United States, Wisconsin, Illinois and Michigan v. Dean Foods, Co. No. 10-C-0059 (E.D. Wisc. 2010)
States and USDOJ challenged already consummated acquisition by Dean Foods Co of Foremost Farms USA. Complaint alleged loss of competition in two markets: School milk contracts in Wisconsin and the upper peninsula of Michigan, and fluid milk sales in Illinois, Michigan and Wisconsin, because Dean and Foremost were the first and fourth largest sellers in those states. The settlement requires Dean to divest a significant milk processing plant in Waukesha, Wis., and related assets that it acquired from the Foremost Farms USA Cooperative, including the Golden Guernsey brand name. The settlement also requires that Dean notify USDOJ before it makes any future acquisition of milk processing plants for which the purchase price is more than $3 million. In addition, the attorney general for the state of Michigan filed a separate settlement which required Dean Foods to continue to bid on school milk contracts in the Upper Peninsula until 2016, and required that their bid be based either on a Cap Price which varies based on the price of raw milk, or a set price that does not vary.
Connecticut v. K&S Aktiongesellschaft (Ct.Super.Ct. Oct. 13, 2009)
In state action parallel to FTC action, Connecticut settled with parties to a merger of salt producers who had both had contracts with the state DOT for road deicing. Road deicing assets were divested to a regional company in order to preserve competition for Connecticut road de-icing contracts. The merging parties were required to provide up to 120,000 tons of de-icing salt for three years.
Nevada by Masto, v. Service Corporation International, No. 2:09-cv-02248. (D.Nev. 2009)
SCI sought to acquire the assets of Palm Mortuary, a cemetery company in Las Vegas, Nevada. After state and FTC investigation, determined that the acquisition would have created a combined company controlling 76% of the cemetery market in the Las Vegas area, the state and FTC filed a complaint and settlement. SCI agreed to divest most of its assets in the Las Vegas area in order to proceed with the acquisition. The complaint alleged that the acquisition, as planned, would eliminate direct competition between SCI and Palm Mortuary for cemetery services in the Las Vegas area. This would leave area cemetery consumers with fewer choices, along with the prospect of higher prices or reduced levels of service. The complaint also alleged that entry into this market from new cemetery providers would not be timely, likely or sufficient to prevent these anticompetitive effects. The settlement provides that SCI must sell its Davis Funeral Home and Memorial Park property as well as the pre-paid business derived from this property and another SCI-owned Davis funeral home to a buyer approved by the Attorney General within 90 days of SCI acquiring Palm Mortuary. Prior to SCI selling these Davis assets, SCI must ensure the economic and competitive viability of these Davis assets in accordance with past practices. A series of firewall protections help accomplish this. The Attorney General’s staff will monitor SCI’s compliance and can name an independent third party to monitor the company’s compliance. For the next three years, SCI will provide notice to the Attorney General of future acquisitions that involve cemetery service or funeral service markets where the company already has a presence in Nevada. Additionally, SCI reimbursed the Office of the Attorney General for its attorneys’ fees and costs resulting from the investigation, as well as any potential future investigations. SCI is subject to fines and injunctive relief for non-compliance.
Minnesota v. Ovation Pharmaceuticals, Inc. 08 cv 6381, D.Minn.
Minnesota and the FTC filed companion cases in federal court, alleging that Ovation monopolized the market for drugs to treat PDA, a heart ailment in newborns. The complaint alleged that Ovation acquired the rights to the only two drugs used to treat PDA. Patents were expiring on the first drug, Indocin, when Ovation purchased the second drug approved for treatment of PDA. Upon making this purchase, Ovation raised the price of both drugs from $36 per vial to $500 per vial. The purchase of the rights to Indocin was below the HSR reporting threshhold.
U.S. and Plaintiff States v. Republic Services
Two of the three largest waste hauling companies in the U.S. sought to merge. The United States and plaintiff states reached a settlement under which the parties would divest 11 landfills, 8 waste transfer stations and numerous routes within the plaintiff states.
Florida v. Columbia/HCA Healthcare Corporation, Healthtrust, Inc., Memorial Health Systems, Inc. and Halifax Hospital Medical Center
As part of a negotiated settlement, the State of Florida and the Federal Trade Commission (FTC) sought to enjoin the merger of defendant hospital facilities, alleging that such acquisitions would result in a substantial reduction of competition in the marketplace for medical care.
Florida v. Service Corp. International, In re Service Corp. International, FTC File No. 981-353 (1/15/99)
As part of a negotiated consent decree, the State of Florida and the Federal Trade Commission (FTC) sought to enjoin the proposed merger between Services Corp. International (SCI) and Equity Corp. International (ECI), alleging that the merger would substantially impair competition among funeral home or cemetery establishments in 14 local markets.
Florida v. El Paso Energy Corporation And the Coastal Corporation, In re El Paso Energy Corp., FTC File No. 001-0086, 1/29/01
As part of a negotiated consent decree, the State of Florida and the Federal Trade Commission sought to enjoin the proposed merger between El Paso Energy Corp. (El Paso) and Coastal Corp. (Coastal)., alleging that the acquisition of Coastal by El Paso would substantially impair competition and would potentially forestall new competition for the transportation of natural gas in the state.
U.S. and Florida v. Barnett Banks, Inc. and First Florida Bank, Inc. (1992)
As part of a negotiated joint consent decree with the U.S. Department of Justice (DOJ), the State of Florida sought to enjoin the merger between Barnett Banks, Inc. (Barnett) and First Florida Bank, Inc. (First Florida), alleging that the proposed merger would result in less competition in the financial institution industry.
U.S. and Florida v. NationsBank, Inc. and Barnett Bank, Inc.
As part of a negotiated joint consent decree with the U.S. Department of Justice (DOJ), the State of Florida sought to enjoin the merger between NationsBank, Inc. (NationsBank) and Barnett Bank, Inc. (Barnett), alleging that the merger would substantially impair competition in the banking industry.
