On March 30th, Fresenius AG agreed to sell 91 outpatient kidney dialysis clinics and financial interests in 12 more to settle Federal Trade Commission charges that Fresenius’ purchase of rival dialysis provider Renal Care Group, Inc. would violate federal antitrust laws. When the deal is finalized, Fresenius will be the largest provider of outpatient dialysis services in the United States.
On March 29th, the Federal Trade Commission announced its intention to conduct a study of the use, and likely short- and long-term competitive effects, of authorized generics in the prescription drug marketplace. An authorized generic is chemically identical to a particular brand-name drug, but the brand-name manufacturer authorizes it to be marketed in a generic version. This study continues the FTC’s research and development efforts to identify and report on marketplace trends and developments that affect the price of prescription drugs. Comments on the FTC’s “Authorized Generic Drug Study” were accepted until June 5, 2006. The Commission also authorized the staff to use compulsory process to collect the information needed for the study from approximately 80 brand-name drug manufacturers, 10 authorized generic companies, and 100 independent generic manufacturers.
On March 28th, Federal Trade Commission Chairman Deborah Platt Majoras announced the appointments of two new deputy directors of the FTC’s Bureau of Competition. Kenneth L. Glazer joins the agency from The Coca-Cola Company, and David P. Wales, Jr. from Cadwalader, Wickersham & Taft LLP’s Washington office.
On March 27th, the Federal Trade Commission and the U.S. Department of Justice jointly released a “Commentary on the Horizontal Merger Guidelines” that continues the agencies’ ongoing efforts to increase the transparency of their decision-making processes – in this case, with regard to federal antitrust review of “horizontal” mergers between competing firms. The analytical framework and standards used to scrutinize the likely competitive effects of such mergers are embodied in the Horizontal Merger Guidelines, which the agencies jointly issued in 1992, and revised, in part, in 1997. The Commentary, which is available now on both agencies’ Web sites, explains how the FTC and DOJ have applied particular Guidelines’ principles, in the context of actual merger investigations.
On March 27th, Federal Trade Commission Chairman Deborah Platt Majoras kicked off an International Competition Network workshop to discuss the implementation of the ICN’s recommended practices for merger notification and review. These standards are designed to make the process for reviewing mergers more effective and efficient for both the merging parties and the sometimes multiple agencies reviewing the merger. Participating in the two-day workshop in Washington, DC, hosted by the FTC and the Department of Justice’s Antitrust Division, were nearly 100 delegates from 35 jurisdictions. The ICN is made up of 97 antitrust agencies from 85 countries, and is supported by non-governmental experts from around the world.
The staff of the FTC stated on March 18 in an advisory opinion letter that the proposed plan by a physician-hospital organization that would involve collective bargaining with insurers over doctor fees likely would violate federal antitrust laws. The staff concluded that the price and other competitive restraints proposed by the network were not reasonably necessary to achieve any of its potential efficiencies.
On March 14th, the FTC announced that Valassis Communications, Inc., a leading producer of free-standing newspaper inserts ("FSIs") in the United States, has settled charges that it attempted to collude with News America Marketing, its only FSI rival, to eliminate competition between the two companies. Under the consent order settling the FTC’s complaint, Valassis is barred from engaging in, or attempting to engage in, similar anticompetitive conduct in the future. FSIs are multi-page booklets containing discount coupons for the products sold by various firms. They are inserted into newspapers for distribution to consumers. For the manufacturers of consumer-packaged goods and others, FSIs are a uniquely efficient way to distribute coupons on a mass scale. On a typical Sunday, Valassis’ and News America’s FSIs are distributed to more than 50 million households in hundreds of newspapers nationwide.
On March 8th, Botox marketer Allergan, Inc., and Inamed Corporation agreed to divest the rights to develop and distribute Reloxin, a potential Botox rival, in order to settle Federal Trade Commission charges that Allergan’s $3.2 billion purchase of Inamed would violate federal antitrust laws. The FTC alleges that Allergan’s purchase of the expected first serious competitor to Botox likely would reduce competition and force consumers to pay higher prices for the botulinum toxin type A products used by millions of Americans to temporarily erase frown lines and wrinkles. Under the terms of the FTC settlement, the companies will return the development and distribution rights to Reloxin to Ipsen Ltd., its U.K.-based manufacturer.
On March 5, AT&T announced its intention to merge with Bellsouth. While the Antitrust Division is conducting its investigation of the proposed merger, very little with regards to conditions or divestitures are expected because there is little overlap between the companies' two networks. One area of concern is the area of wholesale dedicated access and spectrum.