Legal Library: Cases and Proceedings

Final order permitted Valspar's acquisition of Lilly Industries, Inc., but requires Valspar to divest its mirror coatings business to Spraylet Corporation. Mirror coatings are applied to the back of a piece of glass in order to produce a mirror.

The Commission authorized staff to seek a preliminary injunction to block the proposed acquisition of National Tobacco Company, L.P. on grounds that the $165 million acquisition would lessen competition in the market for loose leaf chewing tobacco and that Swedish Match’s market share would increase to 60 percent. On December 14, 2000, the U.S. District Court for the District of Columbia issued a 42-page opinion granting the Commission’s motion for the injunction. On December 22, 2000, the parties abandoned the transaction.

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.

Abbott and Geneva Pharmaceuticals settled charges that the two firms entered into an illegal agreement to stop the marketing and development of a competing generic drug. According to the complaint, Abbott, manufacturer of Hytrin – the brand name for terazosin HCL, a prescription drug used to treat hypertension and benign prostatic hyperplasia, entered into an agreement with Geneva Pharmaceuticals whereby Abbott would pay Geneva millions of dollars not to market a generic version of Hytrin. The orders bars Abbott and Geneva, among other things, from entering into agreements in which a generic company agrees with a manufacturer of a branded drug to delay or stop the production of a competing drug.

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.

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.

The FTC authorized its staff to file a motion for a preliminary injunction to block the proposed acquisition of Doctors Regional Medical Center in Poplar Bluff, Missouri. On July 30, 1998, the U.S. District Court for the Eastern District of Missouri granted the Commission's motion for the injunction. Tenet filed a notice of appeal in the Eighth Circuit on August 10, 1998. An administrative complaint was issued August 20, 1998 charging that the proposed merger of the only two general hospitals in Poplar Bluff would not only eliminate price, cost and quality competition but would also put consumers at risk of paying more for health care. In December 1999, the Commission dismissed the administrative complaint after the Eighth Circuit reversed the district court's decision and denied Commission’s petition for a rehearing en banc.

Consent order requires Consumer Energy, a CMS subsidiary, to "loan" natural gas from its own system to shippers on third-party pipelines if the interconnection capacity with competing pipelines falls below historical levels settling charges that its acquisition of two natural gas pipelines, Panhandle Eastern Pipeline and Trunkline Pipeline, from Duke Energy Company, could reduce competition and increase consumer prices for natural gas and electricity in 54 counties in Michigan.

The Commission accepted a proposed consent agreement with Quexco Incorporated, a company whose parent entity is Howard M. Meyers. The consent agreement related to the proposed acquisition by Quexco of Pacific Dunlop GNB Corporation, which is owned by Pacific Dunlop Limited. Both companies are involved in the secondary smelting of lead.  The parties subsequently decided to abandon the sale of GNB to Quexco, which eliminated the need for the relief contained in the consent agreement. The Commission voted to withdraw the consent agreement and close the investigation.

Under a settlement with the FTC, ABB agreed to divest the Analytical Division of Elsag Bailey Process Automation N.V. to Siemens Corporation to address FTC concerns that the acquisition of Elsag would substantially reduce competition in the market for process gas chromatographs and process mass spectrometers, analytical instruments used to measure the chemical composition of a gas or liquid used in petrochemical refining, pharmaceutical and chemical manufacturing, and pulp and paper processing.

Final consent order settled allegations that the proposed consolidation of Commonwealth's title plant with First American Title Insurance Company, its only competitor in the Washington, DC area, would create a monopoly for title services in the Washington, DC market. The consent order requires Commonwealth, among other things, to reestablish its operations and to maintain them as viable businesses in competition with First American.

The FTC charged that Fastline Publications, Inc., a Kentucky publisher, and Mid-America Equipment Retailers Association, an Indiana trade association representing farm equipment dealers harmed competition when the publisher entered into agreements with the dealers to ban price advertising for new equipment in an attempt not to disclose those dealers who offered discounted prices.  According to the FTC, the agreements reduced competition among farm equipment dealers and deprived consumers of truthful and nondeceptive price information. The agreement to settle the charges prohibited Fastline and Mid-America from restricting the advertising of prices for farm equipment in the future.

Consent order settles charges that Johnson's acquisition of Dow brands would adversely affect competition and potentially raise the prices consumers pay for soil and stain removers and glass cleaners. The consent order requires the divestiture of Dow's "Spray 'n Starch", "Spray 'n Wash", and "Glass Plus" businesses to Reckitt & Colrnan.