US, Illinois, Iowa and Missouri v. Tyson Foods, No. 1:14-cv-01474, D.D.C. Aug. 27, 2014)
USDOJ and three states challenged the acquisition of Hilshire by Tyson. According to the complaint, Tyson and Hillshire compete against each other and against others to
procure sows from farmers in the United States. Tyson’s proposed acquisition of Hillshire would eliminate head-to head
competition between the companies and create a firm that would account for over a
third of all sows purchased from farmers in the United States. the merging parties agreed to divest all the assets of Heinold Hog Markets, including 8 buying stations, to a purchaser approved by USDOJ, after consultation with the states.
U.S. and State of Texas v. Martin Marietta Materials, Inc.
USDOJ and State of Texas challenged the acquisition of Texas Industries by Martin Marietta Materials on the grounds that the proposed merger would have likely resulted in increased prices for customers handling Texas Department of Transportation projects in parts of the Dallas metropolitan area. The
Texas Department of Transportation sets specifications for the type of aggregate approved for use in those projects. In Dallas County and parts of the surrounding area,
Martin Marietta and Texas Industries are two of the only three suppliers of Texas Department of Transportation-approved aggregate. Under the terms of the proposed consent decree, Martin Marietta must divest its North Troy aggregate quarry in Mill Creek, Oklahoma, its rail yard in Dallas, and its rail yard in Frisco, Texas. All of these assets
predominantly serve parts of the Dallas metropolitan area. Under the proposed settlement, USDOJ Antitrust Division, after consultation with Texas, must approve the buyer of the divested assets.
United States and Texas v. Cinemark Holdings et al., No. 13-727 (D.D.C. 2013)
United States and Texas challenged $220 million acquisition by Cinemark of Rave Holdings. Cinemark is the third-biggest movie chain in the U.S., with 298 theaters in 39 states. Rave Holdings owns 35 theaters in 12 states and specializes in digital and 3-D presentations, According to the complaint, the proposed acquisition would reduce competition in the Voorhees-Somerdale area of New Jersey and the eastern section of Louisville, where Cinemark and Rave are each other’s chief competitors. Cinemark and Rave operate theaters in the western region of Fort Worth. In addition, if the acquisition were to go through as originally planned, the theaters would be less likely to improve or maintain the quality of their sound systems, screens, and food and drinks. Cinemark agreed to divest Movie Tavern Inc. — a Dallas company operating 16 theaters in Fort Worth and Denton, Texas — and three additional Texas theaters to settle the suit.
Florida v. NSK Ltd.
State alleged price-fixing in the market for automotive ball bearings, including bearings used throughout the automobile, from 2000 to the present. The defendants control 75 percent of the market, and entry is not easy. Several of the defendants entered guilty pleas to criminal charges brought by USDOJ.
In the Matter of Aggregate Industries, PLC, No. 02-3947 (Mass. Super. Ct. Suffolk Cty., Sept. 6, 2002)
USDOJ and plaintiff state challenged acquisition by British aggregate company of a local aggregate company with concrete plants serving eastern Massachusetts and New Hampshirealleging that the acquisition would reduce the number of ready-mix concrete suppliers able to service large construction projects in northern metropolitan Boston from three to two. In northern metropolitan Boston, Aggregate Industries and Wakefield often were each other’s most significant competitor. Aggregate Industries was required to divest the Wakefield facility to a third-party buyer. The state entered into an Assurance of Discontinuance with Aggregate Industries requiring it to relinquish a lease on another concrete plant in central Massachusetts.
U.S. and Plaintiff States v. US Airways Group et al., No. 1:13-CV-01236 (D.D.C. Aug. 13, 2013)
US DOJ and plaintiff states filed a complaint in federal court challenging the proposed merger between American Airlines and U.S. Airways. The complaint alleged the proposed merger would result in decreased competition, higher airfares and fees, reduced service and downgraded amenities. The dollar impact nationwide could exceed $100 million a year. The merger would make a combined U.S. Airways/American Airlines the largest worldwide carrier and reduce the number of the larger “legacy” airlines from four to three – U.S. Airways/American, United/Continental and Delta/Northwest – and the number of major airlines from five to four. If the merger were approved, the three remaining legacy airlines combined with Southwest Airlines would account for more than 80 percent of domestic travel. American Airlines is U.S. Airways’ chief competitor in the marketplace, meaning that the merger will likely only serve to increase fares and fees. Texas settled its case, entering into an agreement under which the merged airlines would maintain their operations at Texas airports, maintain DFW as a hub, and maintain its corporate headquarters in the Dallas area. DOJ and the remaining states reached settlements with the merging parties. The settlement requires US Airways and American to divest or transfer to low cost carrier purchasers approved by the department: 1) All 104 air carrier slots (i.e. slots not reserved for use only by smaller, commuter planes) at Reagan National and rights and interest in other facilities at the airport necessary to support the use of the slots; 2) Thirty-four slots at LaGuardia and rights and interest in other facilities at the airport necessary to support the use of the slots; and 3) Rights and interests to two airport gates and associated ground facilities at each of Boston Logan, Chicago O’Hare, Dallas Love Field, Los Angeles International and Miami International. The settlement reached by the states requires maintenance of existing hubs in those states, consistent with their historical operations, for three years, and continued daily service for five years to each airport in the affected states that American and US Airways serviced at the time of filing.
U.S. and Vermont v. Verizon Communications, No. 1:08-cv-993-EGS (D.D.C. June 10, 2008
Vermont and the U.S. Department of Justice filed a complaint against Verizon and Rural Cellular Corp., challenging the merger of the two companies’ cellular services. The state and DOJ settled, requiring that the merged company sell all overlapping assets in Vermont.
U.S. and Kentucky v. Dairy Farmers of America, No. 6:03-206-KSF (E.D.Ky. 2007)
DOJ and Kentucky alleged that the acquisition by Dairy Farmers of American (DFA) of Southern Belle Dairy would substantially lessen competition for the sale of milk sold to schools in one hundred school districts in eastern Kentucky and Tennessee. The District Court granted summary judgment to DFA and Southern Belle. The government appealed, and the Court of Appeals reversed the grant of summary judgment as to DFA and remanded the case for trial. The Court of Appeals affirmed the dismissal of Southern Belle, leaving DFA as the only defendant. The parties then reached a settlement requiring DFA to divest its interest in Southern Belle and use its best efforts to require its partner, the Allen Family Limited Partnership (“AFLP”), to also divest its interest in Southern Belle. to Prairie Farms Dairy, Inc.
State of Florida et al. v. Hitachi-LG Data Storage Inc. et al., No.3:13-cv-01877
After Hitachi-LG Data Storage, Inc. was charged with a 15-count felony charge by the United States Department of Justice, pleaded guilty to bid-rigging and price-fixing of Optical Disc Drives (ODDs) and paid a $21.1 million criminal fine, Florida filed suit. The suit alleged that Hitachi-LG Data Storage, Inc. and its subsidiary, Hitachi-LG Data Storage Korea, Inc., participated in meetings, discussions, and communications to share competitively sensitive information, in order to rig bids for ODDs sold to Dell Inc., Hewlett-Packard Company, and Microsoft Corporation. The state is seeking equitable relief, damages, and civil penalties for Florida consumers, businesses, and governmental entities.
United States and New York v. Twin America LLC et al., No. 12CV8989 (S.D.N.Y. Dec. 11, 2012)
The state and USDOJ filed a joint complaint alleging violations of the Sherman and Clayton Acts as well as the Donnelly Act and New York Executive Law. The complaint alleged that the parties had entered into an illegal joint venture which created a monopoly in the “hop-on, hop-off” bus tours in New York City. The settlement reached by the parties requires the defendants to relinquish approximately fifty bus stops across Manhattan controlled by City Sightsand to disgorge $7.5 million in profits they obtained from the operation of their illegal joint venture, and as a result of their several year effort to forestall antitrust enforcement. The New York Attorney General and the United States determined that disgorgement was particularly appropriate on the facts of this case, a consummated merger involving an anticompetitive price increase and deliberate attempts to evade antitrust enforcement.
