directors, senior officers, partners, and/or owners
Address
Legal organization structure
Establishment of subsidiary/controlled affiliate
Date of event triggering notification requirement:
Is this a 5-day notice or a 60-day notice?
5-Day
60-Day
If material change type is: merger, acquisition, or divestiture then display and require the following questions:
The reported transaction will transfer/has transferred ownership of a registrant or any entity thereof to a foreign person (to include
insertion of a foreign person between the registrant and ultimate parent).
Yes
No
The reported transaction will transfer/has transferred control of a registrant or any entity thereof to a foreign person (to include
insertion of a foreign person between the registrant and ultimate parent).
Yes
No
If date of event triggering notification is greater than 5 days or less than 60 days as applicable then: display and require the
following question
A voluntary disclosure has been submitted.
Yes
No
If a voluntary disclosure has been submitted is: yes
Page of
DTCC case number:
The reported transaction will be/has been accomplished by asset or stock purchase:
Asset Purchase
Stock Purchase
Other
If other explain:
The divesting party will be/has been wholly acquired:
Yes
No
If wholly acquired is: No
Identify each subsidiary or affiliate that the applicant has divested or acquired, or intends to divest or acquire, in the described
transaction:
Entity Name:
Yes
The identified entity will be/has been wholly acquired:
No
Add
Summarize the essentials of the transaction, including a statement of purpose and description of scope with an explanation of actions
taken/to be taken inside and outside of the U.S.:
Block 3. Details of Transaction
Applicant's role in transaction:
Acquiring party
Divesting party
Party to merger
Identity of each additional acquiring party, divesting party, and/or party to merger:
Entity Name:
Add
Role in transaction:
Acquiring party
Registered with DDTC?
Yes
Divesting party
No
Party to merger
Unknown
If they are registered with DDTC is: yes
Registration Code (if known):
Will any existing authorizations transfer to acquiring party's registration?
Yes
Does the applicant intend to terminate its registration as a result of this transaction?
No
Yes
Unknown
No
If registration numbers will be discontinued is: yes
Registration code to be discontinued:
Add
if 60-day notice:
Name of direct, intermediate, and ultimate parent(s) for each acquiring party or party to merger:
Entity Name:
Add
Registered with DDTC?
Yes
No
Unknown
If they are registered with DDTC is: yes
Registration Code (if known):
Will the divesting party cease to perform ITAR-controlled activities and divest itself of all ITAR-controlled items (to include technical
data) prior to the transaction?
Yes
No
Will the transaction be filed/has it been filed with the Committee on Foreign Investment in the United States (CFIUS)?
Is the organizational chart submitted with the applicant's DS-2032 current?
Yes
Yes
No
Block 4. Supporting Documentation
Other supporting material
If organizational chart submitted with DS-2032 current is: No
Organizational chart
If ceasing all ITAR-controlled activities is: Yes
Page of
No
Statement explaining the details of, and certifying to, the applicant's plan to divest itself of ITAR-controlled materials
If applicant's role in transaction is: Party to merger
Certificate of merger
Block 5. Point of Contact Information
Identify, if applicable, a point of contact with special knowledge regarding the reported material change.
POC Name:
POC Title:
Area
POC Telephone:
Exchange
Number
Int'l
POC E-Mail:
Block 6. Senior Officer Application and Certification Signature
Under penalty according to federal law (22 U.S.C. 2278-2780; 22 CFR 120-130; 18 U.S.C. 1001), I hereby state that I am an authorized
senior officer of the applicant. I warrant the truth of all statements made herein, together with any and all appendices and
attachments thereto.
First Name:
Middle Name:
Last Name:
Title:
Company or Organization Name:
E-Mail:
Signature:
Date:
Privacy Act Statement
AUTHORITIES: U.S. Department of State's authorities to register persons engaged in the business of manufacturing, exporting or importing any defense article or defense
service are 22 U.S.C. 2778(b)(1)(A)(i), 22 CFR Part 122, and Executive Order 13637. The authorities to register brokers are 22 U.S.C. 2778 (b)(1)(A)(ii)(I), 22 CFR 129.3, and
Executive Order 13637.
PURPOSE: The information gathered through registration is used to identify individuals and entities engaged in certain manufacturing, exporting and brokering activities.
The Department of State will use this information to build and maintain records of ownership, management and transactions related to munitions manufacture, export and
temporary import.
ROUTINE USES: The information solicited on this form is made available to appropriate agencies for law enforcement or pursuant to a court order. It may also be used to
send required reports to Congress about certain defense transactions. More information on the Routine Uses for the system can be found in the System of Records Notice
State-42, Munitions Control Records.
DISCLOSURE: Disclosure of this information is voluntary. Failure to provide the information requested will prevent completion of the registration process.
Page of
| File Type | application/pdf |
| File Title | DS-2032 Statement Of Registration Form v4.3 |
| Subject | Department of State, Bureau of Political-Military Affairs, Directorate of Trade Controls. OMB 1405-0002 Exp 09302014 Bur 2H Buil |
| Author | ISN/PM/AVC |
| File Modified | 2020-01-13 |
| File Created | 2020-01-13 |