Articles Posted in Merger Highlights

On July 24, 2009, the Federal Trade Commission issued an administrative complaint challenging Carilion Clinic’s August 2008 acquisition of two outpatient clinics in the Roanoke, Virginia, area. Prior to the acquisition, the Center for Advanced Imaging (“CAI”) and the Center for Surgical Excellence (“CSE”) had strong reputations for offering high-quality care and convenient services at…

On July 6, 2009, the Federal Trade Commission (“FTC”) modified a 2004 consent order against Aspen Technology, Inc. (“Aspen Tech”). On May 31, 2002, Aspen Tech consummated a $106.1 million acquisition of Hyprotech, Ltd., its closest competitor in developing and supplying certain specialized engineering process simulation software products, according to the FTC. In August 2003,…

On June 23, 2009, John C. Malone, the chairman of the board of Liberty Media Corporation and the chief executive officer of Discovery Holding Co. (“Discovery”), agreed to pay a penalty of $1.4 million for violating premerger reporting and waiting requirements of the Hart-Scott-Rodino (“HSR”) Act of 1976 when acquiring Discovery. Mr. Malone violated premerger…

On May 27, the Federal Trade Commission filed an administrative complaint o block CSL Limited’s proposed $3.1 billion acquisition of Talecris Biotherapeutics Holdings Corporation. The administrative complaint alleges that the deal would be illegal and would substantially reduce competition in the U.S. markets for four plasma-derivative protein therapies – Immune globulin (Ig), Albumin, Rho-D, and…

On April 22, 2009, the Department of Justice’s Antitrust Division announced its leadership team. The new team includes the Chief of Staff, four Deputy Assistant Attorneys General, a Special Counsel for Competition Policy. Two Deputy Assistant Attorney Generals will oversee civil matters, one Deputy Assistant Attorney General will oversee economic analysis and one Deputy Assistant…

On April 2, 2009, the Federal Trade Commission (“FTC”) required BASF, a world leading chemical company based in Germany, to divest assets related to two high performance pigments of Ciba Holding Inc (“Ciba”) in order for BASF’s proposed $5.1 billion acquisition of Ciba to proceed after the statutory public comment period of 30 days. It…

On March 6, 2009, the Federal Trade Commission (“FTC”) ordered Whole Foods Market, Inc. (“Whole Foods”) to divest 32 Wild Oats Markets, Inc. (“Wild Oats”) stores and related assets, which will restore competition in 17 markets. Whole Foods is the largest premium natural and organic supermarket chain in the United States and Wild Oats is…

On February 26, 2009, the Federal Trade Commission (“FTC”) intervened in Lubrizol Corporation’s (“Lubrizol”) 2007 acquisition of oxidate assets from its rival The Lockhart Company (“Lockhart”). On February 7, 2007, Lubrizol signed an asset purchase agreement with Lockhart to purchase Lockhart’s oxidate assets. Oxidate assets are chemical additives that are used to make rust preventives.…

On February 20, 2009, JBS and National Beef announced the abandonment of the JBS/National Beef transaction. The Antitrust Division filed an antitrust lawsuit in the U.S. District Court in Chicago to block the proposed acquisition, alleging that the deal would result in lower prices paid to cattle suppliers and higher beef prices for consumers. At…

On January 29, 2009, Getinge AB (“Getinge”) settled charges with the Federal Trade Commission (“FTC”) in order for its $865 million acquisition of rival Datascope Corporation (“Datascope”) to proceed. The FTC believed that the proposed acquisition violated federal antitrust laws. Datascope is required to divest its endoscopic vessel harvesting (“EVH”) product line to an FTC…