Posted by : Matthew Wild | On : March 10, 2008

March 4, 2008. On July 10, 2007, Altivity Packaging LLC (“Altivity”) and Graphic Packaging International, Inc. (“Graphic”) announced their plans to merge in a transaction valued at $1.75 billion. Altivity and Graphic are the first and fourth largest manufacturers (respectively) of coated recycled boxboard (“CRB”) in the United States and Canada. Post-merger, the combined firm would control 42% of the CRB supply in North America. CRB is used to make products such as cereal boxes. The Antitrust Division also alleged high barriers to entry and expansion. Accordingly, the Antitrust Division required the parties to divest 11% of their capacity to a new entrant. The Antitrust Division was satisfied that such a divestiture would replace any loss in competition resulting from the merger. The DOJ Press Release and Competitive Impact Statement are attached.  DOJ Press Release (Altivity); Competitive Impact Statement (Altivity)  This has been a very active day for the Antitrust Division. Earlier in the day, the Antitrust Division challenged the Cookson/Foseco transaction.



Posted by : Matthew Wild | On : February 28, 2008

February 13, 2008.  On November 16, 2006, Bain Capital and Thomas H. Lee Partners (“THL”) entered into an agreement to purchase a 70% interest in Clear Channel Communications for $28 billion.  By the time that the transaction was scheduled to close, Bain and THL also would have passive equity interests in two competing radio operators – Cumulus Media Partners (“CMP”) and Univision Communications.  Notwithstanding that the equity interests would be passive and with respect to Univision would be only 14%, the Antitrust Division alleged that the overlap between these competitors would result in higher prices for radio advertising and Spanish-language radio advertising in the geographic markets in which they compete.  Accordingly, the Antitrust Division conditioned approval of the transaction on divestiture of the competing assets.  Attached is a more in depth discussion of the transaction and Antitrust Division’s competitive concerns.  Discussion(Bain&THL/Clear Channel)  The DOJ Press Release and Competitive Impact Statement also are attached.  DOJ Press Release (Clear Channel)Competitive Impact Statement (Clear Channel)



Posted by : Matthew Wild | On : February 21, 2008

February 19, 2008.  The Antitrust Division conditioned approval of Thomson Corporation’s $17 billion acquisition of Reuters Group PLC on divestitures of financial datasets and licensing of related intellectual property.  Thomson and Reuters compete head-to-head in providing three types of financial data used by investment professional to make investment decision.  The Antitrust Division analyzed three relevant product markets — fundamentals data, earning estimates data and aftermarket research reports.  The parties combined market shares post-merger would have been more than 50 percent and up to 90 percent.  The Antitrust Division required Thomson to sell the relevant datasets and license its relevant intellectual property to a suitable buyer.  The consent agreement contains a hold separate provision but did not require the parties to “fix-it-first.”  The DOJ and EU Competition Commission cooperated in their investigations.  The EU required different remedies that had no bearing in the U.S.   Attached are the Antitrust Division’s press release and Competitive Impact Statement. DOJ Press Release (Thomson) Competitive Impact Statement (Thomson)