A Checklist for counsel for a buyer or seller to use when determining whether a shareholder of the target entity who is acquiring equity or assets as consideration for their shares has a reporting obligation under the Hart-Scott-Rodino (HSR) Act for that back-end acquisition. This Checklist discusses how to identify a back-end (or backside) acquisition, how to value the back-end acquisition of voting securities using a fixed ratio for exchanging the target shareholders' stock for that of the acquiring UPE or its controlled entity or if no fixed ratio exists, and how to determine if exemptions apply.