Tag: Merger

The Commission authorized staff to file a motion in federal district court to prevent the merger of BP Amoco p.1.c. and Atlantic Richfield Company. The complaint, filed in the U.S. District Court for the Northern District of California, alleged that the merger would reduce competition in the exploration and production of Alaska North Slope crude oil and its sale to West Coast refineries, and in the market for pipeline and storage facilities in Cushing, Oklahoma. Under the terms of the order, BP Amoco was required to divest all of ARCO's assets relating to oil production on Alaska's North Slope (ANS) to Phillips Petroleum Company or another Commission-approved purchaser. BP Amoco also would have to divest all ARCO assets related to its Cushing, Oklahoma crude oil business within four months.

Conso International Corporation, owner of the Simplicity brand of home sewing patterns, abandoned its proposed acquisition of McCall Pattern Company after the Commission filed a motion for a preliminary injunction in the United States District Court for the Southern District of New York. The complaint charged that the acquisition would reduce the number of United States sewing pattern designers and producers from three to two, creating a firm with more than 75% of the domestic unit sales of domestic home sewing patterns.

Final consent order permits Pfizer’s merger with Warner-Lambert Company and requires divestitures in several pharmaceutical markets including: Pfizer’s RID brand of head lice treatment; Pfizer’s antidepressant drug, Celexa; Warner’s Cognex, a drug used in the treatment of Alzheimer’s disease; and assets relating to the Epidermal Growth Factor receptor tryosine kinase inhibitor - drugs under development to treat solid cancerous tumors such as head and neck, non-small cell lung, breast, ovarian, pancreas and colorectal cancers.

Service Corporation International divested the LaGrone Funeral Home, acquired in 1994, to settle charges that the acquisition gave Service Corporation a monopoly in the provision of funeral services in Roswell, New Mexico. The order also requires Service Corporation, for ten years, to obtain prior Commission approval before acquiring any funeral home serving Chaves County, New Mexico.

A consent order requires Ceridian to grant licenses to new and existing firms that provide commercial credit cards (known as "trucking fleet-cards") used by over-the-road trucking companies to make purchases at retail locations. The order settles charges that Ceridian's consummated acquisitions of NTS Corporation and Trendar Corporation gave Ceridian the power to control the markets for the provision of trucking fleet cards and the systems used to read them at truck stops throughout the country.

A consent order settled charges that Fidelity’s acquisition of Chicago Title Corporation would reduce competition for title information services in San Luis Obispo, Tehama, Napa, Merced, Yolo, and San Benito, California. The order requires the divestiture of title plants in each of the six areas.

VNU N.V. settled antitrust concerns that its proposed acquisition of Nielsen Media Research, Inc. would restrict competition in the market for advertising expenditure measurement services in the United States. The order requires VNU to divest its Competitive Media Reporting division, the nation's largest supplier in the specialized market.

The Commission authorized a preliminary injunction action in federal court alleging that Kroger's proposed acquisition of 74 Winn-Dixie supermarkets in would substantially lessen competition in several markets near and in Fort Worth, Texas.  The parties soonafter abandoned their merger plans.

Rhodia divested certain assets to resolve antitrust concerns stemming from its acquisition of Allbright & Wilson PLC. The consent order permits the acquisition but requires the divestiture of Albright’s interest in its United States phosphoric acid joint venture to its joint venture partner, Potash Corporation of Saskatchewan.

A final order ensures competition in the markets for natural gas transportation out of the Gulf of Mexico and into the southeastern United States. The consent order permitted El Paso's $6 billion merger with Sonar Inc. and requires the divestiture of Sea Robin Pipeline Company; Sonat's one-third ownership interest in Destin Pipeline Company, L.L.C.; and the East Tennessee Natural Gas Company.

A consent order settled charges that Shaw's proposed acquisition of Star Markers, Inc. could eliminate supermarket competition and increase prices in the greater Boston metropolitan area. The consent order permits the acquisition and requires the divestiture of three Shaw supermarkets and seven Star markets in eight communities.

Final order settles allegations that Intel's acquisition of Digital Equipment Corporation's assets could endanger the continuing and future development of the Alpha microprocessor, a direct competitor of Intel's Pentium line of computer system components. The order requires Digital to license the Alpha technology to Advanced Micro Devices and to Samsung Electronics Co., Ltd. or to other Commission-approved companies to manufacture Digital's microprocessor devices.

A consent order permits MacDermid’s acquisition of Polyfibron Technologies, Inc. and requires the divestiture, among other things, of Polyfibron’s liquid photopolymer business to Chemence Inc. According to the complaint, the acquisition would result in a monopoly in the production, distribution and sale of liquid and solid photopolymer in North America. Photopolymers are used to make flexographic printing plates.

The FTC accepted a consent agreement that allowed Reckitt & Colman plc to acquire all of the voting securities of Benckiser N.V. from NRV Vermogenswerwaltung GmbH, while ensuring that competition in two highly concentrated household cleaning product markets is maintained. According to the complaint, the markets for hard surface bathroom cleaners and fine fabric wash products are highly concentrated, and the proposed acquisition was likely to substantially increase the concentration in each market. Under the agreement, Benckiser's Scrub Free® and Delicare® businesses would be divested to Church & Dwight, Inc., which also produces household cleaning products, selling items under the Arm & Hammer® brand name.

Final order requires Kroger and Fred Meyer Stores, Inc. to divest eight supermarkets to settle charges that the acquisition of Fred Meyer would increase concentration and decrease competition in seven cities in Arizona, Wyoming, and Utah. Under terms of the order, two Smith's Food & Drug Centers will be sold to Nash-Finch Company; one "City Market" will be sold to Albertson's Inc.; and five supermarkets (two "City Markets"; two Fry's, and one Smith's) will be sold to Fleming Companies, Inc.