Transfers Due To Mergers or Acquisitions
Table of Contents
Organizations may request a transfer of IP addresses and/or Autonomous System Numbers (ASNs) between or among organizational entities through ARIN. Examples of transactions that may prompt a transfer request include mergers, acquisitions, and reorganizations. Number resources may also be released to ARIN, in whole or in part, by any authorized resource holder within the ARIN region for transfer to a specified organizational recipient. Such transferred number resources may only be received by organizations that are located within the ARIN region and can demonstrate need for such resources in the exact amount which they can justify under current ARIN policies.
Note: Additional information is provided below in the Frequently Asked Questions section.
Provider-assigned addresses are not transferable through ARIN.
If your organization underwent a name change not due to a merger, acquisition, or other form of asset purchase, you may wish to review the Changing Your Organization Name section on the Organization Identifiers information page.
Registrations of Internet number resources (IP address blocks and Autonomous System Numbers) issued by ARIN or its predecessors, are not transferable or assignable to any other organization, unless ARIN has provided written approval. ARIN is responsible for making prudent decisions on whether to approve the transfer of all or part of an existing IP address space delegation. If a transfer request involves an organization's network that is located outside ARIN's geographic region, the requester must first contact the Regional Internet Registry (RIR) that has responsibility for the appropriate region to receive approval for the transfer.
Review ARIN's transfer policies to determine whether your organization meets the requirements to request the transfer of Internet number resources to another organization. The action of requesting a transfer of resources from ARIN indicates you have read and agree to abide by these policies.
After your organization has POCs and an Org ID registered in the ARIN database, you can complete and submit the Transfer Request form. You will need to include an API key to authorize processing. To create an API key, log in to your ARIN Online account and click on the WEB ACCOUNT link in the left navigation bar. In the API Key Management section, click Create API Key. Your API key will be issued automatically.
Transfers based on mergers, acquisitions, and reorganizations should be sent by the Admin or Tech Point of Contact (POC) registered to the Org ID of the organization associated with the resources being transferred. However, requests can come from either of the organizations involved in the transfer, as justification for the request is made through documentation supplied to ARIN.
On the request form, you must justify your organization's transfer request by meeting and documenting the following requirements.
|Type of Resource Transfer Request||Criteria for ARIN to Consider Transfer|
|Transfers Based on Mergers, Acquisitions, and Reorganizations||
We will verify receipt of your request upon successful submission. We will issue you a ticket number via email.
We will respond to requests within two (2) business days. We may request additional information. For each question and response cycle, we will respond within two (2) days. If you do not reply within ninety (90) days, the ticket will be closed. A request for additional information does not imply a request denial.
For questions about pending requests, email firstname.lastname@example.org or call ARIN's Registration Services Help Desk at +1.703.227.0660. When you call, have your ticket number and any requested documentation available, and have access to the ARIN website. For further follow-up, supply the name of the ARIN Resource Analyst who assisted you on your prior call. Click here for additional guidance on calling the Help Desk.
ARIN notifies the submitter of request approval, via email. The approval is good for ninety (90) days. If your organization does not follow up on the approval within that time, you will need to resubmit your request.
If a request is rejected and you feel proper justifications were met, contact ARIN at email@example.com for further explanation.
Approval is contingent on receipt and review of all requested documentation and that organizations involved have no outstanding invoices, payable to ARIN, ninety (90) days beyond the invoice due date. You must also agree to the same conditions the original organization agreed to when the resources were issued or that are currently in effect.
Please review the ARIN Fee Schedule to learn more about how fees are determined.
Upon approval and within one business day, you will receive a detailed message that will include: how to update or designate the Billing POC, an invoice, ARIN W-9, and instructions to download the Registration Services Agreement (RSA).
There are two ways to submit online payments to ARIN:
- Log into ARIN Online and select BILLING INFO from the left-hand side,
- Or click here.
- You will need to provide the appropriate Org ID, Invoice number, and the exact amount due on the invoice.
For payments by check, send to:
American Registry for Internet Numbers
P.O. Box 79010
Baltimore, Maryland 21279-0010
For payment by wire transfer:
- Email a request to firstname.lastname@example.org, include the invoice number, the organization name, and Org ID.
Payment information is not accepted by phone. We do not accept purchase orders as the equivalent of payment. The approval request can be dependent on the billing status of the Org ID in question. Outstanding fees due to ARIN must be paid before additional resources are issued or transferred.
Submission of Signed Registration Services Agreement (RSA)
All applicants requesting resources from ARIN are required to sign the Registration Services Agreement (RSA). The RSA must be signed and returned in its entirety for validation before ARIN issues or transfers resources. The language of the agreement cannot be altered or modified. The entire document is required with information to be inserted on page 1 and completing page 9, all applicable fields. The Billing Contact is optional if duplicate of Authorized Officer. *Please ensure the contract is signed by an Authorized Officer of the Company.
Need Help with the ARIN Agreement: 703-227-9886, reply to your ARIN Online ticket, or Ask ARIN.
Remit the completed ARIN agreement by one of the following methods:
- Reply to your ARIN Online ticket, attaching the signed RSA,as a PDF
- Fax: 703-227-0671
Attention: Financial Services Department
3635 Concorde Parkway, Suite 200
Chantilly, VA 20151
ARIN will counter-sign and return a copy for your records after the payment has been confirmed.
ARIN completes the transfer of resources within two (2) business days of ARIN's receipt of all applicable fees and a signed RSA. ARIN membership, associated with the Org ID holding an allocation of IP address space, is terminated when the address space is transferred to another entity or returned to ARIN. On the day the transfer process is complete, membership and the accompanying voting rights are transferred to the entity acquiring the address space.
Responsibility to Maintain Records
The receipt of transferred resources by an organization is accompanied by the responsibility to properly maintain its records with ARIN. This includes the Org ID and POC information mentioned above, and includes any responsibilities relevant to the transferred resources in question. For example, organizations that have received the transfer of a direct allocation of IP address space from ARIN must follow all requirements for reassigning that space, reporting reassignment information, maintaining IN-ADDRs, and any other requirements listed in ARIN's policies, resource instructions, or the Registration Services Agreement.
Annual Renewal and Maintenance Fees
ARIN assesses a single consolidated annual maintenance fee to each Org ID for certain resources registered with it. This single fee covers all ASNs, end-user assignments, and transfers registered with ARIN per Org ID. This fee is due on the anniversary date of the organization's first resource registration associated with their Org ID.
ISPs that are current ARIN subscription holders will not be charged the annual maintenance fee.
Annual Renewal for Transferred Allocations
ISPs receiving transferred IP address allocations will be charged an annual subscription renewal fee. ISPs currently paying a subscription renewal fee based on prior IP address allocations from ARIN will continue to be invoiced on the same anniversary date and may be assessed a larger fee based on the number of addresses transferred. ISPs not currently paying a subscription renewal fee will be assessed an annual subscription fee. When an existing subscription account is transferred in full, the ISPs anniversary date will be based on the previous registrant's anniversary date. The organization's size classification will be based on the previous registrant's size classification (in the event an existing subscription account is transferred in full) or on the number of IP addresses transferred.
An organization may submit payment by credit card using ARIN's ISP Anniversary Payment Form and entering its invoice number, organization name, name of its Billing Point of Contact, and the total size of its allocations from ARIN.
Additional information about ARIN's fees is available on the Fee Schedule.
How do I begin the process of transferring Internet number resources due to a mergers or acquisition?
In order to begin the process, you must first submit a transfer request to ARIN which is more specifically outlined in the content above.
Please be advised that all transfers of Internet number resources must be in compliance with ARIN’s community developed policies as found in the ARIN Number Resource Policy Manual (“NRPM”).
How long can I expect it to take for a transfer to be processed by ARIN?
There is no way to predict how long it will take to process a Transfer request. Transfers are complex and require ARIN to collect and vet a great deal of information before we can even begin the process of executing a Registration Services Agreement. While ARIN processes these requests as quickly as possible, transfers do have a longer processing time than other requests, simply due to the level of efforts required for both the transferring organizations and ARIN.
My organization has been acquired or has merged with another organization and we now conduct business under a new organization name. How can I update the organization with ARIN to reflect the new name?
To change the registration of the Internet number resources to reflect your new organization name, you will need to either request a transfer or a name change. ARIN will consider transfers when an organization name has changed due to mergers, acquisitions or reorganizations. If the entity that is the registrant of the Internet number resources is the surviving entity after the merger or acquisition, then you may request a name change. If an entity other than the registrant of the Internet number resources is the surviving entity after the merger or acquisition, then you may request a transfer of resources. Please refer to the step-by-step instructions above.
Does the transfer request have to be submitted by the current point of contact (POC) on record with ARIN?
When a transfer is due to a merger, acquisition or reorganization (otherwise known as a NRPM 8.2 transfer), the transfer request may be submitted by either the current POC or another party. While the current POC is preferable, ARIN will review and evaluate such a transfer request regardless of whether the current POC or another party submits the request. Please be aware that before the transfer is effectuated, ARIN must receive acknowledgement from the current POC if the current registrant remains a viable entity.
For transfers under ARIN’s “Transfers to Specified Recipients” policy, the transfer must be submitted by the current POC on record. A different set of policies, reviews and acceptance is in place for such transfers.
NOTE: An ARIN Online account and an API Key are needed to submit a Transfer Request form.
What kind of documentation is required to transfer Internet number resources due to a merger, acquisition or reorganization?
ARIN requires the legal documentation detailing the transfer to the transferee of physical assets that used the Internet number resources which may include the network infrastructure. Legal documentation may consist of an authenticated copy of the instrument(s) affecting the transfer of assets, including but not limited to bills of sale, finalized certificates of merger or amalgamation agreements that have been filed with a state, province or federal government, finalized contracts, certified deeds, or finalized court orders. ARIN can work with you and discuss what documents would be appropriate in a given situation on a case-by-case basis.
Do I have to send the entire Asset Purchase Agreement?
ARIN does not require you to send the entire Asset Purchase Agreement. There are, however, four key items ARIN will ask you to provide:
- the page(s) that list the parties involved
- the page(s) that list the physical assets that were acquired
- the page(s) that list any excluded assets and
- the signature page(s)
Can I redact any monetary listings in the contracts that were associated with merger or acquisition?
Yes. The cost associated with the merger or acquisition is not ARIN’s concern and it would be appropriate if the monetary listings were redacted.
The contracts are confidential and we do not feel comfortable sharing the sensitive data. Is there any other way to complete the transfer?
ARIN policy states that a transfer can be considered upon receipt of evidence that the new entity has acquired assets that used the transferred resources from the current registrant. Such evidence may consist of copies of the contracts outlining the sale/acquisition of the physical assets. ARIN understands the sensitive nature of your contracts and regards all documentation provided as proprietary and confidential. If requested, ARIN is willing to enter into a standard Non-disclosure Agreement (NDA) with you prior to your organization’s submission of the data and information you have deemed sensitive and confidential. You may find the appropriate form at: https://www.arin.net/resources/agreements/.
I need to transfer resources, but the merger/acquisition took place many years ago and I no longer have the legal documentation outlining the transaction. Is there anything that can be done?
In this type of situation, ARIN asks that you submit your transfer request to start the process. We will review the request and work with you to obtain as much relevant information, documentation and evidence as possible. There are cases where older documents may be found on the Secretary of State/State Corporation Commission sites of various states, the U.S. Securities and Exchange Commission site and other local, state and federal government sites. ARIN understands the issue of a transfer relating to a merger/acquisition that occurred many years ago and will review and evaluate each transfer on a case-by-case basis in light of the available documentation. Please be aware that in order to effectuate a transfer, it is necessary to validate the transfer with appropriate documentation.
The organization name listed on the records was never our legal name. What kind of documentation will ARIN need so we can update the records?
ARIN needs to see documentation showing the original registration was in error. For example, if the organization name was listed as a fictitious name or doing business as (D/B/A) name instead of the legal name, ARIN may ask you to provide a copy of the official business name document which was filed with a local or state government that shows the D/B/A name has always been registered to the actual legal entity name. ARIN will need to confirm and vet the organization in order to effectuate such an update.