Dale Collins
Georgetown University Law Center

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Home page
Topical index
Case studies index

13. Merger review and settlement

15. Merger risk assessment

Reading and class notes
Merger enforcement statistics and reports
AB Inbev/Grupo Modelo
AT&T/T-Mobile
FTC Section 13(b) merger litigation
FTC administrative merger litigation
Private merger litigation
"Litigating the fix"
Reference materials
Case studies

Supplemental Materials

Unit 14 reading (survey class) (2017)

Merger enforcement statistics

± FTC Competition Enforcement Database

± DOJ Merger Enforcement web page

Fed. Trade Comm'n, Horizontal Merger Investigation Data, Fiscal Years 1996-2011 (Jan. 2013)

Fed. Trade Comm'n, Administrative Litigation Following the Denial of a Preliminary Injunction: Policy Statement, 60 Fed. Reg. 39,741 (Aug. 3, 1995)

Fed. Trade Comm'n, Protocol for Coordination in Merger Investigations between the Federal Enforcement Agencies and State Attorneys General (1998).

HSR Annual Reports

Fed. Trade Comm'n & U.S. Dep't of Justice, Hart-Scott-Rodino Annual Report Fiscal Year 2012
Fed. Trade Comm'n & U.S. Dep't of Justice, Hart-Scott-Rodino Annual Report Fiscal Year 2011
Fed. Trade Comm'n & U.S. Dep't of Justice, Hart-Scott-Rodino Annual Report Fiscal Year 2010
Fed. Trade Comm'n & U.S. Dep't of Justice, Hart-Scott-Rodino Annual Report Fiscal Year 2009
Fed. Trade Comm'n & U.S. Dep't of Justice, Hart-Scott-Rodino Annual Report Fiscal Year 2008

± Previous HSR Annual Reports

DOJ Merger Litigation

AB Inbev/Grupo Modelo (DOJ 2013)

Transaction Agreement by and among Grupo Modelo, S.A.B. de C.V., Diblo, S.A. de C.V., Anheuser-Busch InBEV SA/NV, Anheuser-Busch International Holdings, Inc., and Anheuser-Busch México Holding, S. de R.L. de C.V. (dated as of June 28, 2012)

Anheuser-Busch InBev, , Investor Presentation (June 29, 2012)

Docket sheet (downloaded Nov. 16, 2013) (closed Apr. 9, 2013)

± DOJ web page

See American Antitrust Institute, Halting Beer’s March to Monopoly: The Likely Anticompetitive Effects of Anheuser-Busch Inbev’s Proposed Acquisition of Grupo Modelo (Nov. 2012)

Bernard Ascher, Global Beer: The Road To Monopoly (American Antitrust Institute 2012)

Statement of Points and Authorities in Support of Constellation Brands, Inc.'s and Crown Imports LLC's Motion to Intervene (Feb. 7, 2013)

Memorandum in Support of Constellation Brands, Inc.’s and Crown Imports LLC's Motion to Intervene (Feb. 8, 2013) (by ABI and Groupo Modelo)

ABI announcement of restructured transaction

See ± University of Oregon Investment Group, Constellation Brands (Apr. 26, 2013)

Motion to stay proceedings

DOJ consent settlement

Exhibits to the Proposed Final Judgment

Exhibit A: Stock Purchase Agreement Between Anheuser-Busch InBEV SA/NV and Constellation Brands, Inc. (Apr. 24, 2013) (redacted)
Exhibit B:
Exhibit C:
Exhibit D: Filed under seal
Notice Regarding Filing of Sealed Material (Apr. 19, 2013)

Memorandum of Points and Authorities in Support of Unopposed Motion to Approve the Appointment of William E. Berlin as Monitoring Trustee (June 21, 2013)

Declaration of Michelle R. Seltzer (June 21, 2013)

Exhibit A of Declaration of Michelle R. Seltzer (June 21, 2013)

United States's Unopposed Motion and Supporting Memorandum for Authorization to Excuse Federal Register Publication of Comments and Attachments (Aug. 1, 2013)

Order (Aug. 5, 2013) (granting motion)

See Edstrom v. Anheuser-Busch InBEV SA/NV, No. 3:13-cv-01309-MMC (N.D. Cal. Mar. 22, 2013)

± Orley C. Ashenfelter, Daniel Hosken & Matthew C. Weinberg, Efficiencies Brewed: Pricing and Consolidation in the U.S. Beer Industry ( Aug. 14, 2013) (analyzing the merger of SABMiller and Molson Coors in the United States).

United States v. SBC Commc'ns, Inc., No. 05-2102 (EGS) (D.D.C. 2007) (reported at 489 F. Supp. 2d 1)

AT&T/T-Mobile

Stock Purchase Agreement by and between Deutsche Telekom AG and At&T Inc. (dated as of March 20, 2011)

Maureen K. Ohlhausen, Comm'nr, Fed. Trade Comm'n, A SMARTER Section 5, Remarks Before the U.S. Chamber of Commerce, Washington, D.C. (Sept. 25, 2015).

Senate Judiciary Hearings (Oct. 7, 2015)

Prepared Statement of the Federal Trade Commission Before the United States Senate Committee on the Judiciary
Subcommittee on Antitrust, Competition Policy and Consumer Rights on S. 2102, The “Standard Merger and Acquisition Reviews Through Equal Rules Act of 2015,” Washington, D.C. (Oct.. 7, 2015).

Prepared Statement of Deborah A. Garza
Prepared Statement of David A. Clanton
Prepared Statement of Abbott B. Lipsky, Jr.
Prepared Statement of Jonathan M. Jacobson

Letter to the Subcommittee on Regulatory Reform, Commercial and Antitrust Law from the American Antitrust Institute (Apr. 9, 2014)

Hearing Before the United States House of Representatives Committee on the Judiciary Subcommittee on Regulatory Reform, Commercial and Antitrust Law Hearing on the “Standard Merger And Acquisition Reviews Through Equal Rules (Smarter) Act of 2014" (Apr. 3, 2014)

Prepared Statement of Deborah A. Garza
Prepared States of John B. Kirkwood
Prepared Statement of Abbott B. Lipsky, Jr.
Prepared Statement of Richard G. Parker

Other commentary

± American Antitrust Institute, Antitrust Enforcement Data Shows SMARTER Act Is Not So Smart (not dated)

FTC Administrative Merger Trials

In re Dun & Bradstreet Corp.

Motion of Respondent Dun & Bradstreet regarding Complaint Counsel's Preliminary Witness List (July 1, 2010)

Complaint Counsel's Opposition to Respondent's Motion Regarding Complaint Counsel's Preliminary Witness List (July 9, 2010)

Administrative Law Judge’s Order Denying Respondent's Motion to Require Amended Preliminary Witness List (July 15, 2010)

Agreement Containing Consent Order (Sept. 10, 2010)

± News Release (Sept. 10, 2010)

Decision and Order (Sept. 10, 2010) [Redacted Public Record Version]

Appendix C: Monitor Agreement (Sept. 10, 2010) [Redacted Public Record Version]

NB: Rather than first accept the consent decree provisionally, open the proceeding for public comments, and then have a second vote after any public comments have been reviewed, the Commission accepted the consent decree as final in its first vote.

Analysis of Agreement Containing Consent Order to Aid Public Comment (Sept. 10, 2010)

Federal Register Notice, 75 Fed. Reg. 57272 (Sept. 20, 2010)

J. Thomas Rosch, Comm'r, Fed. Trade Comm'n, Three Questions About Part Three: Administrative Proceedings at the FTC, Remarks Before the American Bar Association Section of Antitrust Law Fall Forum, Washington, D.C. (Nov. 8, 2012).

± D. Bruce Hoffman & M. Sean Royall, Administrative Litigation at the FTC: Past, Present, and Future, 71 Antitrust L.J. 319 (2003).

± Richard A. Posner, The Federal Trade Commission, 37 U. Chi. L. Rev. 47 (1969).

Agreement and Plan of Merger among UAL Corporation, Continental Airlines, Inc., and JT Merger Sub Inc. (Oct. 2, 2010)

Case No. COMP/M.5889, United Airlines/Continental Airlines, Commission decision of July 27, 2010 (declaring the concentration to be compatible with the common market)

Private complaint/answers

Docket sheet (downloaded Mar. 8, 2014)

Answer of Defendant UAL Corp. (Aug. 5, 2010)
Answer of Defendant Continental Airlines, Inc. (Aug. 5, 2010)

Scheduling Order (Aug. 10, 2010)

Discovery Order (Aug. 11, 2010)

Notice of Motion and Motion for Preliminary Injunction (Aug. 9, 2010)

Plaintiffs’ Memorandum of Points and Authorities in Support of Motion for Preliminary Injunction (Aug. 24, 2010) (redacted)

Rebuttal Report of Darren Bush (Aug. 26, 29010) (redacted)
Deposition designations (Darren Bush) (filed Aug. 24, 2010)

Defendants’ Joint Memorandum of Law in Opposition to Plaintiffs’ Motion for a Preliminary Injunction (Aug. 24, 2010) (redacted)

Testimony of Daniel Rubinfeld (Aug. 24, 2010) (Appendices A-D) (Exhibits 1-36)

Plaintiffs's Reply Memorandum of Points and Authorities in Support of Motion for Preliminary Injunction (Aug. 29, 2010) (redacted)

Plaintiffs’ Post-Hearing Memorandum (Sept. 13, 2010)

Defendants’ Post-Hearing Memorandum in Opposition to Plaintiffs’ Motion for a Preliminary Injunction (Sept. 13, 2010)

Defendants' Proposed Findings of Fact (Sept. 13, 2010)

Docket sheet (downloaded Oct. 3, 2013)

Emergency Motion for Injunction Pending Appeal Seeking Temporary "Hold Separate" Order (Oct. 1, 2010)

Defendants-Appellees’ Joint Motion to Dismiss Appeal and Opposition to Plaintiffs-Appellants’ Emergency Motion for Injunction Pending Appeal (Oct. 5, 2013)

Plaintiffs-Appellants’ Opposition to Defendants-Appellees’ Motion to Dismiss and Reply in Support of Emergency Motion for Injunction Pending Appeal (Oct. 6, 2010)

Order (Oct. 6, 2010) (denying motion)

Appellants’ Opening Brief (Oct. 29, 2013)

Defendants-Appellees’ Answering Brief (Dec. 10, 2013)

Appellants’ Reply Brief (Jan. 1, 2011)

Docket sheet (downloaded Oct. 3, 2013)

Petition for a writ of certiorari filed. (Oct 21, 2011)

Waiver of right of respondents UAL Corporation, et al. to respond filed (Nov 11, 2011)

Petition DENIED (Dec 12, 2011)

Amended complaint

Notice of Motion and Motion (Aug. 22, 2011) (to amend complaint to add damages count)

[Proposed] First Amended Complaint for Damages and Injunctive Relief Against Violations of Section 7 of the Clayton Antitrust Act (marked for changes)

Defendants’ Memorandum in Opposition to Plaintiffs’ Motion for Leave to File Amended Complaint to Add Damages Claim (Sept. 20, 2011)

Plaintiffs’ Reply to Defendants’ Memorandum in Opposition to Motion for Leave to File Amended Complaint to Add Damages Claim (Oct. 4, 2011)

Order Granting Plaintiffs’ Motion for Leave to Amend (Oct. 24, 2011)

Motion to dismiss

Defendants’ Notice of Motion and Motion to Dismiss First Amended Complaint Pursuant to Fed. R. Civ. P. 12(B)(6); Memorandum of Points and Authorities (Nov. 16, 2011)

Plaintiffs’ Opposition to Defendants’ Motion to Dismiss First Amended Complaint (Dec. 6, 2011)

Reply Memorandum in Support of Defendants’ Motion to Dismiss First Amended Complaint (Dec. 15, 2011)

Merits appeal

Docket sheet (No. 12-15182) (downloaded on Mar. 9, 2014)

Appellants’ Opening Brief (Aug. 1, 2012)

Defendants-Appellees’ Answering Brief (Sept. 14, 2012)

Appellants’ Reply Brief (Oct. 26, 2012)

Motion for rehearing

Appellants’ Petition for Rehearing with a Suggestion for Rehearing En Banc (Jan. 30, 2014)

Order (Feb. 28, 2014) (denying petition for rehearing with a suggestion for rehearing en banc)

Supreme Court cert petition

Motion in Limine by Plaintiff Federal Trade Commission to Exclude All Evidence and Argument on the Issue of Remedy (June 3, 2004)

Response of Amicus Curiae Peter Kiewit Sons', Inc. to Motion in Limine by Plaintiff Federal Trade Commission to Exclude All Evidence and Argument on the Issue of Remedy (June 9, 2004)

Plaintiff Federal Trade Commission's Memorandum in Reply to Defendants' Opposition to Plaintiff's Motion in Limlne (June 14, 2004)

For more on Arch Coal, see Case Studies.

FTC v. Libbey Inc., 211 F. Supp. 2d 34 (D.D.C. 2002).

Docket sheet (downloaded Dec. 3, 2013)

Complaint for Preliminary Injunction Pursuant to Section 13(B) of the Federal Trade Commission Act (Jan. 14, 2002)

Order (Apr. 3, 2002)

Memorandum of Law in Support of Defendants' Joint Motion to Vacate the Preliminary Injunction (____)

Plaintiff's Memorandum in Opposition To Defendants' Motion to Vacate this Court's Preliminary Injunction Order (May 13, 2002)

Order (May 20, 2002) (denying motion to vacate)

Order 2-3, United States v. Franklin Elec. Co., No. 00-C-0334-C, (W.D. Wis. July 19, 2000).

But cf. United States v. Dairy Farmers of Am., Inc., No. Civ.A. 03-206KSF, 2004 WL 2186215 (E.D. Ky. Aug. 31, 2004), rev’d 426 F.3d 850 (6th Cir. 2005).

Thomas J. Horton, Fixing Merger Litigation "Fixes": Reforming the Litigation of Proposed Merger Remedies under Section 7 of the Clayton Act, 55 S.D. L. Rev. 165 (2010).

± Darren S. Tucker, The Elephant in the Room: Litigating the Fix After Arch Coal and Dairy Farmers, Antitrust Source, January 2006, at 1.

D. Bruce Hoffman, Remedial Self-Help in Merger Litigation after Arch Coal, 19 Antitrust 32 (Spring 2005).

Reference Materials

Significant recent horizontal merger precedents

FTC v. CCC Holdings Inc., Civil Action No. 08-2043 (RMC) (D.D.C. Mar. 18, 2009) (reported as 605 F. Supp. 2d 26) (± FTC web page) (see case study)

Chicago Bridge & Iron Co. v. FTC, No. 05-60192 (5th Cir. 2008) (reported as 534 F.3d 410) (± FTC web page)

United States v. Oracle Corp., No C 04-0807 VRW ( (N.D. Ca. Sept. 9, 2004) (reported as 331 F. Supp. 2d 1098) (± DOJ web page)

See Case Studies for supplementary materials and commentary

± FTC v. H.J. Heinz Co., 246 F.3d 708 (D.C. Cir. 2001)

FTC v. Arch Coal, Inc., 329 F. Supp. 2d 109 (D.D.C. 2004) (FTC administrative proceedings)

See Case Studies for supplementary materials and commentary

FTC v. Staples, Inc., 970 F. Supp. 1066 (D.D.C. 1997)

See Case Studies for supplementary materials and commentary

± FTC v. Tenet Health Care Corp., 186 F.3d 1045 (8th Cir. 1999)

± United States v. Baker Hughes, Inc., 908 F.2d 981 (D.C. Cir. 1990)

± Hospital Corp. of Am. v. FTC, 807 F.2d 1381 (7th Cir. 1986)

Recent FTC horizontal merger challenges

± FTC Adjudicative Proceedings web page

Also look at the FTC's excellent ± Mergers Enforcement Database for links to all of the FTC merger actions since 1996.

FTC v. Laboratory Corp. of Am., No. 10-cv-01873-AG (C.D. Cal. Feb. 22, 2011) (denying preliminary injunction)

See Case Studies for supplementary materials and commentary

Private merger actions

± M. Sean Royall & Adam J. Vincenzo, When Mergers Become A Private Matter: An Updated Antitrust Primer, Antitrust, Vol. 26, No. 2, Spring 2012, at 41.

Joint ventures

United States v. Penn-Olin Chem. Co., 378 U.S. 158 (1964) (± Oyez)

Acquisitions of minority interests

United States v. E.I. duPont de Nemours & Co., 353 U.S. 586 (1957) (± Oyez)

Enforcement strategy

± Paul B. Hewitt & David E. Altschuler, The FTC’s New Merger Litigation Strategy: Lessons From History, Threshold, Fall 2009, at 59.

± J. Thomas Rosch, Comm'r, Fed. Trade Comm'n, Litigating Merger Challenges: Lessons Learned, Remarks Before the Bates White Fifth Annual Antitrust Conference, Washington, D.C. (June 2, 2008)

Preliminary injunctions

± Morton Denlow, The Motion for a Preliminary Injunction: Time for a Uniform Federal Standard, 22 Rev. Litig. 495 (2003)

Economics of preliminary injunctions

± Thomas D. Jeitschko & Byung-Cheol Kim, Signaling, Learning and Screening Prior to Trial: Informational Implications of Preliminary Injunctions (EAG 11-2, Feb. 2011)

"Litigating the fix"

± Darren S. Tucker, The Elephant in the Room: Litigating the Fix after Arch Coal and Dairy Farmers, Antitrust Source, Jan. 2006.

Treatment of confidential information

± U.S. Chamber of Commerce, The Treatment of Confidential Information in Competition/Antitrust Administrative Proceedings: A Practitioner’s Survey (Apr. 2014)

Failure to adequately defend

The Anthem-Cigna dispute

See Anthem/Cigna case materials

Anthem, Inc., Form 8-K (filed Jan. 19, 2017) (reporting that it delivered written notice to Cigna that Anthem has elected to extend the “Termination Date” (as defined in the Merger Agreement) through and including April 30, 2017)

Anthem, Inc., Press Release, Anthem Responds to U.S. District Court’s Decision on Acquisition of Cigna (Feb. 9, 2017)

Cigna Corporation, News Release, Cigna Terminates Merger Agreement with Anthem (Feb. 14, 2017)

Complaint, Cigna Corp. v. Anthem Inc., C.A. No. 2017-0109-JTL (Del. Ch. filed Feb. 17, 2017) (seeking payment of $1.85 billion antitrust reverse termination fee and damages for breach of contract)

Anthem, Inc., News Release, Anthem Files Suit Against Cigna Seeking a Temporary Restraining Order to Enjoin Cigna from Terminating the Merger Agreement, Specific Performance Compelling Cigna to Comply with the Merger Agreement and Damages (Feb. 15, 2017)

Complaint, Anthem, Inc. v. Cigna Corp., No. 2017-0114 (Del. Ch. filed Feb. 17, 2017) (seeking to enjoin Cigna's putative termination of the merger agreement)

Motion for Temporary Restraining Order (Feb. 14, 2017)

Order Granting Motion for Temporary Restraining Order (Feb. 15, 2017) (restraining Cigna from terminating merger agreement)

Teleconference Plaintiff's Motion for a Temporary Restraining Order and the Court's Ruling (Feb. 15, 2017)

Anthem, Inc., Form 8-K (May 12, 2017) (reporting on Anthem's termination of merger agreement)

Cigna Corporation's Pre-Trial Brief (Feb. 18, 2019)

Anthem's Pre-Trial Brief (Feb. 18, 2019)

Memorandum Opinion, In re Anthem-Cigna Merger Litig., C.A. No. 2017-0114-JTL (Del. Ch. Aug. 31, 2020) (unpublished) [reported at 2020 WL 5106556], summarily aff'd sub nom. Cigna Corp. v. Anthem, Inc., No. 364 (Del. May 3, 2021) (unpublished) [reported at 251 A.3d 1015]

Case Studies

Actions

FTC Section 13(b) Preliminary Injunction Actions

UnitedHealth/Amedisys (DOJ 2024)
Tempur Sealy/Mattress Firm (FTC 2024)
Tapestry/Capri (FTC 2024)
Kroger/Albertsons (FTC 2024)
Kroger/Albertsons (Colo. 2024)
Kroger/Albertsons (Wash. 2024)
Novant/CHS (FTC 2024)
U.S. Anesthesia Partners (FTC 2023)
U.S. Anesthesia Partners (private 2023)
IQVIA/Propel Media (FTC 2023)
Amgen/Horizon (FTC 2023)
Intercontinental/Black Knight (FTC 2023)
JetBlue/Spirit (DOJ 2023)
Kroger/Albertsons (state 2022—special dividend)
Assa Abloy/Spectrum Brands (DOJ 2022)
Booz Allen Hamilton/Everwatch (DOJ 2022)
Dale/Deutsche Telekom AG (private 2022)
Verzatec/Crane (DOJ 2022)
UnitedHealth/Change Healthcare (DOJ 2022)
Penguin Random House/Simon & Schuster (DOJ 2021)
U.S. Sugar/Imperial Sugar (DOJ 2021)
Nvidia/Arm (FTC 2021)
American/JetBlue (DOJ 2021)
Aon/Willis Tower Watson (DOJ 2021)
Illumina/GRAIL (FTC 2021)
Hackensack Meridian Health/Englewood Healthcare Foundation (FTC 2020)
P&G/Billie (FTC 2020)
Thomas Jefferson University/Albeit Einstein Healthcare Network (FTC 2020)
Peabody/Arch Coal (FTC 2020)
Evonik/PeroxyChem (FTC 2019)
Sabre/Farelogix (DOJ 2019)
Quad/Graphics/LSC Communications (DOJ 2019)
Optum/DaVita Medical Group (Colorado 2019)
T-Mobile/Sprint (States 2019)
PetIQ/VIP Petcare (private 2018)
Wilhelmsen Maritime Services/Drew Marine Group (FTC 2018)
Otto Bock/FIH (FTC 2017)
Sanford Health/Mid Dakota Clinic (FTC 2017)
Tronox/Cristal (FTC 2017)
DraftKings/FanDuel (FTC 2017)
Energy Solutions/Waste Control Specialists (DOJ 2016)
Deere/Precision Planting (DOJ 2016)
Anthem/Cigna (DOJ 2016)
Aetna/Humana (DOJ 2016)
Staples/Office Depot (FTC 2015)
United Continental/Delta (DOJ 2015)
Electrolux/GE (DOJ 2015)
Albertsons/Safeway (state 2015)
Pacific Seafood Group (Broadman) private 2015)
Verso Paper/Bucksport mill (private 2014)
AMR/USAir (DOJ/states 2013)
AMR/USAir (private 2013)
AB Inbev/Grupo Modelo (DOJ 2013)
AB Inbev/Grupo Modelo (private 2013)
Bazaarvoice/PowerReviews (DOJ 2013)
OSF/RMH (FTC 2011)
Twin America (DOJ/New York 2012)
Express Scripts/Medco Health Solutions (private action 2012)
FTC/St. Luke's (FTC 2013)
Saint Alphonsus/St. Luke's (private 2012)
Graco/Illinois Tool Works (FTC 2011)
HDD mergers (FTC, EC, China 2011)
AT&T/T-Mobile (DOJ 2011)
AT&T/T-Mobile (Sprint private action 2011)
H&R Block/TaxACT (DOJ 2011)
Phoebe Putney/Palmyra (FTC 2011)
ProMedica/St. Luke's Hosp. (FTC 2011)
Labcorp/Westcliff Med. Labs.(FTC 2011)
United/Continental (private action 2010)
Dun & Bradstreet/QED (FTC 2010)
Dean Foods (DOJ 2010)
Pfizer/Wyeth (private action 2010)
ES&S/Diebold (private action 2009)
Lundbeck/Abbott Labs (NeoProfen) (FTC 2008)
Whole Foods/Wild Oats Merger (FTC 2007)
Oracle/Peoplesoft (DOJ 2004)
Arch Coal/Triton (FTC 2004)
UPM/Raflatac (DOJ 2003)
EchoStar/DirecTV (DOJ 2002)
Heinz/Beechnut (FTC 2000)
Staples/Office Depot (FTC 1997)
Microsoft/Intuit (DOJ 1995)

± FTC merger enforcement press releases

Tapestry/Capri (FTC 2024)
Kroger/Albertsons (FTC 2024)
Novant/CHS (FTC 2024)
U.S. Anesthesia Partners (FTC 2023)
IQVIA/Propel Media (FTC 2023)
Amgen/Horizon (FTC 2023)
Intercontinental/Black Knight (FTC 2023)
Illumina/GRAIL (FTC 2021)
Hackensack Meridian Health/Englewood Healthcare Foundation (FTC 2020)
Thomas Jefferson University/Albeit Einstein Healthcare Network (FTC 2020)
Evonik/PeroxyChem (FTC 2019)
Wilhelmsen Maritime Services/Drew Marine Group (FTC 2018)
Sanford Health/Mid Dakota Clinic (FTC 2017)
Penn State Hershey Medical Center/ PinnacleHealth System (FTC 2016)
Staples/Office Depot (FTC 2015)
Advocate Health Care Network/NorthShore University HealthSystem (FTC 2015)
Steris/Synergy Health (FTC 2015)
Sysco/US Foods (FTC 2015)
Ardagh/Saint-Gobain (FTC 2013)
OSF/RMH (FTC 2011)
Staples/Office Depot (FTC 1997)

FTC Administrative Litigations

Intercontinental/Black Knights (FTC 2023)
Nvidia/Arm (FTC 2021)
Illumina/GRAIL (FTC 2021)
P&G/Billie (FTC 2020)
Peabody/Arch Coal (FTC 2020)
Edgewell/Harry's (FTC 2020)
Axon/VieVu (FTC 2020)
Ilumina/Pacific Biosciences (FTC 2019)
Otto Bock/FIH (FTC 2017)
Tronox/Cristal (FTC 2017)
Omnicare/PharMerica (FTC 2012)
ProMedica Health System (FTC 2011)
Polypore/Microporous (FTC 2008)

Chicago Bridge/ Pitt-Des Moines (FTC 2001)

Coca-Cola/Dr Pepper (FTC 1986)

State Merger Litigations

Kroger/Albertsons (Wash. 2024)
Kroger/Albertsons (state 2022)
Optum/DaVita Medical Group (Colorado 2019)
T-Mobile/Sprint (State 2019)
Valero/Plains all American Pipeline (Calif. 2017)
Albertsons/Safeway (state 2015)

Private actions

Dale/Deutsche Telekom AG (private 2022)
PetIQ/VIP Petcare (private 2018)
Steves & Sons/Jeld-Wen (private 2016)
Pacific Seafood Group/Ocean Gold (Broadman) (private 2015)
Verso Paper/Bucksport mill (private 2014)
AMR/USAir (private 2013)
Express Scripts/Medco Health Solutions (private action 2012)
Saint Alphonsus/St. Luke's (private 2012)
AT&T/T-Mobile (Sprint private action 2011)
United/Continental (private action 2010)
Pfizer/Wyeth (private action 2010)
ES&S/Diebold (private action 2009)

Terminated Transactions

Verzatec/Crane (DOJ 2022)
Cargotec/Konecranes (DOJ 2022) (EC enjoined)

HCA Healthcare/Steward Health Care System (FTC June 16, 2022)
RWJBarnabas Health/Saint Peter's Healthcare System (FTC June 14, 2022)

P&G/Billie (FTC 2020)
Edgewell/Harry's (FTC 2020)
Louisiana-Pacific/Ainsworth (DOJ 2014)
Jostens/American Achievement (FTC 2014)

UnitedHealth/Amedisys
(DOJ 2024)

The deal

Amedisys, Inc., Investor Presentation, Option Care Health and Amedisys to Combine Creating a Leading, Independent Platform for Home and Alternate Site Care (May 3, 2023)

Press Release, UnitedHealth Group, Optum Offers To Combine with Amedisys, Advancing Value-Based Care for Patients (June 5, 2023)
Press Release, Amedisys, Inc., Amedisys and Optum T Combine, Advancing Value-Based Care for Patients (June 5, 2023)

Agreement and Plan of Merger by and among Unitedhealth Group Incorporated, Aurora Holdings Merger Sub Inc., and Amedisys, Inc. Dated as of June 26, 2023

Amedisys, Inc., Form 8-K (June 28, 2024) (reporting on divestiture agreement to sell Amedisys centers to VitalCaring Group)

Press Relese, UnitedHealth Group, Optum Responds to Department of Justice Lawsuit (Nov. 12, 2024)

D. Md.

Complaint, United States v. UnitedHealth Group Inc., No. Case 1:24-cv-03267-JKB (D. Md. filed Nov. 12, 2024) (assigned to Judge James K. Bredar)

Appendix A - Non-Exhaustive List Of Defendants’ Locations In Presumptively Unlawful Home Health Markets
Appendix B – Non-Exhaustive List Of Defendants’ Locations In Presumptively Unlawful Hospice Markets
Appendix C – Non-Exhaustive List Of Defendants’ Locations In Presumptively Unlawful Labor Markets

Civil Cover Sheet
Summons In A Civil Action (UNC)
Summons In A Civil Action (Amedisys)

Press Release, U.S. Dep't of Justice, Justice Department Sues to Block UnitedHealth Group’s Acquisition of Home Health and Hospice Provider Amedisys (Nov. 12, 2024)

Docket sheet

Commentary

± Andrew Donlan, $5.4 Billion LHC Group-Optum Deal Closes, Home Health Care News.com (Feb. 22, 2023)

± Emily Olsen, UnitedHealth’s Optum Makes All-Cash Bid for Amedisys, HealthcareDive.com (June 6, 2023)

± Rebecca Pifer, UnitedHealth To Acquire Amedisys for $3.3B after Home Health Provider Reneges on Option Deal, HealthcareDive.com (June 26, 2023)

± Robert Holly, Optum Lures Amedisys Away From Option Care Health With $3.3B All-Cash Deal, Home Health Care News.com (June 26, 2023)

± Andrew Donlan, What Comes Next: Exploring Optum’s Decisive Play for Amedisys, Home Health Care News.com (July 6, 2023)

± Robert Holly, 4 New Insights on the Amedisys, Optum, Option Care Health Saga, Home Health Care News.com (Aug. 31, 2023)

± Rebecca Pifer, Warren, Jayapal Call for Closer Scrutiny of UnitedHealth-Amedisys Deal, HealthcareDive.com (Oct. 4, 2023)

± Andrew Donlan, Lawmakers Elizabeth Warren, Pramila Jayapal Urge DOJ To Further Scrutinize Optum-Amedisys Deal, Home Health Care News.com (Oct. 4, 2023)

± Joyce Famakinwa, 2023’s Hidden-Gem Stories: Home Health Struggles, Non-Compete Bans, An LHC Group-Amedisys Combination, Home Health Care News.com (Dec. 21, 2023)

± Andrew Donlan, Option Care Health Leaders: ‘We Learned A Lot’ from Failed Amedisys Acquisition, Home Health Care News.com (Jan. 10, 2024)

± Andrew Donlan, What the UnitedHealth Group Antitrust Investigation Means for Amedisys, Home Health Industry, Home Health Care News.com (Feb. 29, 2024)

± Andrew Donlan, DOJ Reportedly Considering Lawsuit To Block Optum-Amedisys Deal, Home Health Care News.com (Mar. 20, 2024)

± Robert Holly, Exploring What An Amedisys Divestment Strategy Could Look Like, Home Health Care News.com (Apr. 11, 2024)

± Andrew Donlan, What the Amedisys Divestment Snag Means for the Home Health Industry, Home Health Care News.com (June 5, 2024)

± Andrew Donlan, Amedisys To Divest Certain Home Health Locations to VitalCaring, Clearing Path for UnitedHealth Group Deal, Home Health Care News.com (June 28, 2024)

± Andrew Donlan, What an Amedisys-VitalCaring Deal Would Mean for Each Company, Home Health Care News.com (July 1, 2024)

± Rebecca Pifer, UnitedHealth, Amedisys Agree To Sell Clinics To Get Merger Across Finish Line, HealthcareDive.com (July 2, 2024)

± Audrie Martin, State Scrutiny of UnitedHealth Group-Amedisys Deal Pushes Timeline Back Further, Home Health Care News.com (Sept. 19, 2024)

± Rebecca Pifer, DOJ Sues To Block UnitedHealth’S $3.3B Buy of Home Health Firm Amedisys, HealthcareDive.com (Nov. 12, 2024)

Tempur Sealy/Mattress Firm
(FTC 2024) (vertical)

The deal

Press Release, Tempur Sealy International, Inc., Leading Global Bedding Company Tempur Sealy to Acquire Mattress Firm, the Nation’s Largest Mattress Specialty Retailer (May 9, 2023)

Agreement and Plan of Merger by and among Tempur Sealy International, Inc., Lima Holdings Corporation, Lima Deal Corporation LLC, Mattress Firm Group Inc. and Steenbok Newco 9 Limited, Solely in its Capacity as Stockholder Representative dated as of May 9, 2023

Investor Presentation: Tempur Sealy International (TPX) to Acquire Mattress Firm (May 9, 2023)

Transaction Infographic: Tempur Sealy To Acquire Mattress Firm (May 9, 2023)

Tempur Sealy and Mattress Firm: A History of Collaboration (May 9, 2023)

Tempur Sealy Press Kit

Mattress Firm Press Kit

Press Release, Tempur Sealy International, Inc., Tempur Sealy International Certifies Substantial Compliance with the Federal Trade Commission's Second Request (Nov. 20, 2023)

Press Release, Tempur Sealy International, Inc., Tempur Sealy Provides Update on Mattress Firm Acquisition (Mar. 12, 2024)

Press Release, Tempur Sealy International, Inc., Tempur Sealy International Issues Statement on U.S. Federal Trade Commission Challenge of Proposed Acquisition of Mattress Firm (July 2, 2024)

Press Release, Tempur Sealy International, Inc., Tempur Sealy Provides Update on Proposed Mattress Firm Acquisition (Sept. 23, 2024) (re divestiture)

Press Release, Tempur Sealy International, Inc., Tempur Sealy Files Case to Enjoin FTC's Administrative Merger Challenge (Oct. 4, 2023)

S.D. Tex.

Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. Tempur Sealy Int'l, Inc., No. 4:24-cv-02508 (S.D. Tex. filed July 2, 2024; redacted version filed aug. 14, 2024) (assigned to Judge Charles Eskridge)
Vertical acquisition. The FTC voted unanimously to block Tempur Sealy’s proposed $4 billion acquisition of Mattress Firm Group Inc.

Press Release, Fed. Trade Comm'n, FTC Moves to Block Tempur Sealy’s Acquisition of Mattress Firm (July 2, 2024)

Statement of Commissioner Melissa Holyoak (July 2, 2024)

Civil cover sheet
Docket sheet (downloaded Oct. 28, 2024)

Plaintiff Federal Trade Commission’s Unopposed Motion for Entry of Stipulated Temporary Restraining Order (July 2, 2024)

Exhibit A. [Proposed] Temporary Restraining Order (so ordered July 16, 2024)

Stipulated Protective Order Governing Confidential Material (July 16, 2024)

Joint Discovery and Case Management Plan (July 22, 2024)

Defendant Mattress Firm Group Inc.’s Answer and Defenses to Complaint for Temporary Restraining Order and Preliminary Injunction (July 23, 2024)

Defendant Tempur Sealy International’s Answer (July 23, 2024) (redacted)

Defendant Tempur Sealy International’s Motion To Seal Information in its Answer (July 23, 2024)

[Proposed] Order

Scheduling and Docket Control Order (July 26, 2024)

Minute Entry and Order (Aug. 19, 2024)

Scheduling and Docket Control Order (Aug. 21, 2024) (scheduling evidentiary hearing to begin on November 12, 2024--seven days set aside)

Minute Entry and Order (Aug. 30, 2024)

Minute Entry and Order (Oct. 4, 2024) (re filing of constitutional challenge)

Brief in Support of Motion for Preliminary Injunction (Oct. 4, 2024) (under seal)

Defendants’ Response to Plaintiff’s Motion for Preliminary Injunction (Oct. 25, 2024)

Notice of Request for Reassignment of Related Litigation to this Court (Oct. 9, 2024)

Hearing to start on November 12, 2024

ALJ

Complaint, Tempur Sealy Int'l, Inc., No. 9433 (filed July 2, 2024)

Respondent Tempur Sealy International’s Answer and Defenses (July 9, 2024)

Answer and Defenses of Respondent Mattress Firm Group Inc. (July 9, 2024)

Order Designating Administrative Law Judge (July 10, 2024) (designating D. Michael Chappell as ALJ)

Protective Order Governing Confidential Material (July 10, 2024)

Scheduling Order (July 19, 2024) (evidentiary hearing scheduled to begin December 4, 2024)

Order Reassigning Administrative Law Judge (Aug. 21, 2024) (designating Jay L. Himes as ALJ)

Respondents’ Corrected Motion To Continue Evidentiary Hearing (Oct. 3, 2024)

Complaint Counsel’s Response to Respondents’ Motion To Continue Evidentiary Hearing (Oct. 15, 2024)

Commentary

± Tatiana Walk-Morris, Tempur Sealy CEO ‘Confident’ in Acquiring Mattress Firm Despite FTC Challenge, RetailDive.com (Aug. 8, 2024)

± Sheila Long O’Mara, Court Docs Reveal Tempur Sealy Plan To ‘Block’ Competition with Mattress Firm Deal, FurnitureToday.com (Aug. 17, 2024)

± Daphne Howland, Tempur Sealy Agrees To Divest Roughly 175 Stores as FTC Case Looms, RetailDive.com (Sept. 23, 2024)

± Dean Seal, Tempur Sealy to Sell Sleep Outfitters, Mattress Firm Stores, Wall St. J. (Sept. 23, 2024)

+ Nate Delesline III, Tempur Sealy Sues FTC over Mattress Firm Acquisition Challenge, RetailDive.com (Oct. 8, 2024)

→  Case Studies

Tapestry/Capri
(FTC 2024)

The deal

SDNY

Complaint for a Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. Tapestry, Inc., Case No. 1:24-cv-03109 (S.D.N.Y. Aug. 23, 2024) (assigned to Judge Jennifer L. Rochon)

Press Release, Fed Trade Comm'n, FTC Moves to Block Tapestry’s Acquisition of Capri (Apr.22, 2024)

Docket sheet (downloaded Sept. 17, 2024)

[Proposed]Stipulated Temporary Restraining Order (Apr. 24, 2024)

Case Management and Scheduling Order (May 1, 2024) (setting evidentiary hearing to begin September 9, 2024)

[Proposed] Stipulated Protective Order (May 1, 2024)

Notice of Motion (May 3, 2024)

Defendants’ Memorandum of Law in Support of their Motion for a More Definite Statement or, in the Alternative,
To Require Plaintiff To Answer One Contention Interrogatory (May 3, 2024)

Stipulation and [Proposed] Order (May 6, 2024) (setting briefing deadlines)

Plaintiff Federal Trade Commission’s Memorandum of Law in Opposition to Defendants’ Motion for a More Definite Statement or, in the Alternative, To Require Plaintiff To Answer One Contention Interrogatory (May 8, 2024)

Defendants’ Reply in Further Support of their Motion for a More Definite Statement or, in the Alternative, To Require Plaintiff To Answer One Contention Interrogatory (May 10, 2024)

Oral argument transcript (May13, 2024) (remote conference)

Order (May 14, 2024) (denying motion at May 13 conference)

Defendant Tapestry, Inc.’s Answer and Defenses (May 16, 2024)
Capri Holdings Limited’s Answer to Plaintiff’s Complaint (May 16, 2024)

Notice of Motion for Preliminary Injunction (Aug. 6, 2024)

Plaintiff’s Memorandum of Law in Support of Motion for Preliminary Injunction (Aug. 6, 2024)

[Proposed] Order Granting Plaintiff Federal Trade Commission’s Motion for a Preliminary Injunction (Aug. 6, 2024)

Defendants Tapestry, Inc. & Capri Holdings Limited’s Opposition to the Federal Trade Commission’s Motion for Preliminary Injunction (Aug. 20, 2024)

Plaintiff’s Reply Memorandum of Law in Support of Motion for a Preliminary Injunction (Aug. 27, 2024)

Plaintiff’s Notice of Motion To Exclude Testimony of Karen Giberson (Aug. 26, 2024)

Plaintiff’smorandum of Law in Support of Motion To Exclude Testimony of Karen Giberson (Aug. 26, 2024)

Defendants Tapestry, Inc. & Capri Holdings Limited’s Opposition to the Federal Trade Commission’s Motion To Exclude Testimony of Karen Giberson (Aug. 30, 2024)

Order (Sept. 6, 2024) (Plaintiff's motion to exclude the testimony of Karen Giberson is DENIED)

Plaintiff’s Notice of Motion To Exclude Testimony of Jeff Gennette (Aug. 26, 2024)

Plaintiff’s Memorandum of Law in Support of Motion To Exclude Testimony of Jeff Gennette (Aug. 26, 2024)

Defendants Tapestry, Inc. & Capri Holdings Limited’s Memorandum in Opposition to the Federal Trade Commission’s Motion To Exclude Testimony of Jeff Gennette (Aug. 30, 2024)

Order (Sept. 6, 2024) (Plaintiff's motion to exclude the testimony of Jeff Gennette is DENIED)

Notice of Defendants Tapestry, Inc. & Capri Holdings Limited’s Motion To Exclude Dr. Loren Smith’s Opinions Regarding and Relying on his Diversion Analysis (Aug. 26, 2024)

Defendants Tapestry, Inc. & Capri Holdings Limited’s Memorandum in Support of Motion To Exclude Dr. Loren Smith’s Opinions Regarding and Relying on his Diversion Analysis (Aug. 26, 2024)

Plaintiff’s Memorandum in Opposition to Defendants’ Motion To Exclude Testimony of Dr. Loren Smith (Aug. 30, 2024) (redacted)

Order (Sept. 6, 2024) (Defendants' motion to exclude Dr. Loren Smith's opinions regarding and relying upon his diversion analysis is DENIED)

Plaintiff Federal Trade Commission’s Pre-Hearing Proposed Findings of Fact and Conclusions of Law (Aug. 30, 2024) [ECF No. 286]
Defendants Tapestry, Inc. & Capri Holdings Limited’s Proposed Findings of Fact & Conclusions of Law (Aug. 30, 2024)

Case Management Conference (Sept. 6, 2024)

Evidentiary hearing

Day 1 (September 10, 2024)
Day 2 (September 11, 2024)
Day 3 (September 12, 2024)
Day 4 (September 13, 2024)
Day 5 (September 16, 2024)
Day 6 (September 17, 2024)
Day 7 (September 20, 2024)--Closing arguments

Defendants Tapestry, Inc. & Capri Holdings Limited’s Proposed Findings of Fact & Conclusions of Law (Sept. 24, 2024)
Plaintiff Federal Trade Commission’s Post-Hearing Proposed Findings of Fact and Conclusions of Law (Sept. 24,, 2024)

Opinion and Order, FTC v. Tapestry, Inc., Case No. 1:24-cv-03109 (S.D.N.Y. Oct. 24, 2024) (granting FTC's motion for a preliminary injunction)

Notice of Interlocutory Appeal (Oct. 28, 2024)

ALJ

Complaint, In re Tapestry, Inc., No. 9429 (F.T.C. issued Apr. 22, 2024) (5-0)
Section 7 and Section 5. The complaint alleges that Tapestry, Inc.’s $8.5 billion acquisition of Capri Holdings Limited would combine three close competitors: Tapestry’s Coach and Kate Spade brands and Capri’s Michael Kors brand. The complaint advances three separate theories of anticompetitive harm: (1) eliminates of direct head-to-head competition between Coach, Kate Spade, and Michael Kors, (2) results in a significant increase in concentration and give Tapestry a dominant share in the “accessible luxury” handbag market, and (3) continues Tapestry's decade-long M&A strategy through serial acquisitions intended to "entrench Tapestry as the dominant player in 'accessible luxury' handbags and make it harder for new brands to both enter and have a meaningful presence." The complaint alleges that, if the acuisition is consummated, "consumers will lose the benefit of head-to-head competition on price, discounts and promotions, innovation, design, marketing, and employee wages and workplace benefits." Commissioner Melissa Holyoak voted yes because she has reason to believe that the merger will eliminate substantial head-to-head competition between the parties (apparently rejecting the second and third theories).

Press Release, Fed. Trade Comm'n, FTC Moves to Block Tapestry’s Acquisition of Capri (Apr. 22, 2023)

Commentary

→  Case Studies

Fubo/Walt Disney
(Private 2024)
Joint venture

Kroger/Albertsons
(FTC 2024)

The deal

Kroger Co. & Albertsons Cos., Kroger’s Plan to Lower Prices at Albertsons Stores Follows 20-Year Track Record of Providing Great Value to Customers (Feb. 2024)

Press Release, Kroger Co., Kroger, Albertsons Companies and C&S Wholesale Grocers, LLC Announce an Updated and Expanded Divestiture Plan (Apr. 22, 2024)

± Kroger Albertsons web web page

D. Oregon

Complaint for Temporary Restraining Order and Injunctive Relief, FTC v. Kroger Co., No. 3:24-cv-00347 (D. Or. filed Feb. 26, 2024) (assigned to Judge Adrienne Nelson)

Refiled Complaint (Apr. 9, 2024)

Docket sheet (downloaded Aug. 23, 2024)

Note: For Kroger's constitutional challenge to the FTC, see here

Civil Case Assignment Order (Feb. 26, 2024)

Plaintiff Federal Trade Commission’s Unopposed Motion for Entry of Stipulated Temporary Restraining Order (Feb. 26, 2024)

Stipulated Temporary Restraining Order (Feb. 26, 2024) (so ordered Feb. 27, 2024)

Status conference (transcript) (Mar. 11, 2024)

Order on Motion for Extension of Time (Mar. 18, 2024) (unopposed motion by the FTC granted: plaintiffs to file their combined opening brief in support of preliminary injunction, not to exceed 50 pages, on or before July 24, 2024; defendants to file their combined opposition brief, not to exceed 50 pages, on or before August 9, 2024; plaintiffs to file their combined reply brief, not to exceed 35 pages, on or before August 19, 2024).

Stipulation Regarding Commencement of Discovery (Mar. 20, 2024)

Case Management and Scheduling Order (Apr. 12, 2024) (scheduling evidntiary hearing to begin on August 26, 2024)

Defendant The Kroger Company’s Answer and Affirmative Defenses (Apr. 29, 2024)
Defendant Albertsons Companies, Inc.’s Answer and Affirmative Defenses to Complaint (Apr. 29, 2024)

Stipulated Protective Order (Apr. 29, 2024)

Defendants The Kroger Company’s and Albertsons Companies, Inc.’s Motion To Compel (May 19, 2024)

Declaration of Luna N. Barrington in Support of Defendants The Kroger Company’s and Albertsons Companies, Inc.’s Motion To Compel (May 19, 2024)

Exhibit 1. Defendants’ First Set of Interrogatories to Plaintiffs (served Apr. 26, 2024)
Exhibit 2. Excerpts from Plaintiffs’ Objections and Responses to Defendants’ First Set of Interrogatories (served May 10, 2024)
Exhibit 3. Excerpts from the transcript of a hearing in FTC v. Tapestry Inc., Case No. 24-cv-3109 (S,D,N.Y. May 13, 2024)

Plaintiffs' Response to Defendants' Motion to Compel (May 23, 2024) (filed under seal)

Stipulation and Order Governing Remote Depositions (May 30, 2024)

Stipulation and Order Governing Expert Tutorial (July 23, 2024)

"Economics Conference" (July 26, 2024) (economics tutorial presented by the parties to the court: Nicholas Hill for the FTC; Mark Israel for the merging parties)

Plaintiffs’ Memoranudm of Law in Support of Plaintiffs’ Preliminary Injunction Motion (filed July 26, 2024; redacted version July 30, 2024)

Defendants The Kroger Company's and Albertsons Companies, Inc.’s Response to Plaintiffs’ Motion for a Preliminary Injunction (Aug. 12, 2024) (redacted public version)

Plaintiffs’ Motion To Strike Untimely and Improper Reports of Dr. Mark Israel (Aug. 2, 2024)

Defendants’ Opposition to Plaintiffs’ Motion To Strike (Aug. 5, 2024)

[Proposed] Order Denying Plaintiffs’ Motion To Strike (Aug. 6, 2024)

Order (Aug. 24, 2024) (denying motion to strikebut granting leave for Dr. Hill to produce a surreply)

Unopposed Motion for Leave To Appear as Amicus Curiae (Aug. 2, 2024)

Proposed Brief of Amici Curiae Members of Congress in Support of Plaintiffs’ Motion for Preliminary Injunction (Aug. 2, 2024)

Joint List of Stipulations and Issues for Status Conference (Aug. 6, 2024)

[Proposed] Order Regarding Pre-Hearing Stipulations (Aug. 9, 2024)

Order Regarding Pre-Hearing Stipulations (Aug. 16, 2024)

Unopposed Motion for Leave to State of Maryland, File Brief As Amici Curiae (Aug. 14, 2024) (for leave to file the accompanying Brief of Amici Curiae, in which the States of Alabama, Georgia, and Iowa join, in support of defendants’ opposition to plaintiffs’ motion for preliminary injunction)

[Proposed] Brief of Amici Curiae the States Of Ohio, Alabama, Georgia, and Iowa in Support of Defendants’ Opposition to Plaintiffs’ Motion for Preliminary Injunction (Aug. 14, 2024)

Defendants’ Motion To Partially Exclude the Testimony of Dr. Nicholas Hill (Aug. 14, 2024) (redacted public version)

Declaration of Sonia Pfaffenroth in Support of Defendants’ Motion To Partially Exclude the Expert Testimony of Nicholas Hill (Aug. 14, 2024) (redacted)

Exhibit 1. Excerpts of the Expert Report of Nicholas Hill, dated June 18, 2024 (filed under seal)
Exhibit 2. Excerpts of the Expert Rebuttal Report of Nicholas Hill, dated July 12, 2024 (filed under seal)
Exhibit 3. Excerpts of the Expert Report of Daniel Galante, dated July 1, 2024 (filed under seal)

Plaintiffs' Opposition to Defendants' Motion to Partially Exclude the Testimony of Dr. Nicholas Hill (Aug. 21, 2024) [ECF No. 336]

Opinion and Order (Aug. 25, 2024) (pretrial order denying motion to exclude)

Defendants’ Motion To Partially Exclude the Expert Testimony of Aaron Yeater (Aug. 14, 2024) (redacted public version)

Plaintiffs' Opposition to Defendants' Motion to Partially Exclude the Testimony of Aaron Yeater (Aug. 21, 2024) [ECF No. 342]

Opinion and Order (Aug. 25, 2024) (pretrial order denying motion to exclude)

Defendants’ Motion To Exclude the Testimony of Dr. Edward Fox (Aug. 14, 2024)

Plaintiffs' Opposition to Defendants' Motion to Exclude the Testimony of Dr. Edward Fox (Aug. 21, 2024) [ECF No. 338]

Opinion and Order (Aug. 25, 2024) (pretrial order denying motion to exclude) (so ordered Aug. 28, 2024)

Plaintiffs’ Brief Regarding Admissibility of Documents and Testimony (Aug. 16, 2024)

Proposed Order

Defendants’ Position on the Scope of the Record for Preliminary Injunction Hearing (Aug. 16. 2024)

Stipulation and Order Regarding the Scope of the Record (Aug. 26, 2024)

Plaintiffs’ Motion in Limine for an Adverse Inference (Aug. 16, 2024) [ECF No. 265]

Albertsons Companies, Inc.'s Response to Plaintiffs' Motion in Limine for an Adverse Inference (Aug. 21, 2024) [ECF No. 347]

Opinion and Order (Aug. 25, 2024) (pretrial order granting in part and denying in part motion)

Plaintiffs’ Motion In Limine To Exclude Evidence or Argument Relating to Defendants’ Proposed Divestiture (Aug. 16, 2024) (redacted public version) [ECF Nos. 266 and 269]

Appendix A
Exhibits A - V
Proposed Order

Defendants’ Response to Plaintiffs’ Motion In Limine To Exclude Evidence or Argument Related to Defendants’ Proposed Divestiture (Aug. 21, 2024) [ECF No. 361]

Opinion and Order (Aug. 25, 2024) (pretrial order denying motion to exclude)

Plaintiffs’ Motion In Limine To Exclude Evidence Made for Litigation and Evidence Produced after the End of Fact Discovery and Any Expert Testimony Based on Such Evidence (Aug. 16, 2024) [ECF Nos.271 and 272]

Exhibits A - X
Proposed Order

Defendants’ Opposition To Plaintiffs’ Motion In Limine To Exclude Evidence about the Divestiture and Efficiencies (Aug. 21, 2024) [ECF No. 373]

Opinion and Order (Aug. 25, 2024) (pretrial order denying motion to exclude)

Brief of Amici Curiae Members of Congress in Support of Plaintiffs’ Motion for Preliminary Injunction (Aug. 16, 2024)

Courtroom Management and Decorum Order (Aug. 19, 2024)

Unopposed Motion of the National Labor Relations Board for Leave To File Brief as Amicus Curiae (Aug. 21, 2024)

Proposed Brief [ECF No. 333]

Order (Aug. 22, 2024) (granting motion to appear)

Opinion and Order (Aug. 25, 2024) (pretrial order)

Preliminary injunction hearing

Day 1 (August 26) - Morning; Afternoon (Opening statements. Witnesses Peter Van Helden (Stater Brothers Market.CEO), Anthony Silva (Albertsons VP for strategic Initiatives), and Andrew Groff (Kroger senior director for pricing and execution))
Day 2 (August 27) - Morning; Afternoon (Witnesses Andrew Groff, J. Scott Neal, Michael Marx, Kurt Unkelbach, Todd Kammeyer, and Carl Huntington)
Day 3 (August 28) - Morning; Afternoon (Witnesses Jon McPherson, Daniel Clay, Andrea Zinder, and Thomas Schwilke)
Day 4 (August 29) - Morning; Afternoon (Witnesses Kevin Curry, Keith Knopf, Mark McGowan, and Alona Florenz)
Day 5 (August 28) - Morning only (Witnesses Alona Florenz and Eric Winn)
Day 6 (September 3) - Morning; Afternoon ( Witnesses Edward J. Fox, Todd Broderick, and Nicholas Hill)
Day 7 (September 4) - Morning; Afternoon (Witnesses Rodney McMullen, Vivek Sankaran, and Stuart Aitken)
Day 8 (September 5) - Morning; Afternoon (Witnesses Stuart Aitken, Susan Morris, Sarah George, Mafaz Maharoof, and Rajiv Gokhale)
Day 9 (September 6) - Morning ( Witnesses Rajiv Gokhale and Matthew Yates)
Day 10 (September 9) - Morning; Afternoon (Witness Yael Cosset)
Day 11 (September 10) - Morning; Afternoon (Witnesses Sonya Gafsi Oblisk, Marc Lieberman, Yael Cosset, Dan Dosenbach, and Robert Crane)
Day 12 (September 11) - Morning; Afternoon (Witnesses Mark Israel, John Conlin, Roger King, and Sam Heyworth)
Day 13 (September 12) - Morning; Afternoon (Witnesses Aaron Yeater, Orley Ashenfelter, and Nicholas Hill)
Day 14 (September 13) - Morning (Witnesses Aaron Yeater, Orley Ashenfelter, and Nicholas Hill)
Day 15 (September 17) - Morning; Afternoon (Closing arguments)

Defendants’ Proposed Findings of Fact and Conclusions of Law (Sept. 27, 2024) (redacted)

ALJ (Chief Administrative Law Judge Michael Chappeli)

Complaint, Kroger Co., No. D-9428 (F.T.C. filed Feb. 26. 2014)

Protective Order Governing Confidential Material (Feb. 27. 2014)

Answer and Defenses of Respondent The Kroger Company (Mar. 11, 2024)

Albertsons Companies, Inc.’s Answer and Affirmative Defenses (Mar. 11, 2024)

Scheduding Order (Mar. 20, 2024) [administrative hearing to commence on July 31, 2024]

Stipulation Regarding Commencement of Discovery (Mar. 20, 2024)

Motion for Continuance of Evidentiary Hearing (Mar. 26, 2024)

Complaint Counsel's Memorandum in Opposition to Respondents' Motion for Continuance of Evidentiary Hearing (Apr. 5, 2024)

Order Extending Deadline For Commission Ruling (May 22, 2024)

Order Denying Respondents’ Motion For Continuance Of Evidentiary Hearing (May 29, 2024)

Dissenting Statement of Commissioner Melissa Holyoak, Joined by Commissioner Andrew N. Ferguson (May 29, 2024)

Complaint Counsel's Motion to Compel Production of Documents Relating to Negotiation of New Divestiture Agreements (May 13, 2024)

Respondents’ Opposition to Complaint Counsel’s Motion To Compel (May 13, 2024)

Order Extending Deadline for Commission Ruling (May 22, 2024) (extending deadline to May 29, 2024)

Complaint Counsel's Motion to Require Respondents to Comply with FTC Rule 3.31A(b) and Identify No More Than Five Expert Witnesses (May 16, 2024)

Respondents' Opposition to Complaint Counsel's Motion to Require Respondents to Identify No More Than Five Expert Witnesses (May 23, 2024)

Order (1) Denying Complaint Counsel’s Motion To Require Respondents To Identify only Five Expert Witnesses and (2) Granting Respondents’ Motion for Leave To Call One Additional Expert Witness (June 12, 2024)

Complaint Counsel’s Motion To Compel Production of Witnesses’ Text Messages and Handwritten Notes (May 17, 2024)

Respondent The Kroger Co.'s Opposition to Complaint Counsel's Motion to Compel Production of Witnesses' Text Messages and Handwritten Notes (May 17, 2024)

Albertsons Companies, Inc.'s Opposition to Complaint Counsel's Motion to Compel (May 21, 2024)

Order Granting Complaint Counsel's Motion to Compel (May 22, 2024)

Complaint Counsel's Renewed Motion to Compel Kroger's Production of Documents Relating to Negotiation of New Divestiture Agreements (June 4, 2024)

Kroger’s Opposition To Complaint Counsel’s Renewed Motion To Compel (June 5, 2024)

Order Denying Complaint Counsel’s Motion To Compel Production of Documents and Revised Privilege Log (June 11, 2024)

Respondents’ Motion To Recess the Evidentiary Portion of the Part 3 Adminsitrative Hearing (July 8, 2024)

Complaint Counsel’s Opposition to Respondents’ Motion To Recess the Evidentiary Portion of the Part 3 Administrative Hearing (July 11, 2024)

Order on Respondents’ Motion To Recess the Evidentiary Portion of the Part 3 Administrative Hearing (July 12, 2024) (convening hearing on July 31, 2024 and then recessing trial until after the completion of the federal injunction hearing)

Complaint Counsel’s Motion To Strike Kroger’a Sixth and Albertsons’ Ninth Affirmative Defenses (July 16, 2024)

Respondents’ Opposition to Complaint Counsel’s Motion To Strike (July 29, 2024)

Complaint Counsel’s Pretrial Brief (July 31, 2024)

± FTC web page

Commentary

± Timothy Inklebarger, Kroger, Albertsons Have Spent $864M, So Far, on Acquisition Effort, SupermarketNews.com (July 31, 2024)

→  Case Studies

Kroger/Albertsons
(Colo. 2024)

The deal

See Kroger/Albertsons (FTC 2024)

District Court, City and County of Denver, Colorado

Complaint, Colorado v. Kroger Co., No. 2024CV30459 (Dist. Ct. filed Feb. 14, 2024)

Plaintiff’s Motion and Memorandum for Preliminary Injunction (Feb. 14, 2024)

Plaintiff’s Second Status Report and Request To Set Preliminary Injunction Hearing (Mar. 13, 2024)

Defendants’ Motion for Permanent Injunction Hearing Date (Mar. 13, 2024)

The Kroger Co. and Albertsons Companies, Inc.’s Motion To Dismiss (Mar. 21, 2024)

Defendant C&S Wholesale Grocers, LLC's Partial Joinder in Co-Defendants’ Motion To Dismiss (Mar. 21, 2024)

Plaintiff’s Opposition to Motion To Dismiss (Apr. 18, 2024)

Statement of Interest of the United States of America (May 3, 2024)

Order re: Status Conference (Mar. 25,2024)

Plaintiff’s Motion in Limine To Exclude Evidence of Defendants' Divestiture Remedy from Hearing on Preliminary Injunction (Apr. 8, 2024)

Defendants’ Opposition to the State’s Motion in Limine To Exclude Evidence of Defendants’ Divestiture Remedy from Hearing on Preliminary Injunction (Apr. 22, 2024)

Plaintiff’s Reply in Support of its Motion in Limine To Exclude Evidence of Defendants’ Divestiture Remedy from Hearing on Preliminary Injunction (Apr. 29, 2024)

Preliminary injunction hearing set for August 12, 2024

Joint Stipulated Order for Temporary Injunctive Relief (July 24, 2024)

[Proposed] Stipulated Order for Temporary Injunctive Relief (July 24, 2024)

Trial on the merits set for September 30, 2024

± District Court web page

→  Case Studies

Kroger/Albertsons
(Wash. 2024)

The deal

See Kroger/Albertsons (FTC 2024)

King County Superior Court

Complaint, Washington v. Kroger Co., No, 24-2-00977-9 SEA (King Cty. Sup. Ct. filed Jan. 16, 2024)

Press Release, Office of the Attorney General, State of Washington, AG Ferguson Files Lawsuit To Block Kroger-Albertsons Merger (Jan. 15, 2024)

Case schedule (downloaded Jan. 19, 2024)

Trial date: January 21, 2025

Defendants’ Motion To Dismiss (Feb. 21, 2024)

State of Washington’s Opposition to Defendants’ Motion To Dismiss (Apr. 3, 2024)

Reply in Support of Defendants’ Motion To Dismiss (Apr. 17, 2024)

Motion denied (Apr. 26, 2024) (ruling from the bench--but questioning whether the court could enter a nationwide injunction)

Defendants The Kroger Co. and Kettle Merger Sub, Inc. Answer and Affirmative Defenses (May 10, 2024)
Albertsons Defendants’ Answer and Affirmative Defenses (May 10, 2024)

± King County Superiot Court web page

Commentary

± Bridget Goldschmidt, Kroger Says It Will Lower Prices After Albertsons Merger, Progressive Grocer.com (Feb. 13, 2024)

± Timothy Inklebarger, Kroger Says Previous Mergers Have Lowered Prices, SupermarketNews.com (Feb. 15, 2024)

→  Case Studies

Novant/CHS
(FTC 2024)

The deal

Press Release, Novant Heatlh, Inc., Agreement Signed for Acquisition of Lake Norman Regional Medical Center and Davis Regional Medical Center (Feb. 28, 2023)

Press Release, Community Health Systems, Inc., Community Health Systems Announces Definitive Agreement To Sell Two North Carolina Hospitals To Novant Health (Feb. 28, 2023)

Asset Purchase Agreement by and between CHS/Community Health Systems, Inc. and Novant Health, Inc. dated as of February 28, 2023

Press Release, Community Health Systems, Inc.,Community Health Systems, Inc. Provides Update Regarding Lake Regional Medical Center and Davis Regional Psychiatric Hospital (June 19 2024

W.D.N.C.

Complaint for a Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. Novant Health, Inc., No. 5:24-cv-00028 (W.D.N.C. filed Jan. 25, 2024) (assigned to District Judge Kenneth D. Bell and US Magistrate Judge Susan C. Rodriguez)

Press Release, Fed. Trade Comm'n, FTC Sues to Block Novant Health’s Acquisition of Two Hospitals from Community Health Systems (Jan. 25, 2024)

Docket sheet (downloaded June 7, 2024)

Plaintiff’s Unopposed Motion for a Temporary Restraining Order (Jan. 25, 2024)

Exhibit A. Attachment C: Temporary Restraining Order
Exhibit B. [Proposed] Temporary Restraining Order

Temporary Restraining Order (Jan. 29, 2024)

Joint Motion for Entry of Interim Protective Order (Feb. 2, 2024)

Interim Protective Order (Feb. 5, 2024)

[Proposed] Joint Stipulated Case Management Order (Feb. 8, 2024)

Joint Stipulated Case Management Order (Feb. 12, 2024)

Answer and Defenses of Defendant Novant Health, Inc. (Feb. 8, 2024)
Answer and Defenses of Defendant Community Health Systems (Feb. 8, 2024)

Defendants’ Motion for Amended Protective Order, As To Which Plaintiff Federal Trade Commission Has No Opposition (Feb. 27, 2024)

Defendants’ Memorandum of Law in Support of Motion for Amended Protective Order, As To Which Plaintiff Federal Trade Commission Has No Opposition (Feb. 27, 2024)

Atrium Health, Inc.'s Opposition to Defendants' Motion for Amended Protective Order (Mar. 1, 2024)

ORDER granting in part and denying in part 55 Motion for Protective Order. The Motion is GRANTED IN PART and the Court will enter an Amended Protective Order that has been revised as follows. The objection raised by Third Party Atrium Health, Inc. to the following language "material more than 3 years old at the time of production is presumptively not entitled to protection as Highly Confidential-Outside Attorneys' Eyes Only Material," (Doc. No. 55-1 at 2; Doc. No. 66 at 2) is SUSTAINED. Defendants shall revise the proposed Amended Protective Order to remove that language as well as revise any other portions of the proposed Amended Protective Order as necessary to ensure the document remains consistent throughout. Defendants shall submit the revised Amended Protective Order to the undersigned's chambers for signature. So Ordered. (Mar. 6, 2024)

Amended Protective Order (Mar. 8, 2024)

Plaintiff’s Motion To Strike Defendants’ Constitutional Affirmative Defenses (Feb. 29, 2024)

Defendants’ Opposition to Plaintiff’s Motion To Strike Defendants’ Constitutional Affirmative Defenses (Mar. 14, 2024)

Plaintiff’s Reply in Support of its Motion To Strike Defendants’ Constitutional Affirmative Defenses (Mar. 21, 2024)

Order (Apr. 4, 2024) (denying motion to strike, but deferring any presentation of evidence, briefing and/or consideration of Defendants’ constitutional defenses until following the scheduled hearing on Plaintiff’s requested Preliminary Injunction)

Memorandum in Support of Preliminary Injunction (Mar. 25, 2024)

Amicus Curiae Brief of North Carolina Treasurer Dale R. Folwell in Support of the Federal Trade Commission (Apr. 15, 2024)

Defendants’ Amended Opposition to Plaintiff’s Request for Preliminary Injunction (Apr. 15, 2024) (redacted)

Plaintiff’s Reply in Further Support of Preliminary Injunction (Apr. 29, 2024)

Plaintiff’s Motion In Limine Regarding Admissibility of Documents and Testimony (Apr. 18, 2024) {ECF No. 115]

[Redacted Defendants' opposition not on Pacer]

Terminated by Court as resolved (June 6, 2024)

Plaintiff’s Motion To Exclude Evidence of Made-for-Litigation Efficiencies Advocacy (Apr. 18, 2024; redacted version June 5, 2024) (redacted) [ECF No. 113]

Plaintiff’s Memorandum in Support of Motion To Exclude Evidence of Made-for-Litigation Efficiencies Advocacy (Apr. 18, 2024; redacted version June 5, 2024) (redacted)

Resolved in pretrial conference (Apr. 24, 2024)

Plaintiff’s Motion To Exclude Expert Testimony of Dr. Ashish Jha (Apr. 18, 2024; redacted version June 5, 2024) [ECF No. 116]

Plaintiff’s Memorandum in Support of Motion To Exclude Expert Testimony of Dr. Ashish Jha (Apr. 18, 2024; redacted version June 5, 2024)

Defendants’ Opposition to Plaintiff’s Motion To Exclude Expert Testimony of Dr. Ashish Jha (Apr. 29, 2024)

Resolved in pretrial conference (Apr. 24, 2024)

Defendants’ Motion To Exclude Portions of Expert Testimony of Dr. Steven Tenn (Apr. 18, 2024) {ECF No. 118]

Plaintiff’s Opposition to Defendants’ Motion To Exclude Portions of Expert Testimony of Dr. Steven Tenn (Apr. 22, 2024; redacted version June 5, 2024)

Terminated by Court as resolved (June 6, 2024)

Pretrial conference (Apr. 24, 2024)

Evidentirary hearing

Day 1 (May 2, 2024)
Day 2 (May 3, 2024)
Day 3 (May 7, 2024)
Day 4 (May 8, 2024)
Day 5 (May 9, 2024)
Day 6 (May 10, 2024)

Plaintiff’s Proposed Findings of Fact and Conclusions of Law (May 22, 2024; redacted version June 5, 2024)
Defendants’ Proposed Findings of Fact and Conclusions of Law (May 22, 2024; redacted version June 3, 2024) (redacted)

Order, FTC v. Novant Health, Inc., No. 5:24-cv-00028 (W.D.N.C. June 5, 2024) (denying motion for preliminary injunction)

Plaintiff's Notice of Appeal (June 9, 2024)

Plaintiff’s Rule 62(d) Motion for Injunction Pending an Expedited Appeal of this Court’s Order (June 9, 2024)

Defendants’ Opposition to Plaintiff’s Motion for an Injunction Pending Appeal (June 10, 2024)

Order (June 11, 2024) (denying motion for Rule 62(d) injunction but extedning stay until June 21 to allow time for the FTC to seek an injunction from the Fourth Circuit)

Fourth Circuit

FTC v. Novant Health, Inc., No. 24-1526 (docketed June 10, 2024)

Federal Trade Commission’s Motion for an Injunction Pending Appeal, FTC v. Novant Health, Inc., No. 24-1526 (June 11, 2024)

Appendix of Exhibits in Support of the Federal Trade Commission’s Motion for an Injunction Pending Appeal (June 11, 2024)

Joint Opposition to Emergency Motion for Injunction (June 13, 2024)

Appendix of Exhibits to Defendants’ Opposition to the Federal Trade Commission’s Motion for Injunction (June 13, 2024)

Federal Trade Commission’s Reply in Support of Motion for an Injunction Pending Appeal (June 14, 2024)

Order (June 18, 2024) (granting motion for injunction pending appeal)

Press Release, Community Health Systems, Inc.,Community Health Systems, Inc. Provides Update Regarding Lake Regional Medical Center and Davis Regional Psychiatric Hospital (June 19 2024) (disclosing termination of transaction)

Press Release, Fed. Trade Comm'n, Statement Regarding the Termination of Novant Health’s Acquisition of Hospitals from Community Health Systems (July 1, 2024)

Federal Trade Commission’s Unopposed Motion To Vacate the District Court’s Decision and To Dismiss Appeal as Moot (July 11, 2024)

ALJ

Commentary

± Chase Jordan, Novant Health Abandons $320 Million Lake Norman Hospital Deal Plans Amid FTC Concerns, CharlotteObserver.com (June 18, 2924)

± Susanna Vogel, Novant Calls Off plan To Purchase CHS Hospitals Following FTC Challenge, HealthcareDive.com (June 20, 2024)

± Andrew Cass, Collapse of Novant-CHS deal 'a Win for Consumers,' FTC Says, Becker's Hospital Review (July 1, 2024)

→  Case Studies

U.S. Anesthesia Partners
(FTC 2023)

Background

S.D. Tex.

Complaint for Injunctive and Other Equitable Relief, FTC v. U.S. Anesthesia Partners, Inc., No. 4:23-cv-03560 (S.D. Tex. filed Sept. 21, 2023) (assigned to Judge Kenneth M Hoyt)
Section 7 and Section 5. The complaint alleges that U.S. Anesthesia Partners, Inc. (USAP), the dominant provider of anesthesia services in Texas, and private equity firm Welsh, Carson, Anderson & Stowe, executed a multi-year anticompetitive scheme to consolidate anesthesiology practices in Texas and drive up the price of anesthesia services provided to Texas patients. The complaint alleges that the rollup scheme amounts to unlawful monopolization, unlawful acquisitions, a conspiracy to monopolize, unfair methods of competition, and unlawful restraints of trade in viiolation of Section 7 and Section 5.

Press Release, Fed. Trade Comm'n, FTC Challenges Private Equity Firm’s Scheme to Suppress Competition in Anesthesiology Practices Across Texas (Sept. 21, 2023)

Docket sheet (downloaded Dec. 3, 2023)

Order Granting Joint Motion for Modification of Motion to Dismiss Deadlines and Page Limits (Oct. 19, 2023)

Defendant U.S. Anesthesia Partners, Inc.’s Motion To Dismiss the FTC's Complaint (Nov. 20, 2023; redacted version reflied Dec. 6, 2023)

Plaintiff Federal Trade Commission’s Opposition to U.S. Anesthesia Partners, Inc.’s Motion to Dismiss (Jan. 19, 2023)

Reply in Support of Defendant U.S. Anesthesia Partners, Inc.’s Motion To Dismiss the FTC's Complaint (Feb. 26, 2024)

Welsh Carson Entities’ Motion To Dismiss (Nov. 20, 2023)

Appendix to Welsh Carson Entities’ Motion To Dismiss

[Proposed] Order

Motion of the American Investment Council for Leave To File a Brief as Amicus Curiae in Support of Welsh Carson’s Motion To Dismiss (Nov. 27, 2023)

Brief of the American Investment Council as Amicus Curiae in Support of Welsh Carson’s Motion To Dismiss (Nov. 27, 2023) (supporting dismissal of the private equity investors for lack of sufficient factual allegtions regarding their involvement in the challenged acquisitions by USAP)

Brief of the American Investment Council as Amicus Curiae in Support of Welsh Carson’s Motion To Dismiss (Jan. 3, 2023)

Plaintiff Federal Trade Commission’s Opposition to the Welsh Carson Entities’ Motion to Dismiss (Jan. 19, 2024)

Reply Memorandum of Law in Support of Motion To Dismiss of the Welsh Carson Entities (Feb. 26, 2024)

→  Case Studies

U.S. Anesthesia Partners
(Private 2023)

S.D. Tex.

Class Action Complaint, Electrical Medical Trust v. U.S. Anesthesia Partners, Inc., No. 4:23-cv-04398 (S.D. Tex. filed Nov. 20, 2023)

→  Case Studies

IQVIA/Propel Media
(FTC 2023)

The deal

Little public information appears to be available about the transaction. Reports give the purchase price between $700 and $800 million. As of July 28, 2023,neither company has mentioned the possible acquisition. See Cedar Creek Partners--Propel Media: Amazing Opportunity in the Expert Market, SeekingyAlpha.com (July 28, 2023)

S.D.N.Y.

Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. IQVIA Holdings Inc., No. 1:23-cv-06188-ER (S.D.N.Y. filed July 18, 2023) (assigned to Judge Edgardo Ramos)
Horizontal and vertical. The complaint alleges that, if consummated, the acquisition by IQVIA of Propel Media would substantially lessen competition by combining two of the top three providers of programmatic advertising targeted specifically at U.S.-based HCPs on a one-to-one basis (“HCP programmatic advertising”), resulting in increased prices, reduced choice, and diminished innovation. The complaint also alleges that the acquisition would increase IQVIA’s incentive to withhold key information to prevent rival companies and potential entrants from effectively competing, the complaint states. IQVIA’s Lasso Marketing and PMI’s DeepIntent are two of the top three providers of programmatic advertising, known as demand-side platforms, that specifically targets health care professionals with advertising for pharmaceutical drugs and other health care products.

Press Release, FTC Sues to Block IQVIA’s Acquisition of Propel Media to Prevent Increased Concentration in Health Care Programmatic Advertising (July 17, 2023)

Docket sheet (downloaded Dec. 2, 2023)

Proposed Order To Show Cause for Motion for Temporary Restraining Order (July 19, 2023)

Memorandum of Law in Support of Motion for Temporary Restraining Order (redacted July 19, 2023)

Order To Show Cause for Motion for Temporary Restraining Order (July 19, 2023)

Defendants’ Memorandum of Law in Opposition to the Motion for Temporary Restraining Order (July 19, 2023)

Stipulated Temporary Restraining Order (July 21, 2023)

Protective Order (July 28, 2023)

Answer and Defenses of Defendant IQVIA Holdings Inc. (Aug. 2, 2023)

Answers and Defenses of Propel Media, Inc. (redacted filed Aug. 2, 2023)

Joint Stipulated Civil Case Management Plan and Scheduling Order (Aug. 15, 2023)

Stipulated Amended Temporary Restraining Order (Sept. 26, 2023)

Notice of Plaintiff’s Motion To Strike Defendants’ Constitutional and Equitable Affirmative Defenses (Sept. 20, 2023)

Plaintiff’s Memorandum of Law in Support of its Motion To Strike (Sept. 20, 2023)

Defendants’ Memorandum of Law in Opposition to the FTC's Motion To Strike Certain Affirmative Defenses (Oct. 4, 2023)

Plaintiff’s Reply Memorandum of Law in Support of its Motion To Strike (Oct. 11, 2023)

Opinion & Order (Oct. 31, 2023) (granting FTC's motion to strike) (reported at 2023 WL 7152577)

Joint List of Stipulations and Issues Regarding Plan for Preliminary Injunction Hearing (Nov. 10, 2023)

Notice of Motion for Preliminary Injunction (Oct. 25, 2023)

Plaintiff’s Memorandum of Law in Support of its Motion for Preliminary Injunction (Oct. 26, 2023)

Defendants’ Memorandum of Law in Opposition to the FTC's Motion for Preliminary Injunction (Nov. 13, 2023)

Brief of The Chamber of Commerce of The United States of America as Amicus Curiae in Support of Defendants and Denial of the Motion for Preliminary Injunction (Nov. 13, 2023)

Plaintiff’s Reply to Defendants’ Opposition to Preliminary Injunction Motion (Nov. 16, 2023)

Pre-Hearing Order (Nov. 16, 2023)

Hearing (11/20/2023)
Hearing (11/21/2023)
Hearing (11/22/2023)
Hearing (11/27/2023)
Hearing (11/28/2023)
Hearing (11/29/2023)

Hearing (12/8/2023) (closing arguments)

Brief of Amicus Curiae TechFreedom in Support of Defendant IQVIA Holdings, Inc., and Propel Media, Inc. (Dec. 7, 2023)

Plaintiff’s Proposed Findings of Fact and Conclusions of Law (Dec. 7, 2023; redacted version filed Dec. 18, 2023)
Defendants' Proposed Findings of Fact and Conclusions of Law (Dec. 7, 2023) [filed under seal]

Order (12/29/2023) (granting preliminary injunction)

Opinion & Order, FTC v. IQVIA Holdings Inc., No. 1:23-cv-06188-ER (S.D.N.Y. Dec. 29, 2023; public version Jan. 8, 2024)

Order (4/4/2024) (closing case)

→  Case Studies

Amgen/Horizon
(FTC 2023)

NB: This is a conglomerate transaction premised on a mixed bundling theory of anticompetitive harm

The deal

Amgen Inc., Form 8-K (Dec. 11, 2022) (reporting on signing of acquisition agreement)

Transaction Agreement dated as of December 11, 2022, among Amgen Inc., Pillartree Limited, and Horizon Therapeutics PLC (Dec. 11, 2023)

Amgen Inc., Possible offer for Horizon Therapeutics plc (“Horizon”): Announcement for the purposes of Rule 2.12 of the Irish Takeover Panel Act 1997, Takeover Rules, 2022 (Dec. 2, 2022)

Investor Presentation: Amgen To Acquire Horizon Therapeutics (Dec. 12, 2022)

N.D. Ill.

Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. Amgen Inc., No. 1:23-cv-03053 (N.D. Ill. filed May 16, 2023; corrected public version filed May 18, 2023) (case assigned to the Honorable John F. Kness)
The complaint alleges that Amgen's pending $27.8 billion acquisition of Horizon Therapeutics would violate Section 7 by enabling Amgen to use rebates on its existing blockbuster drugs to pressure insurance companies and pharmacy benefit managers (PBMs) into favoring Horizon's two monopoly products - Tepezza, used to treat thyroid eye disease, and Krystexxa, used to treat chronic refractory gout. This is a conglomerate merger based on a mixed bundling theory of anticompetitive harm.

Press Release, Fed. Trade Comm'n, FTC Sues to Block Biopharmaceutical Giant Amgen from Acquisition That Would Entrench Monopoly Drugs Used to Treat Two Serious Illnesses (May 16, 2023)

Press Release, Amgen, Amgen Responds to FTC Action Re: Proposed Acquisition of Horizon Therapeutics (May 16, 2023)

Docket sheet (downloaded July 28, 2023)

Plaintiff and Defendants’ Joint Emergency Motion for Entry of Stipulation and Proposed Order (May 17, 2023) (stipulating, among other things, that the Defendants will not consummate the Acquisition until the earlier of (i) September 15, 2023, or (ii) two business days after a ruling by this Court on the FTC’s motion for a preliminary injunction) (so ordered May 17, 2023)

Interim Confidentiality Order (May 19, 2023)

Proposed Case Management Order (May 30, 2023)

FTC letter supporting the Proposed Case Management Order (May 30, 2023)

Exhibit A. FTC Original Proposal
Exhibit B. FTC's Alternative Proposal

Defendants' letter regarding the Proposed Case Management Order (May 30, 2023)

Case Management Order (ordered May 31, 2023) (setting evidentiary hearing to begin September 11, 2023)

Plaintiff and Defendants’ Joint Motion for Entry of Stipulationa and Proposed Order (June 1, 2023)

Exhibit A. Stipulated Order To Address The FTC's Request for a Temporary Restraining Order (June 1, 2023)

So ordered (June 2, 2023)

Answer and Affirmative Defenses of Defendants Amgen Inc. and Horizon Therapeutics PLC to Plaintiff’s Complaint (June 9, 2023)

[Amended] Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act and Section 16 of the Clayton Act (June 22, 2023)

Answer, Affirmative Defenses and Counterclaims of Defendants Amgen Inc. and Horizon Therapeutics PLC to Plaintiffs’ Amended Complaint (June 29, 2023)

Plaintiffs’ Memorandum of Law in Support of their Motion for a Preliminary Injunction (July 14, 2023)

Plaintiff Federal Trade Commission’s Motion To Strike Certain of Defendants’ Affirmative Defenses (July 20, 2023)

Evidentiary hearing to begin September 11, 2023

Plaintiffs and Defendants’ Joint Motion To Dismiss Action (Sept. 1, 2023)

Joint Stipulation and Order Staying All Deadlines Pending Dismissal of this Action and Dissolving Temporary Restraining Order (Sept. 1, 2023)

Order Dismissing Action (Sept. 1, 2023)

ALJ

Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act (May 16, 2023) (public version)

Press Release, Fed. Trade Comm'n, FTC Sues to Block Pharmaceutical Giant Amgen from Acquisition That Would Entrench Monopoly Drugs Used to Treat Two Serious Illnesses (Mar. 16, 2023)

Order Designating Administrative Law Judge (June 23, 2023)

Protective Order Governing Confidential Material (June 23, 2023)

Answer and Defenses of Respondents Amgen Inc. and Horizon Therapeutics PLC (July 7, 2023)

Scheduling Order (July 19, 2023)

Joint Motion To Continue The Administrative Hearing Until November 8, 2023 (July 21, 2023)

Order Continuing Evidentiary Hearing (July 28, 2023) (granting motion)

Motion To Withdraw Matter from Adjudication (Aug. 23, 2023)

Order Withdrawing Matter from Adjudication (Aug. 23, 2023)

Agreement Containing Consent Order (Sept. 1, 2023) (FTC press release)
Decision and Order (Sept. 1, 2023) (filed, not issued)
Analysis of Proposed Consent Order to Aid Public Comment (Sept. 1, 2023)

Order (Dec. 13, 2023) (final: entering consent settlment)

Commentary

→  Case Studies

Intercontinental/Black Knight
(FTC 2023)

The deal

Press Release, Intercontinental Exchange, Inc., and Black Knight, Inc., Intercontinental Exchange Enters into Definitive Agreement to Acquire Black Knight (May 4, 2022)

Intercontinental Exchange, Inc., Investor Presentation: ICE + Black Knight (May 5, 2022) (± web cast) (transcript)

Intercontinental Exchange, Inc., Form 8-K (May 6, 2022) (Entry into a Material Definitive Agreement)

Exhibit 2.1. Agreement and Plan of Merger, dated as of May 4, 2022, among Intercontinental Exchange, Inc., Sand Merger Sub Corporation and Black Knight, Inc.

Press Release, Intercontinental Exchange, Inc., Black Knight, Inc., and Constellation Software Inc., Black Knight and Intercontinental Exchange Announce Agreement to Sell Black Knight’s Empower LOS Business to Constellation Software Inc. and Revised Terms of Merger Agreement (Mar. 7, 2023)

Intercontinental Exchange, Inc., Form 8-K (Mar. 7, 2023) (Entry into a Material Definitive Agreement)

Exhibit 2.1. Amendment No. 1, dated as of March 7, 2023, to the Agreement and Plan of Merger, dated as of May 4, 2022, among Intercontinental Exchange, Inc., Sand Merger Sub Corporation and Black Knight, Inc.

Press Release, Intercontinental Exchange, Inc., Intercontinental Exchange Responds to the FTC’s Attempt to Block ICE’s Acquisition of Black Knight (Mar. 9, 2023)

Press Release, Intercontinental Exchange, Inc., Intercontinental Exchange and Black Knight Announce Agreement to Sell Black Knight’s Optimal Blue Business to Constellation Software Inc. (July 17, 2023)

N.D. Cal.

Complaint for a Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. Intercontinental Exchange, Inc., No. 3:23-cv-01710 (N.D. Cal. filed Apr. 10, 2023) (reassigned to Judge Araceli Martinez-Olguin)

Press Release, Fed. Trade Comm'n, FTC Staff Seeks Court Order Preventing ICE from Consummating its Acquisition of Rival Black Knight Pending Agency Administrative Challenge (Apr. 10, 2023)

Docket sheet (downloaded Aug. 6, 2023)

Case Management Statement by Plaintiff Federal Trade Commission (Apr. 21, 2023)

Plaintiff Federal Trade Commission’s Notice of Motion and Emergency Motion for Temporary Restraining Order (Apr. 21, 2023)

Order Granting Plaintiff Federal Trade Commission’s Motion for a Temporary Restraining Order (Apr. 21, 2023)

Defendant Intercontinental Exchange, Inc.’s Answer and Affirmative Defenses and Counterclaims (Apr. 25, 2023)
Defendant Black Knight, Inc.’s Answer, Affirmative Defenses, and Counterclaims (Apr. 25, 2023)

Joint Case Management Statement (May 5, 2023)

Notice of Constitutional Challenge (May 9, 2023)

Scheduling Order: Evidentiary hearing set for July 25-26, 2023 (May 16, 2023)

Plaintiff Federal Trade Commission’s Motion To Strike Defendants’ Affirmative Defenses (May 16 2023)

Defendants’ Response in Opposition to the FTC's Motion To Strike Defendants’ Affirmative Defenses (May 30, 2023)

Plaintiff’s Reply To Defendants’ Opposition to Plaintiff’s Motion To Strike Defendants’ Affirmative Defenses (June 6, 2023)

Motion to strike hearing scheduled for July 20, 2023 (pretrial conference) [Dkt. No.. 119]

Plaintiff Federal Trade Commission’s Memorandum of Points and Authorities in Support of Motion for a Preliminary Injunction (June 2, 2023)

Amended Scheduling Order (June 6, 2023) (scheduling evidentiary hearing to commence on July 25, 2023—each side limited to eight hours)

Joint Stipulation and [Proposed] Order Modifying Sealing Procedures for Preliminary Injunction Briefing (June 12, 2023) (so ordered July 12, 2023)

Joint Stipulation And [Proposed] Modified Order Regarding Pre-Hearing Deadlines (June 26, 2023)

Minute entry (June 23, 2023) (following status conference)—Evidentiary hearing is now set set to begin on July 24, 2023. Also, "the Court is open to hearing live witnesses and accepting direct evidence in the evidentiary hearing if parties could not secure declarations."

Joint Stipulation and [Proposed] Order Regarding Pre-Hearing Deadlines (June 23, 2023)

Defendants’ Submission Addressing the Court’s Authority (June 23, 2023) (to stay the administrative proceeding)

Plaintiff Federal Trade Commission’s Request To Respond to Defendants’ Submission (June 24, 2023) (granted)

Plaintiff Federal Trade Commission’s Response to Defendants’ Submission Addressing the Court’s Authority (June 28, 2023)

[Proposed] Order Denying as Moot Parties’ Submissions Addressing Court’s Authority To Stay (June 29, 2023) (so ordered July 1, 2023)

Plaintiff’s Notice of Motion and Motion in Limine To Exclude All Evidence Concerning Untimely Disclosed Witness, and Memorandum of Points and Authorities in Support (June 30, 2023)

Joint Stipulation Regarding Withdrawal of Witness Mayur Kapani and FTC's Motion in Limine (July 6, 2023)

Plaintiff Federal Trade Commission’s Memorandum of Points and Authorities in Support of Motion In Limine To Exclude Testimony of Michael L. Katz (June 20, 2023)

Defendants’ Memorandum of Points and Authorities in Opposition to Plaintiff’s Motion in Limine To Exclude Testimony of Michael L. Katz (July 6, 2023)

Plaintiff Federal Trade Commission’s Pre-Hearing Proposed Findings of Fact and Conclusions of Law (June 30, 2023)
Defendants’ Proposed Prehearing Findings of Fact and Conclusions of Law (June 30, 2023) (public version)

Joint Motion To Continue the Evidentiary Hearing re Plaintiff’s Motion for a Preliminary Injunction (Dkt. 109) and Hearings re All Related Motions (Dkt. 95, 171) (July 17, 2023) (in light of the planned divestiture of Optimal Blue)

Press Release, Intercontinental Exchange, Inc., Intercontinental Exchange and Black Knight Announce Agreement to Sell Black Knight’s Optimal Blue Business to Constellation Software Inc. (July 17, 2023)

Order Granting Joint Motion To Continue the Evidentiary Hearing re Plaintiff’s Motion for a Preliminary Injunction (Dkt. 109) and Hearings re All Related Motions (Dkt. 95, 171) (July 17, 2023) (rescheduling evidentiary hearing from July 24, 2023, to August 14-15, 2023)

Revised Scheduling Order As Amended (July 20, 2023)

Joint Stipulation re Amended Briefing Schedule and [Proposed] Order (Aug. 3, 2023) (postponing due date for simultaneous PI briefs to August 7, 2023)

Joint Stipulation for Dismissal without Prejudice (Aug. 7, 2023).

FTC administrative law judge

Complaint, In re Intercontinental Exchange, Inc., No. 9413 (F.T.C. issued Mar. 9, 2023)
The administrative complaint alleges that ICE's pending $11.7 billion acquisition of Black Knight would likely substantially lessen competition in the nationwide markets for mortgage loan origination systems (“LOS”) and other key lender software tools. The complaint alleges that ICE is the nation's largest provider of home mortgage loan origination systems and the Black Knight is its closet competitor. The complaint alleges that the acquisition, if consummated, would drive up costs, reduce innovation, and reduce lenders’ choices for tools necessary to generate and service mortgages. The complaint also alleged that Black Knight's plan to sell its loan origination system business to Constellation Software to eliminate the LOS horizontal overlap was insufficient because, among other things, the merger would still harm competition for product pricing and eligibility engines (PPEs), an add-on software used by lenders to calculate interest rates and pricing options. The vote to issue the complaint was 4-0.

Press Release, Fed. Trade Comm'n, FTC Acts to Block Deal Combining the Two Top Mortgage Loan Technology Providers (Mar. 9, 2023)

Answer and Defenses of Respondent Intercontinental Exchange, Inc. (Mar. 20, 2023)
Answer and Defenses of Respondent Black Knight, Inc. (Mar. 20, 2023)

Prehearing Scheduling Conference transcript (Mar. 28, 2023)

Scheduling Order (Mar. 29, 2023) (setting commencement of the hearing on July 12, 2023)

Respondents’ Motion To Set Status Conference (May 24, 2023)

Complaint Counsel's Opposition to Respondent's Motion for Status Conference (May 25, 2023)

Order Denying Motion to Set Status Conference, Granting Joint Motion to Amend Scheduling Order, and Issuing Revised Scheduling Order (May 31, 2023)

Joint Motion to Modify Prehearing Schedule (May 31, 2023)

Respondents' Motion To Stay Administrative Hearing Pending Federal Court Preliminary Injunction Action (May 31, 2023)

Complaint Counsel's Memorandum in Opposition to Respondents' Motion to Stay Administrative Hearing (June 12, 2023)

Joint Motion To Modify Prehearing Schedule (May 31, 2023)

Order Continuing Evidentiary Hearing (June 27, 2023)

Press Release, Intercontinental Exchange, Inc., Intercontinental Exchange and Black Knight Announce Agreement to Sell Black Knight’s Optimal Blue Business to Constellation Software Inc. (July 17, 2023)

Complaint Counsel’s Unopposed Motion To Withdraw this Matter from Adjudication (July 19, 2023)

Order Withdrawing Matter from Adjudication (July 25, 2023) (withdrawn from adjudication until August 16, 2023)

± FTC web page

→  Case Studies

JetBlue/Spirit
(DOJ 2023)

The deal

Agreement and Plan of Merger among JetBlue Airways Corporation, Sundown Acquisition Corp., and Spirit Airlines, Inc., dated as of July 28, 2022

Press Release, JetBlue Airways Corp., JetBlue Announces Termination of Merger Agreement with Spirit (Mar. 4, 2024)

D. Mass.

Complaint, United States v. JetBlue Airways Corp., No. 1:23-cv-10511 (D. Mass filed Mar. 7, 2023) (assigned to Judge William G. Young)

Press Release, U.S. Dep't of Justice, Antitrust Div., Justice Department Sues to Block JetBlue’s Proposed Acquisition of Spirit (Mar. 7, 2023)

Press Release, U.S. Dep't of Justice, Antitrust Div., Attorney General Merrick B. Garland Delivers Remarks on the Justice Department's Suit to Block JetBlue’s Proposed Acquisition of Spirit (Mar. 7, 2023)

Press Release, U.S. Dep't of Justice, Antitrust Div., Associate Attorney General Vanita Gupta Delivers Remarks on the Justice Department’s Suit to Block JetBlue’s Proposed Acquisition of Spirit (Mar. 7, 2023)

Press Release, U.S. Dep't of Justice, Antitrust Div., Principal Deputy Assistant Attorney General Doha Mekki Delivers Remarks on the Justice Department’s Suit to Block JetBlue’s Proposed Acquisition of Spirit (Mar. 7, 2023)

Docket sheet (downloaded Dec. 6, 2023)

Stipulated Protective Order (Mar. 21, 2023)

Amended Complaint (Mar. 31, 2023)

Joint Motion for Entry of Scheduling and Case Management Order (Apr. 4, 2023)

[Proposed] Scheduling And Case Management Order (Apr. 4, 2023)

Answer to Amended Complaint (May 8, 2023) (JetBlue)

Answer of Defendant Spirit Airlines, Inc. (May 8, 2023)

Plaintiffs’ Motion for Clarification (May 15, 2023) (re expert testimony)

Defendants’ Opposition to Plaintiffs’ Motion for Clarficiation (May 23, 2023)

Order (May 24, 2023) ("Motion denied. The Court's position is clear.")

Stipulated Joint Protective Order And Order Governing Production Of Investigation Materials (**As Modified) (June 21, 2023)

Plaintiffs’ Motion To Compel Production of Spirit Documents Wrongfully Withheld As Privileged (Aug. 18, 2023)

Memorandum of Law in Support of Plaintiffs’ Motion To Compel Production of Spirit Documents Wrongfully Withheld As Privileged (Aug. 18, 2023)

Defendant Spirit Airlines, Inc.’s Memorandum in Opposition to Plaintiffs’ Motion To Compel Production of Spirit Documents (Sept. 1, 2023)

Order: Motion denied, discovery having closed. This ruling does not foreclose the government from inquiring into these matters at trial. (Sept. 14, 2023)

Defendant JetBlue Airways Corporation and Spirit Airlines, Inc.’s Motion in Limine To Estop the Department of Justice from Taking Inconsistent Positions and To Overrule Objections (Sept. 11, 2023) [ECF No. 167]

Defendant JetBlue Airways Corporation and Spirit Airlines, Inc.’s Motion in Limine To Estop the Department of Justice from Taking Inconsistent Positions and To Overrule Objections (Sept. 11, 2023)

Plaintiffs’ Opposition to Defendants’ Motion in Limine To Estop the United States and Overrule Objections (Sept. 20, 2023)

Defendant JetBlue Airways Corporation and Spirit Airlines, Inc.’s Memorandum of Law in Further Support of their Motion in Limine To Estop the Department of Justice from Taking Inconsistent Positions and To Overrule Objections [216]

Plaintiffs’ Motion in Limine Regarding Purported Out-Of-Market Benefits (Sept. 11, 2023) (by plaintiffs)

Memorandum of Law in Support of Plaintiffs’ Motion In Limine Regarding Purported Out-Of-Market Benefits (Sept. 11, 2023) [181]

Defendant JetBlue Airways Corporation and Spirit Airlines, Inc.’s Memorandum in Opposition to Plaintiffs’ Motion in Limine Regarding Purported Out-Of-Market Benefits (Sept. 20, 2023)

Reply In Support Of Plaintiffs’ Motion In Limine Regarding Purported Out-Of-Market Benefits (Sept. 26, 2023) [218]

Defendants’ Motion in Limine To Exclude Opinions of Dr. Tasneem Chipty (Sept. 11, 2023)

Defendants’ Memorandum in Support of Motion To Exclude Opinions of Dr. Tasneem Chipty (Sept. 11, 2023)

Memorandum of Law in Opposition to Defendants’ Motion To Exclude Certain Opinions of Dr. Tasneem Chipty (Sept. 20, 2023)

Defendants’ Reply Memorandum in Support of Motion in Limine To Exclude Opinions of Dr. Tasneem Chipty (Sept. 26, 2023)

Procedural Order Re: Final Pretrial Conference/Trial (Sept. 14, 2023)

Proposed Final Pretrial Order (Sept. 15, 2023)

Pretrial Conference (Oct. 4, 2023)

Plaintiffs’ Pretrial Brief (Oct. 10, 2023)

Amicus Curiae Brief of Transport Workers Union, Local 570, AFL-CIO, in Support of Plaintiffs’ Position (Oct. 5, 2023)

Defendants’ Pretrial Brief (Oct. 10, 2023)

Pretrial conference (Oct. 30, 2023) (disposing of certain outstanding motions)

Bench trial (scheduled)

Day 1 (10/31/2023)
Day 2 (11/1/2023)
Day 3 (11/2/2023)
Day 4 (11/3/2023)
Day 5 (11/6/2023)
Day 6 (11/7/2023)
Day 7 (11/8/2023)
Day 8 (11/9/2023)
Day 9 (11/14/2023)
Day 10 (11/15/2023)
Day 11 (11/16/2023)
Day 12 (11/17/2023)
Day 13 (11/20/2023)
Day 14 (11/21/2023)
Day 15 (11/27/2023)
Day 16 (11/28/2023)
Day 17 (11/30/2023)
Day 18 (12/1/2023)
Day 19 (12/4/2023)
Day 20 (12/5/2023) (DOJ closing slides; JetBlue closing slides; Spirit closing slides)

Closing arguments (Dec. 5, 2023)

Plaintiffs’ Post-Trial Brief (Dec. 13, 2023)

Plaintiffs’ Proposed Conclusions of Law (Dec. 23, 2023)
Plaintiffs’ Proposed Findings of Fact (Dec. 13, 2023)

Defendants’ Post-Trial Brief (Dec. 13, 2023)

Amicus Curiae Brief of the Association of Flight Attendants-CWA, AFL-CIO In Support of Defendants’ Position (Dec. 13, 2023)

Notice of Supplemental Authority (Dec. 18, 2023) (Fith Circuit's Illumina opinion)

Plaintiffs’ Response to Defendants’ Notice of Supplemental Authority (Dec. 20, 2023)

Response Regarding Notice of Supplemental Authority (Dec. 21, 2023)

Opinion, United States v. JetBlue Airways Corp., No. 1:23-cv-10511 (D. Mass Jan. 16, 2024) (finding for the plaintiffs and enjoining transaction) (reported at 2024 WL 162876)

Notice of Appeal (Jan. 19, 2024)

± DOJ web page

United States v. JetBlue Airways Corp., No. 24-1092 (1st Cir. docketed
NB: The termination date of the merger agreement is July 24, 2024 (current as of February 2, 2024)

Docket sheet (downloaded Mar. 21, 2024)

JetBlue Airways Corporation and Spirit Airlines, Inc.’s Motion To Expedite Consideration of the Appeal (Jan. 29, 2024)

Plaintiffs-Appellees' Opposition to Defendants-Appellants' Proposed Schedule (Jan. 31, 2024)

JetBlue Airways Corporation and Spirit Airlines, Inc.’s Reply in Support of Motion To Expedite Appeal (Feb. 1, 2024)

Order of Court (Feb. 2, 2024) (setting briefing schedule)

February 26, 2024: Defendants-appellants' brief due

April 11, 2024;: Plaintiffs-Appellees' opposition brief due

April 25, 2024.: Defendants-appellants' reply brief due

The court contemplates argument during the court's June sitting

Brief for Defendants-Appellants (Feb. 26, 2024)

Brief Amicus Curiae for The Chamber of Commerce of the United States of America in Support of Defendants-Appellants and Reversal (Mar. 4, 2024)

Press Release, JetBlue Airways Corp., JetBlue Announces Termination of Merger Agreement with Spirit (Mar. 4, 2024)

Joint Stipulation of Voluntary Dismissal (Mar. 5, 2024)

Judgment (Mar. 5, 2024)

Mandate (Mar. 5, 2024)

Commentary

± Editorial, Biden Antitrust and the Spirit Airlines Bankruptcy, Wall St. J.com (Nov. 18, 2024)

→  Case Studies

Kroger/Albertsons (special dividend litigation)
(state 2022)

The deal

Press Release, The Kroger Co. and Albertsons Companies, Kroger and Albertsons Companies Announce Definitive Merger Agreement (Oct. 14, 2022)

Agreement and Plan of Merger by and Among Albertsons Companies, Inc., The Kroger Co., and Kettle Merger Sub, Inc. Dated as of October 13, 2022
The Kroger Co. and Albertsons Companies, Investor Presentation (Oct. 14, 2022)
Customer FAQs
Infographics

Press Release, The Kroger Co., Kroger and Albertsons Companies Announce Comprehensive Divestiture Plan with C&S Wholesale Grocers, LLC in Connection with Proposed Merger (September 8, 2023)

The Kroger Co. and Albertsons Companies, Comprehensive Divestiture Plan with C&S Wholesale Grocers, LLC (Sept. 8, 2023) (investor presentation)

Kroger Co. & Albertsons Cos., Kroger’s Plan to Lower Prices at Albertsons Stores Follows 20-Year Track Record of Providing Great Value to Customers (Feb. 2024)

± Deal website
± Kroger SEC filings

Congressional opposition

Letter to FTC Chair Lina Khan from Senators Elizabeth Warren and Bernard Sanders and Rep. Jan Schakowsky re Kroger-Alberstons Merger (Oct. 13, 2022)

Letter to FTC Chair Lina Khan from Reps. Pramila Jayapal, Jerrold Nadler, David N. Cicilline, and Adam Smith (Nov. 21, 2022)

Selected other opposition

American Antitrust Institute, Competition Concerns Raised by the Proposed Kroger-Albertsons Merger (Feb. 7, 2023)

Ben Zipperer, Economic Policy Institute, Kroger-Albertsons Merger Will Harm Grocery Store Worker Wages (Apr. 28, 2023)

Press Release, United Food and Commercial Workers International Union (UFCW), America’s Largest Union of Essential Grocery Workers Announces Opposition to Kroger and Albertsons Merger (May 5, 2023)

Press Release, International Brotherhood of Teamsters, Teamsters Oppose Kroger-Albertsons Merger (June 12, 2023)

± Stop the Merger.com

Washington State

Complaint for Injunction, Civil Penalties, and Other Relief Under the Washington 21 State Consumer Protection Act, RCW, 19.86, Washington v. Albertsons Companies, Inc., No. 22-2-18046-3 SEA (Wash. Sup. Ct. (Nov. 1, 2022)

Plaintiff’s Motion for Temporary Restraining Order (Nov. 1, 2022)

Order Granting Plaintiff's Motion for Temporary Restraining Order (Nov. 3, 2022) (in effect through November 10 hearing on the state's motion for a preliminary injunction)

Plaintiff’s Motion for Preliminary Injunction (Nov. 8, 2022)

Defendant The Kroger Co.’s Opposition to Plaintiff’s Motion for Preliminary Injunction (Nov. 9, 2022)

Albertsons Companies, Inc.’s Memorandum of Law in Opposition to Plaintiff State of Washington’s Motion for a Preliminary Injunction (Nov. 9, 2022)

State of Washington’s Reply in Support of its Motion for Preliminary Injunction (Nov. 10, 2022)

State of Washington’s Motion To Continue Hearing on the State’s Motion for Preliminary Injunction and To Extend the Temporary Restraining Order (Nov. 14, 2022)

Albertsons Companies, Inc.’s Opposition to the State of Washington’s Motion To Continue Hearing on its Motion for Preliminary Injunction and To Extend Temporary Restraining Order (Nov. 15, 2022)

Minutes to hearing (Nov. 15, 2022) (granting motion and continuing hearing until Dec. 9, 2022)

Emergency Motion for Injunctive Relief Pursuant to RAP 8.3 (Dec. 9, 2022)

Order Denying State of Washington’s Motion for Preliminary Injunction and Extending Temporary Restraining Order until 4:30 pm on December 19, 2022 (Dec. 9, 2022)

± Superior Court web page (No. 22-2-18046-3)

District of Columbia

Letter to Albertsons Companies, Inc. and The Kroger Co. from the District of Columbia Attorney General requesting delay of special dividend (Oct. 26, 2022) (joined by five other attorneys general)

Complaint for Equitable and Injunctive Relief for Violations of Section One of the Sherman Antitrust Act and State Antitrust Laws, District of Columbia v. Kroger Co., No. 1:22-cv-03357 (D.D.C. Nov. 2, 2022) (assigned to Judge Carl J. Nichols)

Docket sheet (downloaded May 9, 2023)

Standing Order for Civil Cases (Nov. 3, 2022)

Plaintiffs’ [Redacted] Memorandum of Law in Support of Motion for a Temporary Restraining Order (Nov. 2, 2022)

[Proposed] Temporary Restraining Order

Defendant Albertsons Companies, Inc.’s Memorandum of Law in Opposition to ch Plaintiff States’ Motion for a Temporary Restraining Order (Nov. 4, 2022)

Defendant The Kroger Co.’s Opposition to Plaintiffs’ Motion for Temporary Restraining Order (Nov. 4, 2022)

Plaintiffs’ Reply in Support of Motion for a Temporary Restraining Order (Nov. 7, 2022)

Order Denying Motion for Temporary Restraining Order (Nov. 8, 2022)

Joint Status Report Regarding Plaintiffs’ Motion for a Temporary Restraining Order (Nov. 4, 2022)

Joint Status Report Regarding Plaintiffs’ Motion for a Preliminary Injunction (Dec. 5, 2022)

Plaintiffs’ [Redacted] Memorandum of Law in Support of Motion for a Preliminary Injunction (Dec. 1, 2022)

Defendant Albertsons Companies, Inc.’s Memorandum of Law in Opposition to the Plaintiff States’ Motion for a Preliminary Injunction (Dec. 8, 2022)

Defendant The Kroger Co.’s Memorandum in Opposition to Plaintiffs’ Motion for a Preliminary Injunction (Dec. 8, 2022)

Defendant The Kroger Co.’s Notice of Supplemental Authority (Dec. 9, 2022)

Attachment A. Order, State of Washington v. Albertsons Companies, Inc., No. 22-2-18046-3 SEA (Wash. Super. Ct. Dec. 9, 2022)

Plaintiffs’ Reply in Support of Motion for a Preliminary Injunction (Dec. 10, 2022)

Order Denying Motion for Preliminary Injunction (Dec. 13, 2022)

Notice of Appeal (Dec. 13, 2022)

Plaintiffs’ Motion for a Temporary Injunction Pending Appeal and Memorandum of Law in Support (Dec. 12, 2022)

Albertsons Companies Inc.’s Memorandum of Law in Opposition to Plaintiffs’ Motion for a Temporary Injunction Pending Appeal (Dec. 14, 2022)

Defendant The Kroger Co.’s Memorandum in Opposition to Plaintiffs’ Motion for a Temporary Injunction Pending Appeal (Dec. 14, 2022)

Order Denying Motion for Temporary Injunction Pending Appeal (Dec. 14, 2022)

D.C. Circuit

District of Columbia v. Kroger Co., No. 22-7168 (D.C. Cir. docketed Dec. 13, 2022)

Docket sheet (downloaded May 9, 2023)

Emergency Motion of Appellants for an Injunction Pending Appeal and an Immediate Administrative Stay (Dec. 13, 2022)

Appellee Albertsons Companies, Inc.’s Consolidated Opposition to Appellants’ Motion for an Injunction Pending Appeal and Motion for Summary Affiance (Dec. 15, 2022)

Appellee Albertsons Companies, Inc.’s Consolidated Opposition to Appellants’ Motion for an Injunction Pending Appeal and Motion for Summary Affirmance (Dec. 15, 2022)

Reply in Support of Appellants’ Emergency Motion for an Injunction Pending Appeal and an Immediate Administrative Stay (Dec. 16, 2022)

Order (Dec. 20, 2022) (per curiam) (deny emergency motion)

Appellants’ Opposition to Appellees’ Cross-Motions for Summary Affirmance (Dec. 30, 2022)

Appellee The Kroger Co.'s Reply in Support of its Rule 8 Cross-Motion for Summary Affirmance (Jan. 10, 2023)

Appellee Albertsons Companies, Inc.’s Reply in Support of its Motion for Summary Affirmance (Jan. 10, 2023)

Order (Jan. 18, 2023) (ordering parties to file responses addressing the effect of the Washington Supreme Court's termination of the extension of the temporary restraining order in that case)

Appellants’ Response to the Court’s Order and Motion for Vacatur of the Decision Below (Jan. 25, 2023)

Appellee Albertsons Companies, Inc.’s Response to Court’s January 18, 2023 Per Curiam Order Directing Parties File Responses Addressing Effect of Washington Supreme Court’s January 17, 2023 Order (Jan. 25, 2023)

Appellee The Kroger Co.'s Supplemental Brief in Response to Court's January 18, 2023, Briefing Order (Jan. 25, 2023)

Appellee The Kroger Co.'s Opposition to Appellants' Motion for Vacatur (Jan. 27, 2023)

Appellee Albertsons Companies, Inc.’s Opposition to Appellants’ Motion for Vacatur (Feb. 3, 2023)

Appellants’ Reply in Support of Vacatur (Feb. 10, 2023)

Order (Feb. 23, 2023) (dismissing the appeal as moot)

Mandate (Feb. 23, 2023)

On remand

Plaintiffs’ Notice of Voluntary Dismissal of Complaint (Feb. 24, 2023)

C&S divestiture

Press Release, The Kroger Co., Kroger and Albertsons Companies Announce Comprehensive Divestiture Plan with C&S Wholesale Grocers, LLC in Connection with Proposed Merger (September 8, 2023)

The Kroger Co. and Albertsons Companies, Comprehensive Divestiture Plan with C&S Wholesale Grocers, LLC (Sept. 8, 2023) (investor presentation)

Press Release, Coalition of UFCW Local Unions Raise Concern and Caution About Kroger/Albertsons Divestiture Deal with C&S Wholesale Grocers (Sept. 11, 2023)

± Mark Hamstra, UFCW Cites ‘Echoes of Haggen’ in Proposed C&S Deal, Supermarket News.com (Sept. 20, 2023)

Commentary

Jaewon Kang, Kroger to Buy Albertsons in $24.6 Billion Deal That Would Create New Grocery Giant, WSJ.com (Oct. 14, 2022)

Michelle F. Davis & Crystal Tse, Kroger’s Pursuit of Albertsons Hinged on Regulatory Strategy, Bloomberg.com (Oct. 14, 2022)

→  Case studies

Assa Abloy/Spectrum Brands
(DOJ 2022)

The deal

Assa Abloy AAB, Acquisition of the Hardware and Home Improvement (“HHI”) division of Spectrum Brands (Sept. 8, 2021) (press release)

Assa Abloy AAB, Acquisition of the Hardware and Home Improvement (“HHI”) division of Spectrum Brands (____) (investor presentation)

D.D.C.

Complaint, United States v. Assa Abloy AB, No. 1:22-cv-02791 (D.D.C. filed Sept. 15, 2022) (assigned to Judge Amy Berman Jackson)
Challenges Assa Abloy's proposed $4.3 billion acquisition of the Hardware and Home Improvement division of Spectrum Brands. ASSA ABLOY and Spectrum are respectively the third and largest of the three largest producers of residential door hardware in the concentrated, $2.4 billion U.S. industry. The complaint alleges that the merger would eliminate important head-to-head competition between Assa Abloy and Spectrum, risking higher prices, lower quality, reduced innovation and poorer service in the nationwide sale of premium mechanical door hardware and smart locks. Reportedly, the parties offered a divestiture settlement, which the DOJ rejected. The parties are "litigating the fix." In an October 28 scheduling conference, Assa Abloy asserted that the "fix" would completely address any overlap, that potential buyers are now conducting due diligence, and that a buyer should be identified by December 1.

Press Release, U.S. Dep't of Justice, Antitrust Div., Justice Department Sues to Block ASSA ABLOY’s Proposed Acquisition of Spectrum Brands’ Hardware and Home Improvement Division (Sept. 15, 2022)

Assa Abloy AAB, ASSA ABLOY Formally Responds to the DOJ’s Complaint To Block the Acquisition of the Hardware and Home Improvement Division (Oct. 14, 2022) (announcing the initiation of ha sales process of Emtek and the Smart Residential business in the U.S. and Canada to eliminate the U.S. and Canadian overlap)

Docket sheet (downloaded July 4, 2024)

Stipulated Protective Order and Order Governing Production of Investigation Materials (Oct. 3, 2022)

Assa Abloy AB’S Answer and Defenses (Oct. 14, 2022)
Spectrum Brands Holdings, Inc.’s Answer and Defenses (Oct. 14, 2022)

Joint Motion for Entry of Joint Proposed Scheduling and Case Management Order (Oct. 14, 2022) (proposing an April 17 trial date)

Scheduling conference (Oct 28, 2022)

Post-Scheduling Conference Order (Nov. 3, 2022) (scheduling trial to begin on April 17, 2023)

Scheduling and Case Management Order (Nov. 18, 2022)

Plaintiff’s Memorandum Concerning the Admissibility of Civil Investigative Demand Depositions at Trial (Nov. 30, 2022)
Defendants’ Memorandum Regarding CID Deponents (Nov. 30, 2022)

Notice of Binding Agreement (Dec. 2, 2022) (re defendants' agreement to sell Emtek and its Smart Residential business in the United States and Canada to Fortune Brands Home & Security, Inc.)

Press Release,

MINUTE ORDER. As ordered at the status conference held on this date, plaintiff may take Federal Rule of Civil Procedure 30 depositions of the four employees on defendants' witness list without limits on topic or time, aside from those established by the rule and the CMO. As further discussed, the parties must file a joint status report by January 13, 2023, and a status conference is set for January 18, 2023 at 9:30 a.m. in Courtroom 3 in person. It is further ordered that the deadline for pretrial briefs, originally due on March 10, 2023, is reset to January 13, 2023. The briefs may not exceed twelve pages. Each party's brief should set forth the applicable legal standard to be applied at trial and the party's legal theories. The parties must address the questions posed in United States v. United HealthGroup Inc., No. 1:22-CV-0481 (CJN), 2022 WL 4365867, at *8 (D.D.C. Sept. 21, 2022), that is: "[w]ho bears the burden of proving the competitive implications of the divestiture, when must that party satisfy its burden, and what exactly must that party prove?" Id. Further, defendants must inform the Court whether they are contesting the government's pre-divestiture market share statistics and its claim that absent the proposed divestiture, the merger is likely to substantially lessen competition in the relevant market(s). SO ORDERED. Signed by Judge Amy Berman Jackson on 12/5/22. (DMK)

Supplement to Case Management Order (Dec. 9, 2022)

Motion of The American Antitrust Institute and the Hon. William J. Baer for Leave To File an Amicus Brief (Dec. 30, 2022)

MINUTE ORDER granting in part and denying in part 53 motion of the American Antitrust Institute and the Honorable William J. Baer for leave to file an amicus brief. The amicus brief is due by January 13, 2023 and must be no more than ten pages. (Jan. 2, 2023)

Motion for Leave To File Amicus Curiae Brief and Memorandum of Law in Support Thereof (Jan. 3, 2023) [ECF No. 54]

Exhibit A. [Proposed] Amicus Curiae Brief of Law Professors as Amici Curiae in Support of Neither Party (Jan. 3, 2023)

Exhibit B. List of Amici

Defendants’ Opposition to Law Professors’ Motion for Leave To File Amicus Curiae Brief (Jan. 10, 2023)

MINUTE ORDER granting 54 Motion of Jennifer E. Sturiale for leave to file an amicus brief. In its discretion, the Court grants the motion notwithstanding defendants' opposition. The fact that defendants believe that the amicus' analysis is incorrect is not a reason to deny the motion, and since the approach mirrors that of the government, the defense will have a full opportunity to respond. In any event, the Court will resolve the issue based on its reading of the applicable legal authorities and not the number of pages filed by either side. The Clerk of Court is directed to file on the docket exhibits A-F of the motion, [54-3] through [54-8]. SO ORDERED. Signed by Judge Amy Berman Jackson on 1/10/23. (DMK)

Pretrial Brief of Plaintiff United States of America (Jan. 13, 2023)
Defendants’ Pretrial Brief (Jan. 13, 2023)

Joint Status Report (Jan. 13, 2023)

Joint Status Report (Jan. 26, 2023)

Exhibit. Revised CMO Schedule

Joint Status Report (Feb. 6, 2023)

MINUTE ORDER. As the parties have been advised in the past, the Court intends to exercise its discretion to establish limits on the numbers of exhibits to be introduced at trial. The limits set forth in this Order, which will be included in the Revised CMO, contemplate two phases or aspects of the litigation: 1) the introduction of evidence concerning the pre-divestiture impact of the merger on competition in the relevant market(s), if necessary; and 2) the introduction of evidence concerning the adequacy of the divestiture remedy. It is hereby ORDERED that the exhibits introduced in connection with each aspect of the presentation of evidence will be divided into two tiers: Tier 1 will consist of the critical exhibits each party believes the Court must read, and Tier 2 will consist of any other exhibits upon which the parties rely, including any background or foundational documents, or records underlying any summary exhibits included in Tier 1. The parties may cite exhibits in either tier in their proposed Findings of Fact and Conclusions of Law. If the parties are unable to reach an agreement obviating the presentation of evidence with respect to the government's prima facie case that is, the pre-divestiture effect of the merger on competition each party may designate up to 100 exhibits as Tier 1 exhibits on this aspect of the trial. Each party may designate up to 150 Tier 1 exhibits for the divestiture aspect of the trial. The total number of exhibits for each side, including both Tier 1 and Tier 2 exhibits for both phases of the trial, will be capped at 600. This order does not address the disputed legal issues concerning the burdens of proof at each phase; it is simply intended to inform the parties of the rules that will apply at trial. SO ORDERED. Signed by Judge Amy Berman Jackson on 2/7/23. (DMK) (Entered: 02/07/2023)

Joint Status Report (Feb. 20, 2023)

MINUTE ORDER. The Court has reviewed the parties' submissions and the documents referenced therein concerning a narrow discovery dispute: whether the defendants are obliged to continue to produce responsive records concerning the divestiture generated after February 10, 2023, through the close of the divestiture-related fact discovery cut-off date of March 10, 2023. The government has specified that it is seeking an order compelling ASSA ABLOY to produce divestiture-related documents from the files of nine ASSA ABLOY employees in particular, and that the collection of such documents could conclude on March 3. Having considered the defendants' objections, the Court hereby ORDERS in its discretion that the defendants must produce divestiture-related records from the files of the nine employees from February 10, 2023 through and including March 3, 2023, and that those records must be produced by March 14, 2023. The government must inform the defendants of any intention to introduce any of those newly produced documents as additional exhibits at trial during the meet and confer scheduled for March 15-17, 2023. This order will be included in the forthcoming revised Case Management Order. SO ORDERED. Signed by Judge Amy Berman Jackson on 2/24/23. (DMK) (Entered: 02/24/2023)

Revised Case Schedule and Order on Exhibits (Feb. 24, 2023)

Stipulation (Feb. 24, 2023)

Reassignment of Civil Case (Mar. 7, 2023) (reassigning case to Judge Ana C. Reyes)
Judge Reyes, formerly a partner at Williams & Connolly LLP, was appointed as a United States District Judge in February of 2023, assuming the seat previously held by Judge Colleen Kollar-Kotelly

MINUTE ORDER. The Court will hold an in-person status conference on March 14, 2023, at a time to be scheduled by the Courtroom Deputy. It is ORDERED that on or before March 13, 2023, the parties shall file a joint status report identifying the pre-trial case status and any current disputes that the Court needs to address. It is FURTHER ORDERED that the parties shall contact the Courtroom Deputy to schedule a hearing on the pretrial briefs 58 , 59 to be held on or before March 31, 2023. Separately, the Court expects the parties to substantially narrow disputes regarding exhibits and deposition designations. It is therefore FURTHER ORDERED that the forthcoming meet-and-confer meetings scheduled to occur between March 15 and 17, 2023 shall be held in person. And it is FURTHER ORDERED that first- or second-chair trial counsel for each party shall review in detail and approve every dispute contained in the joint submissions filed with the Court and that those counsel be identified in the submissions. Signed by Judge Ana C. Reyes on 3/8/2023. (lcjo)

Joint Status Report (Mar. 13, 2023)

Exhibit

Supplemental Pretrial Brief of Plaintiff United States of America (Mar. 27, 2023)

Defendants’ Supplemental Pre-Trial Brief (Mar. 27, 2023)

Exhibit 1

Revised Case Management Schedule (Apr. 5, 2023)

Final Pretrial Hearing Submission of Plaintiff United States of America (Apr. 7, 2023)
Defendants’ Second Supplemental Pre-Trial Brief (Apr. 7, 2023)

Pretrial Conference (Apr. 11, 2023)

Stipulated Order on the Use of Confidential Information at Trial (Apr. 17, 2023)

Pretrial Conference - Interim (Apr. 18, 2023)

Trial

Day 1 (Apr. 24, 2023)
Day 2 (Apr. 25, 2023)
Day 3 (Apr. 26, 2023)
Day 4 (Apr. 27, 2023)
Day 5 (Apr. 28, 2023)
Day 6 (May 1, 2023) (Transcript - Afternoon Session)
Minute Order: By order of the Court, trial will resume on Friday, May 5, 2023, at 10:00 AM (May 2, 2023)
Minute Order: The trial is paused for one day until Wednesday, May 3, 2023 at 10 a.m (May 2, 2023)
Minute Order: The trial is continued until Monday, May 8, 2023 at 10 a.m (May 3, 2023)

Settlement

Press Release, U.S. Dep't of Justice, Antitrust Div., Justice Department Reaches Settlement in Suit to Block ASSA ABLOY’s Proposed Acquisition of Spectrum Brands’ Hardware and Home Improvement Division (May 5, 2023)

United States’ Explanation of Procedures under the Antitrust Procedures and Penalties Act (May 5, 2023)

Asset Preservation Stipulation and Order (May 5, 2023)

Attachment A. Includes the contracts in connection with divestiture
Attachment B. Smart Residential Roadmaps (largely redacted)

Proposed Final Judgment (May 5, 2023)

Appendix A. Product types

Competitive Impact Statement (May 5, 2023)

Certificate of Compliance under 15 U.S.C. § 16(g) by Defendant Assa Abloy AB (Sept. 7, 2023)
Certificate of Compliance under 15 U.S.C. § 16(g) by Defendant Spectrum Brands Holdings, Inc. (Sept. 11, 2023)

United States’ Unopposed Motion and Memorandum of Law in Support of Entry of Final Judgment (Sept. 13, 2023)

Final Judgment (Sept. 13, 2023)

± DOJ web page

Monitor dispute

Assa Abloy AB’s Motion for Clarification of the Final Judgment (June 18, 2024)

Exhibit 1. Proposed Term Sheet, dated Apr. 30, 2023
Exhibit 2. Engagement Letter, dated Oct. 5, 2023
Exhibit 3. Monitoring Trustee’s Invoiced Fees
Exhibit 4. Letter from L. Battaglia to M. Coolidge, dated Apr. 17, 2024
Exhibit 5. Letter from M. Coolidge to L. Battaglia, dated Apr. 26, 2024
Exhibit 6. Letter from L. Battaglia to M. Coolidge, dated May 8, 2024
Exhibit 7. Escrow Agreement, dated June 14, 2024
Exhibit 8. Letter from M. Isaacs to L. Battaglia, dated June 11, 2024
Exhibit 9. Email from M. Coolidge to L. Battaglia, et al., dated June 3, 2024
Exhibit 10. Email from M. Coolidge to L. Battaglia, et al., dated June 7, 2024
Exhibit 11. Document Requests Directed to ASSA ABLOY, dated Mar. 19, 2024
Exhibit 12. Document Requests Directed to ASSA ABLOY, dated Mar. 7, 2024

[Proposed] Order Granting Assa Abloy AB’s Motion for Clarification of the Final Judgment (June 18, 2023)

Plaintiff’s Cross-Motion To Enforce the Final Judgment and Opposition to Assa Abloy’s Motion for Clarification (July 2, 2024)

Exhibit 1. Email Correspondence among G. Lazarus, M. Coolidge, and M. Huppert, dated Sept. 19 to Sept. 26, 2023
Exhibit 2. Letter from M. Huppert to G. Lazarus, dated Feb. 29, 2024
Exhibit 3. Email from M. Huppert to G. Lazarus, dated Mar. 5, 2024
Exhibit 4. Email from M. Huppert to J. Bernick, et al., dated Mar. 26, 2024
Exhibit 5. Letter from M. Isaacs to L. Battaglia, dated May 31, 2024
Exhibit 6. Letter from M. Isaacs to L. Battaglia, dated June 11, 2024
Exhibit 7. Email from M. Isaacs to L. Battaglia, dated June 17, 2024

[Proposed] Order Granting Plaintiff’s Cross Motion To Enforce the Final Judgment and Denying Assa Abloy’s Motion for Clarification of the Final Judgment (July 2, 2024)

Statement of the Monitoring Trustee (July 2, 2024) (filed under seal)

Assa Abloy AB’s Reply in Support of its Motion for Clarification of the Final Judgment and Opposition to Plaintiff’s Cross-Motion (July 8, 2024)

Conference transcript (July 9, 2024)

Joint Status Report (July 16, 2024)

Minute Order (July 26, 2024): Upon consideration of the parties' Joint Status Report, the Court appreciates the parties working through the issues and hereby VACATES the status conference scheduled for July 26, 2024. SO ORDERED. Signed by Judge Ana C. Reyes on 7/25/2024

Joint Status Report (July 25, 2024)

→  Case studies

Booz Allen Hamilton/Everwatch
(DOJ 2022)

The deal

Press Release, Booz Allen Hamilton, Booz Allen To Acquire Everwatch (Mar 16, 2022)

D. Md.

Complaint, United States v. Booz Allen Hamilton Holding Corp., No. 1:22-cv-01603-CCB (D. Md. filed June 29, 2022) (redacted) (assigned to Judge Catherine C. Blake)
Challenges BAH's proposed acquisition of EverWatch for reportedly $440 million. The complaint alleges that the parties violated Section 1 of the Sherman Act by signing the merger agreement because it lessened their incentives to bid against one another for "Optimal Decision" (a future NSA procurement contract for which a RFP has not yet been issued) and seeks abrogation of the merger agreement as preliminary injunctive relief. The complaint also alleges that the merger, if consummated, would violate Section 7 by creating a reasonable probability of diminished competition in the single-product market consisting of the Optimal Decision contract. The government's motion for a preliminary injunction, however, is not premised on a Section 7 violation..

Press Release, U.S. Dep't of Justice, Antitrust Div., Justice Department Sues to Block Booz Allen Hamilton’s Proposed Acquisition of EverWatch (June 29, 2022)

Docket sheet (downloaded Sept. 30, 2023)

Plaintiff's Emergency Motion for a Preliminary Injunction (July 8, 2022)

Plaintiff's Memorandum in Support of its Emergency Motion for a Preliminary Injunction (July 8, 2022; public version filed July 14, 2022)

Exhibit A. NSA declaration

[Proposed] Preliminary Injunction Order (July 8, 2022)

Defendants’ Response to Plaintiff’s Motion for a Preliminary Injunction (July 29, 2022)

Plaintiff's Reply Memorandum in Further Support of its Emergency Motion for a Preliminary Injunction (public version Aug. 12, 2022)

Plaintiff’s Motion for Expedited Briefing and Scheduling of a Hearing on Plaintiff’s Motion for a Preliminary Injunction (July 10, 2022)

[Proposed] Order Expediting Briefing and Scheduling a Hearing on Plaintiff’s Motion for a Preliminary Injunction (July 10, 2022)

Defendants’ Response to Plaintiff’s Motion for Expedited Briefing (July 12, 2022)

Plaintiff's Reply to Defendants' Opposition to Expedited Briefing and Scheduling (July 15, 2022)

Letter from DOJ to Court re United States Proposal for a Preliminary Injunction Hearing Schedule (July 15, 2022)

Memorandum to Counsel (Order) (July 20, 2022) (setting trial schedule: Preliminary injunction hearing on September 15-16, 2022, to be followed by a full trial)

Order (July 26, 2022) (denying motions for sanctions and expedited briefing as moot)

Defendants’ Emergency Motion for Protective Order and Sanctions (July 11, 2022)

Defendants Everwatch Corp., EC Defense Holdings, LLC, and Analysis, Computing & Engineering Solutions, Inc.’s Memorandum in Support of Emergency Motion for Protective Order and Sanctions (July 11, 2022)

Plaintiff's Memorandum in Opposition to Defendants' Motion for Protective Order and Sanctions (July 12, 2022)

Defendants Everwatch Corp., EC Defense Holdings, LLC, and Analysis, Computing & Engineering Solutions, Inc.’s Reply in Support of Emergency Motion for Protective Order and Sanctions (July 13, 2022)

Plaintiff's Surreply Memorandum in Opposition to Defendants' Motion for Protective Order and Sanctions (July 15, 2022) (filed but order by the Court to submit a motion to file)

Defendants Everwatch Corp., EC Defense Holdings, LLC, and Analysis, Computing & Engineering Solutions, Inc.’s Memorandum in Opposition to Plaintiff’s Motion for Leave To File a Surreply Memorandum in Response to Everwatch Defendants’ Motion for Protective Order and Sanctions (July 20, 2022)

Order (July 26, 2022) (denying motions for sanctions and expedited briefing as moot)

Joint Motion for Entry of Stipulated Protective Order and Order Governing Production of Investigation Materials (July 18, 2022)

Stipulated Protective Order and Order Governing Production of Investigation Materials (so ordered July 18, 2022)

Defendants Booz Allen Hamilton Holding Corp. and Booz Allen Hamilton Inc.’s Answer to Complaint (July 22, 2022) (public version)
Defendants Everwatch Corp., EC Defense Holdings, LLC, and Analysis, Computing & Engineering Solutions, Inc.’s Answer and Defenses (July 22, 2022) (public version)

Defendants’ Response to Plaintiff’s Motion for a Preliminary Injunction (July 22, 2022; corrected public version filed Aug. 1, 2022)

[Defendants'] Letter brief regarding Preliminary Injunction Hearing Scheduling and Management Order (Aug. 4, 2022)

Preliminary Injunction Hearing Scheduling and Case Management Order (Aug. 10, 2022)

Plaintiff's Reply Memorandum in Further Support of its Emergency Motion for a Preliminary Injunction (public version Aug. 12, 2022)

Defendants’ Motion for Emergency Relief (Redacted) (public version filed Aug. 29, 2022)

Plaintiff's Memorandum in Opposition to Defendants' Motion for Emergency Relief (public version filed Aug. 31, 2022)

Defendants’ Reply in Support of their Motion for Emergency Relief (Sept. 1, 2022)

Order (Sept. 1, 2022) (denying defendants' emergency motion) [ECF 144]

DOJ Letter re Status of Production (Sept. 6, 2022)

Plaintiff’s Pre-Hearing Brief (Redacted Version) (Sept. 9, 2022; public version filed Sept. 10, 2022)
Defendants’ Pre-Hearing Brief (Sept. 9, 2022) (redacted)

Plaintiff's Motion In Limine To Exclude Expert Testimony from Dr. Elizabeth Bailey or, in the Alternative, for a Reopened Deposition (Sept. 9, 2022)

Defendants' Response to Plaintiffs Motion In Limine To Exclude Expert Testimony from Dr. Elizabeth Bailey or, in the Alternative, for a Reopened Deposition (ECF around 188)

Order on Motion in Limine (Sept. 13, 2022) [ECF 199]

DOJ Letter re Revised Preliminary Injunction Order (Sept. 14, 2022)

Proposed Order

PI hearing

Day 1 (Sept 15, 2022)
Day 2 (Sept. 16, 2022)

Memorandum Opinion (Oct. 11, 2022; public version Oct. 17, 2022) (public version)

Order (Oct. 11, 2022) (denying motion for a preliminary injunction)

Motion of the United States for a Fourteen (14)-Day Injunction Pending Decision Whether To Appeal (Oct. 14, 2022)

Memorandum of the United States in Support of Motion for a Fourteen (14)-Day Injunction Pursuant to Rule 62 of the Federal Rules of Civil Procedure (Oct. 14, 2022)

Defendants’ Opposition To Plaintiff’s Motion for an Injunction Pending Appeal (Oct. 17, 2022)

Memorandum Opinion (Oct. 31, 2022) (denying motion for a 14-day injunction)

Order (Oct. 31, 2022)

Stipulation of Voluntary Dismissal (Dec. 23, 2022)

Approved (Dec. 27, 2022)

→  Case Studies

Dale/Deutsche Telekom AG
(private 2022)

N.D. Ill.

Class Action Complaint, Dale v. Deutsche Telekom AG, No. 1:22-cv-03189 (N.D. Ill. filed June 17, 2022) (assigned to Judge Thomas M. Durkin) (class action on behalf of Verizon and AT&T subscribers challenging the T-Mobile/Sprint deal postmerger for damages and injunctive relief)

[Motion to transfer case]

Defendant T-Mobile US, Inc.’s Memorandum of Law in Support of its Motion To Transfer Venue under 28 U.S.C. § 1404(a) (Aug. 23, 2022)

Plaintiffs’ Memorandum of Law in Opposition to Defendant T-Mobile US, Inc.’s Motion To Transfer Venue under 28 U.S.C. § 1404(a) (Sept. 19, 2022)

Defendant T-Mobile Us, Inc.’s Reply Memorandum of Law In Support of its Motion To Transfer Venue under 28 U.S.C. § 1404(a) (Sept. 30, 2022)

Memorandum Opinion and Order (Oct. 7, 2022) (denying motion to transfer venue)

→  Case Studies

Verzatec/Crane
(DOJ 2022)

N.D. Ill.

Complaint, United States v. Grupo Verzatec S.A. de C.V., No. 1:22-cv-01401 (N.D. Ill. filed Mar. 29, 2022) (assigned to Judge Manish S. Shah)

Press Release, U.S. Dep't of Justice, Antitrust Div., Justice Department Sues to Block Verzatec’s Proposed Acquisition of Crane (Mar. 29, 2022)

Docket sheet (downloaded July 14, 2022)

Defendants’ Joint Answer to Plaintiff’s Complaint (Apr. 5, 2022)

Joint Initial Status Report (Apr. 15, 2022)

Minute Order (Apr. 21, 2022) (setting trial date for October 4, 2022, and reserving nine days for trial)

Stipulation of Dismissal (May 26, 2022)

Minute Order (May 26, 2022 (dismissing case without prejudice)

Press Release, U.S. Dep't of Justice, Antitrust Div., Verzatec Abandons Proposed Acquisition of Crane Composites Following Justice Department Suit to Block (May 26, 2022)

→  Case Studies

UnitedHealth/Change Healthcare
(DOJ 2022)

The deal

Press Release, UnitedHealth Group & Change Healthcare Inc., OptumInsight and Change Healthcare Combine to Advance a More Modern, Information and Technology-Enabled Health Care Platform (Jan. 6, 2021)

Agreement and Plan of Merger by and among Change Healthcare Inc., Unitedhealth Group Incorporated and Cambridge Merger Sub Inc. dated as of January 5, 2021

Benefits of Combination with Change Healthcare

Optum + Change Healthcare Fact Sheet

Press Release, Change Healthcare Inc., Statement (Feb. 24, 2022) (re DOJ complaint)

Change Healthcare Inc., Form 8-K (Apr. 22, 2022) (reporting on contingent sale of ClaimsXten (Changes' claims editing business) to TPG Capital for a base purchase price in cash equal to $2.2 billion--to "litigate the fix" on one of the DOJ's claims)

Press Release, UnitedHealth Group, Change Healthcare and Optum Extend Merger Agreement (Aug. 5, 2022)

Press Release, UnitedHealth Group, Optum and Change Healthcare Complete Combination (Oct. 3, 2022)

D.D.C.

Complaint, United States v. UnitedHealth Group Inc., No. 1:22-cv-00481 (D.D.C. filed Feb. 24, 2022) (case assigned to Judge Carl J. Nichols) (joined by Minnesota and New York as party-plaintiffs)

Press Release, U.S. Dep't of Justice, Antitrust Div., Justice Department Sues to Block UnitedHealth Group’s Acquisition of Change Healthcare (Feb. 24, 2022)

Docket sheet (downloaded Nov. 28, 2022)

Standing Order for Civil Cases (Mar. 7, 2022)

Defendants’ Motion To Set a Trial Date and Enter a Case Schedule (Mar. 8, 2022)

Defendants’ Memorandum in Support of Motion To Set a Trial Date and Enter a Case Schedule (Mar. 8, 2022) (requesting a June 20, 2022, trial date)

Exhibit A. Defendants’ Proposed Case Schedule
Exhibit B. Email

Plaintiffs’ Response to Defendants’ Motion To Set a Trial Date and Enter a Case Schedule (Mar. 10, 2022) (proposing a August 24, 2022, trial date)

Exhibit A. Plaintiffs’ Proposed Case Schedule

Defendants’ Reply in Support of Motion To Set a Trial Date and Enter a Case Schedule (Mar. 11, 2022)

[Motion Hearing (Mar. 14, 2022)]

Minute Order (Mar. 17, 2022): Upon review of Defendants' Motion for a Scheduling Order and in light of the hearing held on March 14, 2022, it is ORDERED that trial in this matter will commence at 9:00am in Courtroom 19 on Monday, August 1, 2022. Trial will last 12 days and conclude on Tuesday, August 16, 2022. Plaintiffs will have 7 days to present their case (including rebuttal) and Defendants will have 5 days. The Court is willing to consider various proposed divisions of the allotted time. It is further ORDERED that, as discussed during the March 14 hearing, the Parties shall meet and confer and file a joint status report on or before March 23, 2022 outlining a proposed scheduling order to govern further proceedings. Signed by Judge Carl J. Nichols on March 17, 2022. (lccjn2) (Entered: 03/17/2022)

Scheduling and Case Management Order (Mar. 28, 2022)

Stipulated Protective Order and Order Governing Production of Investigation Materials (so ordered Mar. 9, 2022)

Unitedhealth Group Incorporated’s Answer to the Complaint (Mar. 11, 2022)
Answer of Defendant Change Healthcare Inc. (Mar. 11, 2022)

Plaintiffs’ Pretrial Statement (July 13, 2022)
Defendants' Pretial Statement (July 13, 2022; ) (amended Appendix A)

[Motion] (July 13, 2022) (filed under seal)

Defendants’ Opposition to Plaintiffs’ Motion In Limine to Strike Exhibits, and Prohibit Defendants from Introducing Untimely Produced Documents, Any Related Evidence, and Any Summaries Thereof (July 20, 2022)

MINUTE ORDER. Upon review of 72 Plaintiffs' Motion to File a Motion in Limine under Seal, it is ORDERED that the Motion is GRANTED in part. The Court awaits Defendants' Opposition to rule on the substance of the Motion. Signed by Judge Carl J. Nichols on July 14, 2022. (lccjn2) (Entered: 07/14/2022)

Plaintiffs’ Pretrial Brief (July 22, 2022)
Amended Pretrial Brief of Defendants UnitedHealth Group Incorporated and Change Healthcare Inc. (July 22, 2022)

Plaintiffs’ Motion In Limine To Strike Exhibits, and Prohibit Defendants from Introducing Untimely Produced Documents, Any Related Evidence, and Any Summaries Thereof (Sept. 22, 2022)

Defendants’ Corrected Response to Plaintiffs’ Motion In Limine To Exclude Defendants’ Third-Party Declarations and Testimony from Defendants’ Experts Relying on those Declarations (July 25, 2022)

Stipulated Order on the Use of Confidential Information at Trial (July 22, 2022)

Trial (litigated with a fix: the divestiture of Change's ClaimsXten--one side of the horizontal overlap--to private equity firm TPG Inc.)
Day 1 - August 1, 2022 (DOJ opening statement)
Day 2 - August 2, 2022
Day 3 - August 3, 2022
Day 4 - August 4, 2022
Day 5 - August 5, 2022
Day 6 - August 8, 2022
Day 7 - August 9, 2022 (DOJ experts: Dr. Gautam Gowrisankaran Slide Presentation; Dr. Benjamin Handel Slide Presentation)
Day 8 - August 10, 2022
Day 9 - August 11, 2022
Day 10 - August 12, 2022
Day 11 - August 15, 2022 (DOJ experts: Dr. Gautam Gowrisankaran Rebuttal Slide Presentation)
Day 12 - September 8, 2022 (closing arguments) (DOJ closing statement)

Proposed Findings of Fact and Conclusions of Law of the United States, State of Minnesota, and State of New York (Aug. 31, 2022; redacted version filed Sept. 6, 2022)

Proposed Findings of Fact and Conclusions of Law of Defendants UnitedHealth Group Incorporated and Change Healthcare Inc. (Aug. 31, 2022; public version Sept. 7, 2022)

Post-Trial Brief of Defendants UnitedHealth Group Incorporated and Change Healthcare Inc. (public version filed Sept. 7, 2022)

The Government’s Motion for Leave To File Notice of Authority in Response to the Court’s Questions (Sept. 12, 2022)

The Government’s Notice of Authority in Response to the Court’s Questions (Sept. 12, 2022)

UnitedHealth Group Incorporated and Change Healthcare Inc.’s Response to Plaintiffs’ Notice of Authority (Sept. 16, 2022)

UnitedHealth Group Incorporated and Change Healthcare Inc.’s Notice of Supplemental Authority (Sept. 16, 2022) (covering ALJ's opinion dismissing the complaint in Illumina/GRAIL)

Plaintiffs’ Motion In Limine To Exclude Defendants’ Exhibits of Non-Testifying Third Party Witnesses (Sept. 13, 2022)

Memorandum Opinion, United States v. UnitedHealth Group Inc., No. 1:22-cv-00481 (D.D.C. Feb. 19, 2022; public version Sept. 21, 2022)

Order (Sept. 19, 2022) (denying DOJ's request for a blocking injunction, ordering UnitedHeatth to divest ClaimsXten to TPG Capital as proposed, and entering final judgment for the defendants)

Press Release, U.S. Dep't of Justice, Antitrust Div., Statement from Assistant Attorney General Jonathan Kanter on the District Court’s Decision in U.S. v. UnitedHealth Group and Change Healthcare (Sept. 19, 2022)

Notice of Appeal (Nov. 18, 2022)

D.C. Court of Appeals

United States v. UnitedHealth Group, No. 22-5301 (D.C. Cir. docketed Nov. 21, 2022)

Docket sheet (downloaded Nov. 15, 2023)

Clerk's Order Setting Briefing Schedule (Feb. 17., 2023) (DOJ's brief due March 29, 2023)

Stipulation of Voluntary Dismissal (Mar. 20, 2023) (after four months of no meaningful docket activity)
Note: The Antitrust Division did not issue a press release on the dismissal

Commentary

± Heather Landi, UnitedHealth Group's Optum to buy Change Healthcare for $13B, FierceHealthcare.com (Jan. 6, 2021)

± Paige Minemyer, UnitedHealth, Change Healthcare Enter Timing Agreement with DOJ over Megamerger, FierceHealthcare.com (Aug. 13, 2021)

± Emily Zantow, Feds Sue To Block UnitedHealth Group Merger with Tech Firm, Courthouse News Serv.com (Feb. 24, 2022)

± Paige Minemyer, Change Sell ClaimsXten business to TPG Capital in $2B Deal—If It Merges with UnitedHealth, FierceHealthcare.com (Apr. 25, 2022)

± Paige Minemyer, UnitedHealth-Change Healthcare Deal Trial Has Begun. Here Are 3 Things To Know, FierceHealthcare.com (Aug. 1, 2022)

± Erin Mulvaney, Judge Voices Skepticism of Justice Department’s Antitrust Challenge to UnitedHealth Acquisition, WSJ.com (Sept. 8, 2022)

± Bryan Koenig, UnitedHealth Deal Is 'Not A Merger To Monopoly,' Judge Says, Competition Law360.com (Sept. 8, 2022)

± Bruce Japsen, UnitedHealth Group’s Optum Closes $13 Billion Change Healthcare Deal, Forbes.com (Oct. 3, 2022)

± Paige Minemyer, UnitedHealth Closes Acquisition of Change Healthcare, FierceHealthcare.com (Oct. 3, 2022)

± Heather Landi, TPG Capital Closes $2.2B Acquisition of Claims-Editing Business ClaimsXten, FierceHealthcare.com (Oct. 7, 2022)

± Robert Clark, A Review of the UnitedHealth-Change Healthcare Merger Panel Discussion (ABA Feb. 27, 2023)

→  Case Studies

Penguin Random House/Simon & Schuster
(DOJ 2021)

The deal

Press Release, Bertelsmann, Bertelsmann Strengthens Global Content Businesses with Acquisition of Simon & Schuster (Nov. 25, 2020)

Bertelsmann, Investor Presentation: Acquisition of Simon & Schuster (Nov. 25, 2020)

Bertelsmann, Infographic (Nov. 25, 2020)

Press Release, ViacomCBS, Inc., ViacomCBS to Sell Simon & Schuster to Penguin Random House for $2.175 Billion (Nov. 25, 2020)

Press Release, Bertelsmann, Bertelsmann Plans to Appeal Court Ruling on Penguin Random House, Simon & Schuster Merger (Nov. 1, 2022)

Press Release, Bertelsmann, Bertelsmann Will Drive Growth of Penguin Random House Without Simon & Schuster (Nov. 21, 2022)

D.D.C.

Complaint, United States v. Bertelsmann SE & Co. KGaA, No. 1:21-cv-02886 (D.D.C. filed Nov. 2, 2021) (assigned to Judge Florence Y. Pan)

Press Release, U.S. Dep't of Justice, Antitrust Div., Justice Department Sues to Block Penguin Random House’s Acquisition of Rival Publisher Simon & Schuster (Nov. 2, 2021)

Docket sheet (downloaded Dec. 1, 2022)

Stipulated Protective Order (Nov. 17, 2021)

Stipulated Motion for Entry of Joint Proposed Scheduling and Case Management Order (Dec. 8, 2021)

Answer (Dec. 13, 2021)

Scheduling and Case Management Order (Dec. 15, 2021) (setting trial for August 1, 2022; deal termination date Nov. 21, 2022)

Minute order (July 11, 20220 (providing for 72 hours of total trial time, with 38 hours for the government and 34 hours for Defendants

Amended Answer (Feb. 16, 2022)

United States’ Motion in Limine To Preclude Evidence of Penguin Random House’s Announced Bidding Policy (July 8, 2022)

Defendants’ Opposition to United States’ Motion in Limine To Preclude Evidence of Penguin Random House’s Announced Bidding Policy (July 13, 2022)

United States’ Reply in Support of its Motion In Limine To Preclude Evidence of Penguin Random House’s Announced Bidding Policy (July 15, 2022)

Defendants’ Motion To Strike Belated Expert Opinion Applying “Guppi” Analysis (July 8, 2022)

United States’ Opposition to Defendants’ Motion To Strike Belated Expert Opinion Applying “Guppi” Analysis (July 13, 2022)

Exhibit A. Bench trial transcript (United States v. Anthem, Inc.)
Exhibit B. Deposition transcript (Hill)
Exhibit C. Deposition transcript (Snyder)

Defendants’ Reply in Support of Motion To Strike Belated Expert Opinion Applying “Guppi” Analysis (July 15, 2022)

Defendants’ Motion To Exclude Use of Printing-Related Evidence To Establish Alleged Anticompetitive Effects (July 8, 2022)

United States’ Opposition to Defendants’ Motion In Limine To Exclude Use of Printing-Related Evidence (July 13, 2022; public version filed July 22, 2022)

Defendants’ Reply in Support of Motion To Exclude Use of Printing-Related Evidence To Establish Alleged Anticompetitive Effects (July 15, 2022)

United States’ Motion In Limine To Exclude Testimony of Dr. Edward Snyder Regarding Efficiencies (July 8, 2022; public version filed July 22, 2022)

Defendants' Memorandum of Points and Authorities in Opposition to United States' Motion in Limine to Exclude Testimony of Professor Edward Snyder Regarding Efficiencies (July 13, 2022; public version filed July 25, 2022)

Reply Memorandum in Support of United States' Motion in Limine to Exclude Testimony of Professor Edward Snyder Regarding Efficiencies (July 15, 2022; public version filed July 22, 2022)

United States’ Supplementary Brief on Its Motion To File Its Motion In Limine To Exclude Testimony from Dr. Edward Snyder under Seal (Sept. 22, 2022)

United States’ Motion In Limine To Exclude Expert Testimony From Jennifer Rudolph Walsh (July 8, 2022; public version filed July 22, 2022)

Exhibit A. Transcript
Exhibit B. Expert Report of Jennifer Rudolph Walsh (June 3, 2022 )

Defendants’ Opposition to the Government’s Motion In Limine To Exclude Expert Testimony from Jennifer Rudolph Walsh (July 13, 2022)

United States’ Pre-Trial Brief (July 15, 2022; public version filed July 27, 2022)
Defendants’ Pre-Trial Brief (July 15, 2022; public version filed July 25, 2022)

Joint Pretrial Statement (July 15, 2022)

Exhibit A. Schedule of Witnesses for the United States
Exhibit B. Schedule of Witnesses for Defendants

Pretrial Conference (transcript) (July 25, 2022)

Defendants’ Bench Memorandum Regarding Efficiencies Proof (July 29, 2022)

Stipulated Order on the Use of Confidential Information at Trial (so ordered Aug. 9, 2022)

Trial

Day 1 - August 1, 2022 (DOJ opening statement) (Government's Witnesses: Michael Pietsch and Ayesha Pande)
Day 2 - August 2, 2022 (Government's Witnesses: Ayesha Pande, Stephen King, Dennis Eulau, Steven Zacharius (by video deposition) and Jonathan Karp)
Day 3 - August 3, 2022
Day 4 - August 4, 2022
Day 5 - August 8, 2022
Day 6 - August 9, 2022 ( Government's Witnesses: Dr. Nicholas Hill and Brian Murray) (Hill demonstrative exhibits)
Day 7 - August 10, 2022 (Government Witnesses: Dr. Hill and Christy Fletcher (by video deposition)--DOJ rests case; Defense Witnesses: Jennifer Walsh, Jennifer Bergstrom and John Glusman (by video deposition)
Day 8 - August 11, 2022
Day 9 - August 15, 2022
Day 10 - August 16, 2022 (Defense Witnesses: Jennifer Walsh, Jennifer Bergstrom and John Glusman)
Day 11 - August 17, 2022 (transcript re exclusion of defendants' efficiencies evidence)
Day 12 - August 18, 2022 (Defense Witness: Dr. Snyder--defense rests case; Government Rebuttal Witness: Dr. Hill)
Day 13 - August 19, 2022 (DOJ closing argument)

United States’ Corrected Proposed Findings f Fact and Conclusions of Law (Sept. 1, 2022; public version Sept 9, 2022)

Defendants’ Objections to Plaintiff’s Proposed Findings of Fact and Conclusions of Law (Sept. 7, 2022; public version Sept 9, 2022)

Defendants’ Proposed Findings of Fact and Conclusions of Law (Sept. 1, 2022; public version Sept 9, 2022)

United States’ Opposition to Defendants’ Proposed Findings of Fact and Conclusions of Law (Sept. 7, 2022; public version Sept 9, 2022)

Memorandum Opinion, United States v. Bertelsmann SE & Co. KGaA, No. 1:21-cv-02886 (D.D.C. Oct. 31, 2022) (finding for the DOJ and enjoining transaction)

Order (Oct. 31, 2022)

Judgment in a Civil Action (Nov. 2, 2022)

Amended Memorandum Opinion, United States v. Bertelsmann SE & Co. KGaA, No. 1:21-cv-02886 (D.D.C. Nov. 15, 2022) (finding for the DOJ and enjoining transaction)

MINUTE ORDER: The Court's Sealed Memorandum Opinion and Memorandum Opinion contain identical mistakes arising from oversight on page 58. Accordingly, each document is amended as follows: on page 58, delete "between 2009 and 2019" and insert "between 2009 and 2012"; and on page 80, delete "A separate order will issue this day" and insert "A separate order issued on October 31, 2022." Signed by Circuit Judge Florence Y. Pan on 11/14/2022. (lckw)

Commentary

± Alexandra Jones, Hold the Presses: Feds Say Publishing Merger Would Create Monopoly, Courthouse News Serv., Nov. 2, 2021

± Benjamin Mullin & Jeffrey A. Trachtenberg, Penguin Random House Parent To Buy Simon & Schuster from ViacomCBS, Wall St. J., Nov. 25, 2020

Open Markets, Authors Guild et al., Letter to the Justice Department Opposing the Penguin Random House/Simon & Schuster Deal, Jan. 29, 2021

± Alexandra Alter & Edmund Lee, Penguin Random House to Buy Simon & Schuster, N.Y. Times, Nov. 25, 2020

± PRH owner Bertelsmann to Buy Simon & Schuster in $2bn Deal, Guardian, Nov. 25, 2020

± Franklin Foer, The Monster Publishing Merger Is About Amazon, Atlantic, Nov. 25, 2021

± Elizabeth A. Harris & Alexandra Alter, Penguin Random House Defends Effort to Buy Simon & Schuster, N.Y. Times, Dec. 13, 2021

± Jan Wolfe, Trial Begins in Justice Department’s Bid to Block Book Publishing Merger, Wall St. J., Aug. 1, 2022

± Jan Wolfe, Stephen King Testifies Against Book-Publishing Merger, Wall St. J., Aug. 2, 2022

± Emily Zantow, Stephen King Takes Stand for Feds in Antitrust Trial over Publishing Merger, Courthouse News Serv., Aug. 2, 2022

± The Authors Guild, Six Takeaways from the Authors Guild 2018 Author Income Survey (undated)

± Emily Zantow, Simon & Schuster CEO Defends Merger with Penguin Random House, Courthouse News Serv., Aug. 3, 2022

± Jan Wolfe, Penguin Random House CEO Defends Publishing Merger at Antitrust Trial, Wall St. J., Aug. 4, 2022

± Emily Zantow, Penguin Random House CEO Grilled over $2.1B Merger with Simon & Schuster, Courthouse News Serv., Aug. 4, 2022

± Emily Zantow, Macmillan CEO Says Penguin Random House-S&S Merger May Change Dynamic of US Publishing, Courthouse News Serv., Aug. 8, 2022

± Emily Zantow, Government Calls Final Witness in Antitrust Trial over Penguin Random House-Simon & Schuster Merger, Courthouse News Serv.. Aug. 10, 2022

± Emily Zantow, US Penguin Head Grilled on Merger Said To Squeeze Out Smaller Publishers, Courthouse News Serv.. Aug. 15, 2022

± Emily Zantow, Judge Tosses Testimony on ‘Unverified’ Data from Penguin Random House Executive, Courthouse News Serv., Aug. 17, 2022

± Jan Wolfe & Jeffrey A. Trachtenberg, Trial Ends in Government Challenge to Penguin Random House and Simon & Schuster Merger, Wall St. J., Aug. 19, 2022

± Emily Zantow, Judge Hears Closing Arguments in Penguin Random House-Simon & Schuster Antitrust Trial, Courthouse News Serv., Aug. 19, 2022

± Hillel Italie, Penguin Random House CEO Quits Weeks after Mega-Merger with Simon & Schuster Gets Shut Down, Fortune.com (Dec. 9, 2022)

→  Case Studies

U.S. Sugar/Imperial Sugar
(DOJ 2021)

The deal

Press Release, United States Sugar Corporation, U.S. Sugar to Expand Domestic Sugar Production to Better Serve Customers (Mar. 24, 2021)

D. Del.

Complaint, United States v. United States Sugar Corp., No. 1:21-cv-01644-UNA (D. Del. Nov. 23, 2021) (assigned to Judge Maryellen Noreika)

Press Release, U.S. Dep't of Justice, Antitrust Div., Justice Department Sues to Block U.S. Sugar’s Proposed Acquisition of Imperial Sugar (Nov. 23, 2021)

Docket sheet (downloaded Oct. 22, 2022)

Defendants’ Motion to Transfer Venue Pursuant to 28 U.S.C. § 1404(a) or to Expedite Trial (Dec. 3, 2021)

Defendants’ Opening Brief in Support of their Motion to Transfer Venue Pursuant to 28 U.S.C. § 1404(a) or to Expedite Trial (Dec. 3, 2021)

United States’ Answering Brief in Opposition to Defendants’ Motion to Transfer Venue Pursuant to 28 U.S.C. § 1404(a) or to Expedite Trial (Dec. 13, 2021)

Reply Brief in Support of Defendants’ Motion to Transfer Venue Pursuant to 28 U.S.C. § 1404(a) (Dec. 17, 2021)

Memorandum Opinion (Jan. 11, 2022) (denying motion)

Defendants’ Answer and Defenses (Jan. 10, 2022)

Stipulated Protective Order (so ordered Jan. 3, 2022)

Order after Pretrial Conference (Apr. 5, 2022)

Plaintiff United States of America’s Pretrial Brief (Apr. 11, 2022; public version filed Apr. 15, 2022)
Defendants Pre-Trial Brief (Apr. 11, 2022; public version filed Apr. 15, 2022)

Trial—Day 1 (Apr. 18, 2022) [DOJ opening statement--PowerPoint]
Trial—Day 2 (Apr. 19, 2022) [Testimony of Dr. Dov Rothman--Powerpoint]
Trial—Day 3 (Apr. 20, 2022) [Testimony of Dr. Nicholas Hill]
Trial—Day 4 (Apr. 21, 2022) [DOJ closing statement--PowerPoint]

Joint Exhibit & Witness List [Local Version] (May 3, 2022)

Plaintiff United States of America’s Post-Trial Brief (May 6, 2022; redacted version filed May 16, 2022)
Proposed Findings of Fact of the United States (May 6, 2022; redacted version filed May16, 2022)

Defendants' Post-Trial Brief (filed May 20, 2022; redacted version filed May 26, 2022)
Defendants’ Proposed Findings of Fact (filed May 20, 2022; redacted version filed May 26, 2022)

Plaintiff United States of America’s Post-Trial Reply Brief (June 1, 2022)

Defendants’ Response To Section II.C of Plaintiff’s Reply Brief (Sept. 14, 2022; public version filed Sept. 21, 2022)

Plaintiff’s Response to Defendants’ Response to Section II.C. of Plaintiff’s Reply Brief (Sept. 15, 2022)

Memorandum Opinion (Sept. 23, 2022; public version Sept. 28, 2022)

Judgment (Sept. 23, 2022) (for defendants)

Notice of Appeal (Set. 26, 2022)

Motion for an Injunction Pending Appeal Pursuant to Federal Rule of Civil Procedure 62(d) or, in the Alternative, a 14-Day Injunction To Pursue an Expedited Motion Pursuant to Federal Rule of Appellate Procedure 8 (Sept 26, 2022) (filed under seal)

Opening Brief in Support of Motion for an Injunction Pending Appeal Pursuant to Federal Rule of Civil Procedure 62(d) or, in the Alternative, a 14-Day Injunction To Pursue an Expedited Motion Pursuant to Federal Rule of Appellate Procedure 8 (Sept 26, 2022) (filed under seal)

Letter to the Court from the DOJ re need for expedited ruling (Sept. 26, 2022)

Defendants’ Opposition to Plaintiff’s Emergency Motion for Injunction Pending Appeal (Sept. 27, 2022)

Letter to the Court from DOJ (Sept.28, 2022)

Memorandum Order (Sept. 28, 2022) (denying injunction pending appeal)

Third Circuit

United States v. U.S. Sugar Corp., No. 22-2806 (3d Cir. docketed Sept 27, 2022)

Docket sheet (downloaded Apr. 18, 2023)

Emergency Motion of the United States for an Injunction Pending Appeal and an Administrative Injunction Pending Adjudication of this Motion (Sept. 29, 2022)

Appellees’ Opposition to Emergency Motion for Injunction Pending Appeal (Sept. 29, 2022)

United States Reply (Sept. 30, 2022)

Order, United States v. U.S. Sugar Corp., No. 2-2806 (3d Cir. Sept. 30, 2022) (denying motion for injunction pending appeal)

Concise Summary of the Case (Oct. 11, 2022)

Brief of Appellant United States of America (Nov. 1, 2022)

Brief of Defendants-Appellees (Nov. 21, 2022) (filed by the DOJ)

Letter to the Clerk of the Third Circuit from U.S. Sugar and Imperial Sugar (November 29, 2023) (reporting that the parties have closed their deal)

Reply Brief of Appellant United States of America (Dec. 5, 2022)

Argued (Jan. 18, 2023) (± audio)

Opinion, United States v. U.S. Sugar Corp., No. 22-2806 (3d Cir. July 13, 2023) (affirming district court)

± DOJ web page

→  Case Studies

Nvidia/Arm
(FTC 2021)

The deal

Press Release, Nvidia Corporation, NVIDIA to Acquire Arm for $40 Billion, Creating World’s Premier Computing Company for the Age of AI (Sept. 13, 2020)

Nvidia Corporation, Investor Presentation: Nvidia to Acquire Arm (Sept. 13, 2020)
Nvidia Corporation, Frequently Asked Questions - NVIDIA to Acquire Arm (Sept. 13, 2020)

Share Purchase Agreement by and among Nvidia Corporation, a Delaware corporation, Nvidia International Holdings Inc., a Delaware corporation, Arm Limited, a company organized under the laws of England & Wales, Softbank Group Capital Limited, a company organized under the laws of England & Wales, and SVF Holdco (UK) Limited, a company organized under the laws of England & Wales, dated as of September 13, 2020

FTC

Complaint, In re Nvidia Corp., No. 9404 (F.T.C. issued Dec. 2, 2021)

Press Release, Fed. Trade Comm'n, FTC Sues to Block $40 Billion Semiconductor Chip Merger (Dec. 2, 2021)

± FTC web page

European Commission

Press Release, Eur. Comm'n, Mergers: Commission Opens In-Depth Investigation into Proposed Acquisition of Arm by NVIDIA (Oct. 27, 2021)

± EC web page

Competition and Markets Authority (UK)

Press Release, Competition & Mkts. Auth., CMA Finds Competition Concerns with NVIDIA’s Purchase of Arm (Aug. 20, 2021)

Competition & Mkts. Auth., NVIDIA–Arm: Summary of the CMA’s report to the Secretary of State for Digital, Culture, Media & Sport on the anticipated acquisition by NVIDIA Corporation of Arm Limited (July 20, 2021)

± CMA web page

→  Case Studies

American/JetBlue
(DOJ 2021)

The deal

D. Mass.

Complaint, United States v. American Airlines Group Inc., No. 1:21-cv-11558-LTS (D. Mass. filed Sept. 21, 2021) (case assigned to Judge Leo T. Sorokin) The complaint challenges a domestic alliance between American Airlines and JetBlue through which the two airlines allegedly will consolidate their operations in Boston and New York City. The "Northeast Alliance" combines American’s and JetBlue’s operations at four major airports: Boston Logan, John F. Kennedy, LaGuardia and Newark Liberty. The airlines have committed to coordinate “on all aspects” of network planning, including which routes to fly, when to fly them, who will fly them and what size planes to use for each flight. The two airlines will also share revenues earned at these airports, eliminating their incentives to compete with one another. The Northeast Alliance will also allow the parties to pool their gates and takeoff and landing authorizations, known as “slots.” According to the complaint, this combination would raise prices and reduce choices for air passengers traveling to and from Boston and New York City

Press Release, U.S. Dep't of Justice, Antitrust Div., Justice Department Sues to Block Unprecedented Domestic Alliance Between American Airlines and JetBlue (Sept. 21, 2021)

Docket sheet (downloaded Dec. 11, 2023)

Order Requiring Compliance with General Practices of this Session (Oct. 1, 2021)

American Airlines Group Inc. and JetBlue Airways Corporation’s Motion To Dismiss (Nov. 22, 2021)

Memorandum in Support of American Airlines Group Inc. and JetBlue Airways Corporation’s Motion To Dismiss (Nov. 22, 2021)

[PAGE 27--move backward]

Order Setting Schedule for Bench Trial (Aug. 23, 2022)

Joint Status Report Regarding the Admissibility and Confidentiality of Exhibits and Deposition Designations (Aug. 25, 2022)

American Airlines Group Inc. and JetBlue Airways Corporation’s Daubert Motion and Motion In Limine Concerning Plaintiffs’ Expert’s Merger Simulation Model (Sept. 2, 2022)

Memorandum in Support of American Airlines Group Inc. and JetBlue Airways Corporation’s Daubert Motion and Motion In Limine Concerning Plaintiffs’ Expert’s Merger Simulation Model (Sept. 2, 2023)

Declaration of Dennis W. Carlton in Support of American Airlines Group Inc. and JetBlue Airways Corporation’s Daubert Motion and Motion In Limine Concerning Plaintiffs’ Expert’s Merger Simulation Model (Sept. 2, 2022)

Declaration of Mark A. Israel in Support of American Airlines Group Inc. and JetBlue Airways Corporation’s Daubert Motion and Motion In Limine Concerning Plaintiffs’ Expert’s Merger Simulation Model (Sept. 2, 2023)

Plaintiffs’ Response to Defendants’ Daubert Motion and Motion In Limine Concerning Plaintiffs’ Expert’s Merger Simulation Model (Sept. 9, 2022)

Reply in Support of Defendants’ Daubert Motion and Motion In Limine Concerning Plaintiffs’ Expert’s Merger Simulation Model (Sept. 13, 2022)]

Final Pretrial Conference (Sept. 19, 2023) (among other things, denying without prejudice Defendents' Daubert motion on merger simulation model)

Plaintiffs’ Pretrial Brief (Sept. 9, 2023)

Defendants’ Corrected Pretrial Brief (Sept. 9, 2023; corrected version filed Sept. 24, 2022)

Defendants’ Post-Trial Brief (Nov. 17, 2022)

Plaintiffs’ Proposed Conclusions of Law (Nov. 17, 2022)

Plaintiffs’ Proposed Findings of Fact (Nov. 17, 2022)

[Defendants' Proposed Findings of Fact]

Findings of Fact and Conclusions of Law (May 19, 2023)

Joint Status Report (June 9, 2023)

Plaintiffs’ Motion for Entry of Final Judgment and Permanent Injunction (June 9, 2023)

American Airlines Group Inc. and JetBlue Airways Corporation’s Motion for Entry of Final Judgement and Permanent Injunction, with Incorporated Memorandum of Law (June 9, 2023)

Order (July 10, 2023): The parties have informed the Court that JetBlue recently terminated the NEA, effective July 29, 2023. By Wednesday, July 19, 2023, the parties shall notify the Court of their joint or separate positions regarding what, if any, impact that termination has on the proposed terms of the final injunction and judgment in this case or on any other issue remaining before this Court.

Plaintiffs’ Notification on Impact of JetBlue’s Termination of NEA on Final Judgment and Permanent Injunction (July 19, 2023)

Exhibit 1. Remaining Substantive Disputes

Defendants’ Memorandum Addressing the Impact of Termination of the Northeast Alliance and Supporting Issuance of their Revised Proposed Final Judgment and Order Entering Permanent Injunction (July 19, 2023)

Joint Status Report (July 25, 2023)

Motion for Entry of Final Judgment (July 27, 2023)

[Proposed] Final Judgment and Order Entering Permanent Injunction (July 27, 2023)

Final Judgment and Order Entering Permanent Injunction (July 28, 2023)

Notice of Appeal (Sept. 25, 2023)

Order on Wind-Down Plan Pursuant to the Court’s Final Judgment (Oct. 2, 2023)

First Circuit

United States v. American Airlines Grp., No. 23-1802 (1st Cir. docketed Oct. 5, 2022)

Brief of Defendant-Appellant American Airlines Group Inc. (Dec. 6, 2023)

Brief for Amicus Curiae Chamber of Commerce of the United States of America in Support of Appellant and Reversal (Dec. 13, 2023)

Motion of International Center for Law & Economics and Antitrust Scholars for Leave To File Amicus Curiae Brief in Support of Appellant and Reversal (Dec. 13, 2023)

→  Case Studies

Aon/Willis Tower Watson
(DOJ 2021)

The deal

Press Release, Aon plc & Willis Towers Watson, Aon to Combine with Willis Towers Watson To Accelerate Innovation on Behalf of Clients (Mar. 9, 2020)

Aon plc & Willis Towers Watson, Investor Presentation: Combination of Aon and Willis Towers Watson: Creating a Next Generation Global Professional Services Firm (Mar. 9, 2020)

Business Combination Agreement by and between Aon plc and Willis Towers Watson Public Limited Company Dated as of March 9, 2020

Press Release, Aon plc & Willis Towers Watson, Aon and Willis Towers Watson (WTW) Take Important Step Toward the Close of Proposed Combination with Agreement to Sell Set of WTW Assets to Gallagher (May 12, 2021)

± News Release, Aon plc & Willis Towers Watson, Aon and Willis Towers Watson Mutually Agree to Terminate Combination Agreement (July 26, 2021)

± Aon plc, Web page on Willis Towers Watson merger

D.D.C.

United States v. Aon plc, No. 1:21-cv-01633 (D.D.C. filed June 16, 2021) (assigned to Judge Reggie Walton)

Press Release, U.S. Dep't of Justice, Antitrust Div., Justice Department Sues to Block Aon’s Acquisition of Willis Towers Watson (June 16, 2021)

Press Release, Aon plc & Willis Towers Watson. Aon and Willis Towers Watson Issue Statement on U.S. Department of Justice Action (June 16, 2021)

Docket sheet (downloaded June 24, 2021)

Motion for a Protective Order

Memorandum of Points and Authorities in Support of Defendants’ Motion for Entry of Protective Order (June 22, 2021)

[Proposed] Protective Order (June 22, 2021)

Plaintiff’s Opposition to Defendants’ Motion for Entry of Protective Order (June 23, 2021)

Reply Memorandum of Points and Authorities in Further Support of Defendants’ Motion for Expedited Entry of Protective Order (June 24, 2021)

Order (July 9, 2021) (in part denying Defendants’ Motion for Entry of Protective Order and Production of Investigation Materials without prejudice)

General Order for Civil Cases before the Honorable Reggie B. Walton (June 23, 2021)

Defendants’ Motion for Expedited Entry of Scheduling Order (June 27, 2021)

[Proposed] Scheduling Order

Plaintiff’s Opposition to Defendants’ Motion for Expedited Entry of Scheduling Order (July 2, 2021)

Defendants’ Reply Memorandum in Support of Motion for Expedited Entry of Scheduling Order (July 5, 2021)

Minute entry: Bench Trial set for 11/18/2021 (July 6, 2021)

Order (July 9, 2021) (in part granting motion to schedule trial)

Minute entry: Bench Trials set for November 18, 2021, to November 23, 2021, and from December 20, 2021, to December 22, 2021

Defendants’ Motion to Compel Response to Special Interrogatories (July 1, 2021) (with attached Memorandum of Points and Authorities in Support)

Plaintiff’s Opposition to Defendants’ Motion to Compel Response to Special Interrogatories (July 5, 2021)

Order (July 9, 2021) (in part denying Defendants’ Motion to Compel Response to Special Interrogatories without prejudice)

Joint Motion for Entry of Stipulated Protective Order (July 8, 2021)

[Proposed] Stipulated Protective Order

Stipulated Protective Order (July 9, 2021)

Joint Status Report Regarding a Scheduling and Case Management Order (July 13, 2021)

Status hearing (July 15, 2021)

Order (July 16, 2021)

Joint Motion for Entry of Scheduling and Case Management Order (July 19, 2021)

Exhibit 1. [Joint Proposed] Scheduling and Case Management Order

So ordered (July 20, 2021)

± News Release, Aon plc & Willis Towers Watson, Aon and Willis Towers Watson Mutually Agree to Terminate Combination Agreement (July 26, 2021)

News Release, U.S. Dep't of Justice, Attorney General Merrick B. Garland’s Statement on Aon and Willis Towers Watson Decision to Terminate Merger Agreement (July 26, 2021)

EU

Notification (Nov. 16, 2020) (eight months after announcement)

Press Release No. IP/20/2512, Eur. Comm'n, Mergers: Commission Opens In-Depth Investigation into Proposed Acquisition of Willis Towers Watson by Aon (Dec. 21, 2020)

Press Release, Aon plc & Willis Towers Watson, Aon Confirms the European Commission Has Initiated a Phase II Review of Combination with Willis Towers Watson (Dec. 21, 2020)

Press Release No. IP/21/3626, Eur. Comm'n, Mergers: Commission Clears Acquisition of Willis Towers Watson by Aon, Subject to Conditions (July 9, 2021)

Press Release, Aon plc & Willis Towers Watson, European Commission Approval a Major Step for Pending Aon and Willis Towers Watson Combination (July 9, 2020)

± Charlie Wood, Aon/WTW Merger Cleared by European Commission, Reinsurrance News (July 9, 2021)

± EC website

Commentary

± Luke Gallin, Aon & Willis Towers Watson to Merge, Artemis.com (Mar. 9, 2020)

± The Insurer, Aon-WTW Viewed through a Different Lens (Nov. 16, 2020)

± Steve Evans, EC Investigates Aon/WTW Deal, Cites Competition “Concerns”, Artemis.com (Dec. 22, 2020)

± Steve Evans, Willis Re Divestment Seen Necessary for Aon–WTW Merger to Complete, Artemis.com (Jan. 25, 2021)

± Steve Evans, Aon & WTW Cite Alt. Capital, Disintermediation & Marketplaces in Defence of Merger, Artemis.com (Jan. 29, 2021)

± Steve Evans, Aon & Willis Towers Watson Merger to “Significantly Lessen Competition”, Artemis.com (Feb. 18, 2021)

± Steve Evans, Aon–Willis Towers Watson Merger Deadline Pushed Back by EC, Artemis.com (Apr. 12, 2021)

± Steve Evans, EC Extends Aon–Willis Towers Watson Merger Deadline Again, Artemis.com (Apr. 14, 2021)

± Steve Evans, Aon–Willis Towers Watson Divestiture Reports Expand to US & Bermuda, Artemis.com (Apr. 20, 2021)

± Steve Evans, Aon in Proactive Offer to US DOJ on Willis Towers Watson Merger: Report, Artemis.com (Apr.22, 2021)

± Steve Evans, Gallagher Likely Buyer of $3bn Aon–Willis (WTW) Divestments: Report, Artemis.com (May 10, 2021)

± Steve Evans, Aon & WTW agree $3.57bn sale of assets to Gallagher, including Willis Re, Artemis.com (May 12, 2021)

± The Insurer, Gallagher to Pay $3.57bn for Aon-WTW Divestments (May 12, 2021)

± Steve Evans, Aon Sells German Pensions Business to LCP, as Further Step Towards WTW Merger, Artemis.com (May 12, 2021)

± Steve Evans, Aon/WTW: Willis Re Sale Supported, as Industry Wants Broker Choice, Artemis.com (May 20, 2021)

± The Insurer, Aon-WTW – Another Key Step Taken (June 3, 2021) (reporting on Aon offer to divest its US retirement business and retiree health exchange)

± Steve Evans, US DOJ May Not Challenge Aon/Willis Towers Watson Merger: Report, Artemis.com (June 3, 2021)

± Steve Evans, Aon Selling $1.4bn of US Retirement Units to Address US DOJ Merger Questions, Artemis.com (June 3, 2021)

± Steve Evans, EC May Approve Aon–Willis Towers Watson Merger before July: Report, Artemis.com (June 3, 2021)

± Steve Evans, Divestitures More Likely than Aon Abandoning Willis Deal: Analysts, Artemis.com (June 17, 2021)

± Charlie Wood, Aon Sset for Further WTW Divestments to Appease NZ Regulators, Reinsurrance News.com (July 14, 2021)

± Steve Evans, Aon/Willis Towers Watson Still Debating Dates, Key PreTtrial Points with US DoJ, Reinsurrance News.com (July 14, 2021)

± Charlie Wood, Aon, WTW Terminate Attempted Mega-Merger, Reinsurrance News.com (July 26, 2021)

→  Case Studies

Illumina/GRAIL
(FTC 2021--Vertical)

The deal

Press Release, Illumina, Inc., llumina to Acquire GRAIL to Launch New Era of Cancer Detection (Sept. 21, 2020)

Agreement and Plan of Merger among Illumina, Inc., Sdg Ops, Inc., Sdg Ops, LLC, and Grail, Inc. Dated As Of September 20, 2020

Illumina, Inc., Illumina to Acquire GRAIL: Launching a New Era in Cancer Detection (Sept. 21, 2020) (investor presentation)

Illumina, Inc., Fact Sheet

Press Release, Illumina, Inc., lllumina Acquires GRAIL to Accelerate Patient Access to Life-Saving Multi-Cancer Early-Detection Test (Aug. 18, 2021)

Illumina, Inc., Form 8937 (Sept. 29, 2021) (reporting that the Grail merger was consummated on August 18, 2021)

Press Release, Illumina, Inc., Illumina Committed to Pursuing GRAIL Acquisition to Accelerate Access to Breakthrough Multi-Cancer Early Detection Blood Test (Mar. 30, 2021)

Illumina, Inc., "Open Offer" (Mar. 29, 2021)

Illumina, Inc., Oncology contract terms (Mar. 30, 2021)

± Illumina, Inc., Transaction website

Section 13(b) proceeding

District of Columbia

Complaint, FTC v. Illumina, Inc., No. 1:21-cv-00873-RC (D.D.C. filed Mar. 31, 2021) (under seal; public version filed Apr. 1, 2021) (assigned to Judge Rudolph Contreras)

Docket sheet (downloaded May 29, 2021)

Plaintiff Federal Trade Commission’s Unopposed Motion for Entry of a Temporary Restraining Order (Mar. 31, 2021)

Exhibit A. Agreement (Mar. 24, 2021)

[Proposed] Temporary Restraining Order (Mar. 31, 2021) (providing that defendants will not close the proposed transaction until the earlier of September 20, 2021 or after 11:59 PM Eastern Time on the second (2nd) business day after the Court rules on Plaintiff’s motion for a preliminary injunction)

So ordered (Mar. 31, 2021)

Answer of Defendants Illumina, Inc. and Grail, Inc. (Apr. 6, 2021)

Defendants’ Motion to Transfer Venue Pursuant to 28 U.S.C. § 1404(a) (Apr. 2, 2021)

Memorandum of Points and Authorities in Support of Defendants’ Motion to Transfer Venue Pursuant to 28 U.S.C. § 1404(a) (Apr. 2, 2021)

Plaintiff’s Memorandum in Opposition to Defendants’ Motion to Transfer Venue Pursuant to 28 U.S.C. § 1404(a) (Apr. 8, 2021)

Motion hearing (Apr. 9, 2021) (release of transcript restriction set for 7/12/2021)

Order (Apr. 20, 2021) (granting motion to transfer venue)

Memorandum Opinion (Apr. 20, 2021)

MINUTE ORDER: It is hereby ORDERED that the Clerk of the Court is directed to transfer this case to the Southern District of California forthwith. SO ORDERED. Signed by Judge Rudolph Contreras on 4/22/2021. (lcrc1) (Entered: 04/22/2021)

Case transfered (Apr. 23, 2021)

Southern District of California

Assigned to Judge Cathy Ann Bencivengo and Magistrate Judge Bernard G. Skomal

Docket sheet No. 3:21-cv-00800 (downloaded June 9, 2021)

Case Management and Scheduling Order (Apr. 26, 2021)

Order Regarding Parties’ Proposal for Raising Discovery Disputes (May 19, 2021)

Plaintiff’s Ex Parte Application to Dismiss the Complaint without Prejudice (May 21, 2021)

Press Release, Fed. Trade Comm'n, Statement of FTC Acting Bureau of Competition Director Maribeth Petrizzi on Bureau’s Motion to Dismiss Request for Preliminary Relief in Illumina/GRAIL Case (May 20, 2020)

Memorandum in Support of Plaintiff’s Ex Parte Application to Dismiss the Complaint without Prejudice (May 21, 2021)

Declaration of Susan A. Musser in Support of Plaintiff’s Ex Parte Application to Dismiss the Complaint without Prejudice (May 21, 2021)

Exhibits

Opposition to FTC’s Motion to Dismiss the Complaint without Prejudice (May 26, 2021)

Hearing (May 28, 2021) (granting motion to dismiss) [transcript release date: Aug. 30, 2021]

Judgment in a Civil Case (June 1, 2021) (dismissing complaint without prejudice)

Federal Trade Commission

Administrative proceeding

Complaint, In re Illumina, Inc., No. 9401 (F.T.C. filed Mar. 30, 2021)

Press Release, Fed. Trade Comm'n, FTC Challenges Illumina’s Proposed Acquisition of Cancer Detection Test Maker Grail (Mar. 30, 2021)

Protective Order Governing Confidential Material (Mar. 30, 2021)

Order Setting Prehearing Scheduling Conference (Apr. 19, 2021)

Scheduling Order (Apr. 26, 2021)

Motion for Conference to Facilitate Settlement (July 13, 2021)

Complaint Counsel’s Memorandum in Opposition to Motion for Conference to Facilitate Settlement (July 20, 2021)

Motion for Leave To Allow Two Additional Testifying Experts (July 26, 2021)

Complaint Counsel’s Opposition to Respondents’ Motion for Leave to Allow Two Additional Testifying Experts (July 30, 2021)

[Order] (granting leave to add two additional testifying experts)

Respondents’ Motion in Limine To Exclude Expert Testimony of Dr. Fiona Scott Morton (Aug. 6, 2021)

Complaint Counsel’s Opposition to Respondents’ Motion in Limine To Exclude Expert Testimony of Dr. Fiona Scott Morton (Aug. 18, 2021)

Order Memorializing Bench Rulings (Aug. 25, 2021) (denying motion to exclude)

Complaint Counsel’s Pre-Trial Brief (Aug. 20, 2021)
Respondents’ Pretrial Brief (Aug. 26, 2021)

[Motion]

Complaint Counsel’s Memorandum in Opposition to Respondents’ Motion for Leave To Substitute A Replacement Expert Witness for Dr. Robert Willig (Oct. 5, 2021)

Respondents’ Motion for Leave To File a Reply in Support of their Motion for Leave To Substitute a Replacement Expert Witness for Dr. Robert Willig (Oct. 7, 2021)

Order Granting Respondents’ Motion for Leave To Substitute a Replacement Expert Witness (Oct. 12, 2021)

Motion of Non-Party Antitrust, Patent, and Law-and-Economics Scholars and Jurists for Leave To File Brief as Amici Curiae Supporting Respondents (Oct. 22, 2021)

Complaint Counsel’s Opposition to Non-Party Antitrust, Patent, and Law-and-Economics Scholars and Jurists Motion for Leave To File Brief as Amici Curiae Supporting Respondents (Oct. 29, 2021)

Order Denying Motion For Leave To File Amicus Curiae Brief (Nov. 5, 2011)

Complaint Counsel's Post-Trial Proposed Findings of Fact and Conclusions of Law--Part 1 (Apr. 22, 2022)
Complaint Counsel's Post-Trial Proposed Findings of Fact and Conclusions of Law--Part 2 (Apr. 22, 2022)
Complaint Counsel's Post-Trial Brief (Apr. 22, 2022)

Order Memorializing Bench Rulings (Aug. 25, 2022)

Respondents' Post-Trial Brief (Apr. 29, 2022)
Respondents' Reply to Complaint Counsel's Post-Trial Findings of Fact and Conclusions of Law (June 6, 2022)

Closing arguments (July 8, 2022)

Initial Decision (Sept. 1, 2022; public version Sept. 12, 2022) (dismissing complaint)

News Release, Fed. Trade Comm'n, Administrative Law Judge Dismisses FTC’s Challenge of Illumina’s Proposed Acquisition of Cancer Detection Test Maker Grail (Sept. 12, 2022)

Notice of Appeal (Sept. 2, 2022)

Appeal to the Commission

Motion of the American Antitrust Institute and the Hon. William J. Baer for Leave To File an Amicus Brief and Request for an Extension of Time To File the Brief (Oct. 3, 2022)

Brief of Proposed Amici Curiae The American Antitrust Institute and the Hon. William J. Baer (Oct. 24, 2022)

Motion of Non-Party Antitrust, Patent, and Law-and-Economics Scholars and Jurists for Leave To File Brief as Amici Curiae Supporting Respondents (Nov. 2, 2022)

Order Granting Leave To File Brief Amici Curiae (Nov. 29, 2022)

Complaint Counsel’s Appeal of the Initial Decision (Oct. 4, 2022) (opening brief)

Respondents Illumina, Inc. and Grail, Inc.’s Answering Brief to Complaint Counsel’s Appeal Brief (Nov. 3, 2022)

Complaint Counsel’s Reply to Respondents’ Answering Brief (Nov. 10, 2022)

Oral argument materials--Complaint Counsel (Dec. 6, 2022)
Respondents Illumina, Inc. and Grail, Inc.’s Compilation of Materials for Oral Argument (Dec. 6, 2022)

± Oral argument (video) (Dec. 13, 2022) (transcript)

Respondents’ Motion To Reopen the Record to Admit Additional Exhibits and for Expedited Briefing (Mar. 6, 2023)

Complaint Counsel’s Motion in Opposition to Respondents’ Request To Reopen the Record to Admit Additional Exhibits and for Expedited Briefing (Mar. 15, 2023)

Opinion of the Commission (Mar. 31, 2023) (reversing the ALJ and finding the transaction violated Section 7)

Final Order (Mar. 31, 2023)

Fed. Trade Comm'n, Press Release, FTC Orders Illumina to Divest Cancer Detection Test Maker GRAIL to Protect Competition in Life-Saving Technology Market (Apr. 2, 2023)

Concurring Opinion of Commissioner Christine S. Wilson (Mar. 31, 2023)

± FTC web page

Fifth Circuit

Petition for Review (Apr. 5, 2023)

Docket sheet No. 23-60167 (downloaded July 9, 2023)

Petitioners’ Motion To Expedite Appeal (Apr. 5, 2023)

Opposition of the Federal Trade Commission to Petitioners’ Motion To Expedite Appeal (Apr. 17, 2023)

Order (Apr. 18, 2023) (granting motion to expedite)

Briefing Schedule (Apr. 25, 2023)

Case calendared for oral argument on Wednesday, 08/09/2023 (May 31, 2023)

Revised briefing schedule (June 5, 2023)

Petitioners' Brief (June 5, 2023)

Brief of Washington Legal Foundation as Amicus Curiae Supporting Petitioners and Reversal (June 8, 2023)

Brief of Amicus Curiae Americans for Prosperity Foundation in Support of Petitioners and Reversal (June 12, 2023)

Brief for the Chamber of Commerce of the United States of America As Amicus Curiae in Support of Petitioners & Reversal (June 12, 2023)

Brief of 34 Members of Congress as Amici Curiae in Support of Petitioners (June 12, 2023)

Brief of Economists Brianna L. Alderman and Roger D. Blair as Amici Curiae in Support of Petitioners (June 12, 2023)

Brief of the American Hospital Association as Amicus Curiae in Support of Petitioners (June 12, 2023)

Brief for Amici Curiae International Center of Law and Economics and Law and Economics Scholars on Behalf of Petitioners (June 12, 2023)

Brief of Amici Curiae Antitrust, Patent, and Law-and-Economics Scholars and Jurists in Support of Petitioners (June 12, 2023)

Amicus Brief of Indiana and Utah, Alaska, Arkansas, Georgia, Idaho, Iowa, Kentucky, Louisiana, Nebraska, South Carolina, and Virginia, in Support of Petitioners (June 12, 2023)

Brief of Dr. George Charames and Dr. Eric Duncavage as Amici Curiae Supporting Petitioners and Reversal (June 12, 2023)

Brief for The National Hispanic Medical Association et al. as Amici Curiae in Support of Petitioners (June 12, 2023)

Brief of Amici Curiae Military Order of the Purple Heart and the National Trauma Education and Policy Institute in Support of Petitioners (June 12, 2023)

Brief of Amicus Curiae Techfreedom in Support of Petitioners (June 12, 2023)

Brief of Amicus Curiae the Committee for Justice In Support of Petitioners (June 12, 2023)

[Respondent's Brief] (July 26, 2023) (filed under seal) [No. 229]

Oral argument (Sept. 12, 2023) (audio recording)

Opinion (Dec. 15, 2023)

European Union

Interim measures

Press Release, Eur. Comm'n, Mergers: The Commission adopts a Statement of Objections in view of adopting interim measures following Illumina's early acquisition of GRAIL (Sept. 20, 2021)

Press Release, Eur. Comm'n, Mergers: Commission adopts interim measures to prevent harm to competition following Illumina's early acquisition of GRAIL (Oct. 29, 2021)

Merger review

Daily News, Eur. Comm’n, Mergers: Commission to assess proposed acquisition of GRAIL by Illumina (Apr. 20, 2021) (asserting jurisdiction and opening merger review)

Press Release, Eur. Comm'n, Mergers: Commission opens in-depth investigation into proposed acquisition of GRAIL by Illumina (July 22, 2021)

Illumina/GRAIL, Briefing paper on the competition case and benefits of the Transaction to EEA patients (Nov. 16, 2021)

Press Release, Eur. Comm'n, Mergers: Commission prohibits acquisition of GRAIL by Illumina (Sept. 6, 2022)

Jurisdictional challenge

Application, Case T-227/21, Illumina v Comm'n (Apr. 28, 2021) (to annul EC's assertion of jurisdiction to review merger)

T-227/21, Illumina v Comm'n, Judgment of the General Court (July 13, 2022) (sustaining jurisdiction)

± EC web page (M.10493--interim measures)
± EC web page (M.10188--merger review)

Commentary

± Brent Kendall & Daniel Michaels, Illumina Battles U.S., European Antitrust Enforcers on Grail Deal, WSJ.com (May 28, 2021)

± Thom Lambert, Bad Blood at the FTC, TruthOnTheMarket.com (June 9, 2021)

± Kristen V. Brown, Illumina Says Grail Deal Won’t Hold Back New Cancer Tests, Bloomberg.com, June 8, 2022 (reporting on oral argument before the FTC ALJ that Illumina represented that it would provide DNA sequencing to Grail competitors)

± Editorial, Illumina and Antitrust’s Unholy Grail, WSJ.com (Sept. 6, 2022)

→  Case Studies

Hackensack Meridian Health/Englewood Healthcare Foundation
(FTC 2020)

The deal

D.N.J.

Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. Hackensack Meridian Health, Inc., No. 2:20-cv-18140-JMV-JBC (D.N.J. filed Dec. 4, 2020; public version filed Dec. 8, 2020)

Docket sheet (downloaded April 18, 2022)

Stipulated Temporary Restraining Order (so ordered Dec. 4, 2020)

Status Conference transcript (Dec. 7, 2020)

Joint Motion to Open Discovery (Dec. 21, 2020)

Order Directing the Opening of Discovery (Jan. 5, 2021)

Status conference transcript (Jan. 4, 2021)

Parties’ Joint Status Report and Case Management Order (Jan. 8, 2021)

Stipulated Protective Order (so ordered Jan. 11, 2021)

Answer and Affirmative Defenses of Defendant Hackensack Meridian Health, Inc. (Dec. 15, 2021)
Defendant Englewood Healthcare Foundation’s Answer and Defenses (Dec. 15, 2021)

Plaintiff’s Motion for a Preliminary Injunction (Mar. 22, 2021)

[Proposed] Order Entering Preliminary Injunction (Mar. 22, 2021)

Memorandum in Support of Federal Trade Commission’s Motion for a Preliminary Injunction (Mar. 22, 2021; public version filed Apr. 1, 2021)

Defendants’ Opposition to Plaintiff’s Motion for a Preliminary Injunction (Apr. 12, 2021: public version filed Apr. 14, 2021)

Reply Memorandum in Support of Federal Trade Commission’s Motion for a Preliminary Injunction (Apr. 29, 2021; public version filed May 3, 2021)

Defendants’ Motion in Limine to Exclude Documents and Testimony about Theoretical Alternative Mergers (May 9, 2021; public version filed May 12, 2021)

Plaintiff’s Response in Opposition to Defendants’ Motion in Limine to Exclude Documents and Testimony about Alternative Mergers (May 11, 2021; public version filed May 20, 2021)

Order (May 12, 2021) (denying motion)

Evidentiary hearing—Day 1 (May 10, 2021)
Evidentiary hearing—Day 2 (May 11, 2021)
Evidentiary hearing—Day 3 (May 12, 2021)
Evidentiary hearing—Day 4 (May 13, 2021)
Evidentiary hearing—Day 5 (May 17, 2021)
Evidentiary hearing—Day 6 (May 18, 2021)

Plaintiff Federal Trade Commission’s Proposed Findings of Fact and Conclusions of Law (May 28, 2021; public version filed June 4, 2021)
Defendants’ Proposed Findings of Fact and Conclusions of Law (May 28, 2021; public version filed June 2, 2021)

Opinion with Findings of Fact & Conclusions of Law (Aug. 4, 2021) (public version) (reported at 2021 WL 4145062)

Order (Aug. 4, 2021)

Notice of Appeal (Aug. 25, 2021)

± FTC web page

Third Circuit

FTC v. Hackensack Meridian Health, Inc., No. 21-2603 (3d Cir. docketed Aug. 25, 2021)

Docket sheet (downloaded Apr. 19, 2022)

Opening Brief of Appellants (Sept. 15, 2021)

Brief for American Hospital Association and Association of American Medical Colleges as Amici Curiae in Support of Appellants and Reversal (Sept. 22, 2021)

Brief of Economists Michael R. Baye, Kenneth G. Elzinga, Gregory K. Leonard, Janusz A. Ordover and Robert D. Willig as Amici Curiae in Support of Reversal (Sept. 22, 2021)

Brief of New Jersey Hospital Association as Amicus Curiae (Sept. 22, 2021)

[African American Chamber of Commerce of New Jersey]

Answering Brief of the Federal Trade Commission (full and public versions filed Oct. 29, 2021)

Brief of Catalyst for Payment Reform as Amicus Curiae in Support of Appellee and Affirmance (Nov. 5, 2021)

Brief of Amici Curiae Professors, Economists, and Scholars in Support of Appellee and Affirmance (Nov. 5, 2021)

Brief of Amici Curiae Professors of Law and Economics, Economists, and Health Policy Researchers in Support of Appellee Urging Affirmance (Nov. 5, 2021)

Corrected-Brief of the States of Pennsylvania, California, Colorado, Connecticut, Delaware, Idaho, Illinois, Indiana, Maryland, Massachusetts, Michigan, Minnesota, Nebraska, Nevada, New Hampshire, New Mexico, New York, North Carolina, North Dakota, Oregon, Rhode Island, Virginia, Washington, Wisconsin, the District of Columbia, and the Territory of Guam as Amicus Curiae in Support of the Appellee (Nov. 9, 2021)

Reply Brief of Appellants (Nov. 12, 2021)

Opinion of the Court (Mar. 22, 2022) (reported at 30 F.4th 160)

Judgment (Mar. 22, 2022)

Administrative proceeding

Complaint, In re Hackensack Meridian Health, Inc., No. 9399 (F.T.C. issued Dec. 4, 2020)

Press Release, Fed. Trade Comm'n, FTC Challenges Hackensack Meridian Health, Inc.'s Proposed Acquisition of Competitor Englewood Healthcare Foundation (Dec. 4, 2020)

Protective Order Governing Confidential Material (Dec. 7, 2020)

Answer and Affirmative Defenses of Respondent Hackensack Meridian Health, Inc. (Dec. 17, 2020)
Answer and Defenses of Respondent Englewood Heathcare Foundation (Dec. 17, 2020)

Scheduling Order (Dec. 28, 2020)

Joint Motion to Amend Scheduling Order (May 19, 2021)

Joint Expedited Motion for a Continuance of Administrative Proceedings (May 20, 2021)

Order Granting Continuance (May 25, 2021)

Order Granting Further Continuance (July 1, 2021)

Joint Expedited Motion for a Continuance of Administrative Proceedings (July 20, 2021)

Order Granting Third Continuance (July 27, 2021)

Order Granting Fourth Continuance (Sept. 24, 2021)

Press Release, Fed. Trade Comm'n, Statement of Federal Trade Commission Bureau of Competition Deputy Director John M. Newman on Federal Appeals Court Ruling Affirming Preliminary Injunction to Halt Merger of New Jersey Hospital Networks (Mar. 22, 2022)

Complaint Counsel’s Expedited Motion for a 60-Day Continuance of Administrative Proceedings (Apr. 5, 2022)

Respondents’ Motion to Dismiss Complaint (Apr. 5, 2022) (notifying the FTC that the parties had terminated their merger agreement)

Complaint Counsel’s Motion to Withdraw the Matter from Adjudication (Apr. 5, 2022)

Respondents’ Opposition to Complaint Counsel’s Emergency Motion for a 60-Day Continuance of Administrative Proceedings & Its Motion to Withdraw the Matter from Adjudication (Apr. 8, 2022)

Respondents’ Reply in Support of their Motion To Dismiss Complaint (Apr. 20, 2022)

Order Withdrawing Proceeding from Adjudication (May 24, 2022)

Order Returning Matter to Adjudication and Dismissing Complaint (June 27, 2022)

± FTC web page

→  Case Studies

P&G/Billie
(FTC 2020)

The deal

Press Release, Procter & Gamble Co. & Billie, Inc., P&G Announces Plans to Acquire Billie Inc. (Jan. 8, 2020)

Administrative proceeding

Complaint, In re Procter & Gamble Co., No. 9400 (F.T.C. issued Dec. 8, 2020)

Press Release, Fed. Trade Comm'n, FTC Sues to Block Procter & Gamble’s Acquisition of Billie, Inc. (Dec. 8, 2020)

Joint Motion to Dismiss Complaint (Jan. 6, 2021) (parties abandoned deal)

Order Dismissing Complaint (Jan. 8, 2021)

Fed. Trade Comm'n, Statement of Ian Conner, Director of the FTC’s Bureau of Competition, Regarding the Announcement that The Procter & Gamble Company has Abandoned Its Proposed Acquisition of Billie, Inc. (Jan. 5, 2021)

± FTC web page

Commentary

± Daphne Howland, P&G, Billie Call Off their Deal after Federal Antitrust Complaint, Retaildive.com (Jan. 6, 2021)

Thomas Jefferson University/Albeit Einstein Healthcare Network
(FTC 2020)

The deal

Section 13(b) proceeding

Complaint for Temporary Restraining Order and Preliminary Injunction, FTC v. Thomas Jefferson University, No. 2:20-cv-01113-GJP (E.D. Pa. filed Feb. 27, 2020)

Press Release, Fed. Trade Comm'n, FTC and Commonwealth of Pennsylvania Challenge Proposed Merger of Two Major Philadelphia-area Hospital Systems (Feb. 27, 2020)

Docket sheet (downloaded Mar. 26, 2021)

Defendant Thomas Jefferson University’s Answer to Complaint (Mar. 19, 2020)
Defendant Albert Einstein Healthcare Network’s Answer to Complaint for Temporary Restraining Order and Preliminary Injunction (Mar. 19, 2020)

Stipulated Scheduling Order (Apr. 17, 2020)

Memorandum (June 5, 2020) (denying motion to quash third-party subpoena)
Memorandum (July 29, 2020) (modifying third-party subpoena and ordering compliance)

Defendants’ Prehearing Memorandum of Law (Sept. 2, 2020)
Defendants’ Prehearing Memorandum of Law (Sept. 2, 2020)

Final Pretrial Order (Sept. 4, 2020)

Hearing Day 1 (Sept. 14, 2020)
Hearing Day 2 (Sept. 15, 2020)
Hearing Day 3 (Sept. 16, 2020)
Hearing Day 4 (Sept. 29, 2020)
Hearing Day 5 (Sept. 30, 2020)
Hearing Day 6 (Oct. 1, 2020)

Plaintiffs Federal Trade Commission and Commonwealth of Pennsylvania’s Proposed Findings of Fact and Conclusions of Law (Oct. 12, 2020)
Defendants’ Proposed Findings of Fact and Conclusions of Law (Oct. 14, 2020)

Memorandum Opinion, FTC v. Thomas Jefferson University, No. 2:20-cv-01113-GJP (E.D. Pa. Dec. 8, 2020) (reported at 2020 WL 7227250) (denying preliminary injunction)

Order (Dec. 8, 2020)

Notice of Appeal (Dec. 10, 2021)

Third Circuit

FTC v. Thomas Jefferson Univeristy, No. 20-3499 (3d Cir. docketed Dec. 10, 2020)

Docket sheet (downloaded Mar. 26, 2021)

Emergency Motion of the Federal Trade Commission for an Injunction Pending Appeal (Dec. 11, 2020)

Appellees’ Opposition to the Emergency Motion of the Federal Trade Commission for an Injunction Pending Appeal (Dec. 15, 2020)

Reply of the Federal Trade Commission in Support of Emergency Motion for an Injunction Pending Appeal (Dec. 17, 2020)

Order (Dec. 21, 2020) (denying motion for an injunction pending appeal)

Concise Summary of the Case (Dec. 21, 2020)

Plaintiff-Appellant Federal Trade Commission’s Motion for Voluntary Dismissal of Appeal (Mar. 4, 2021)

Order (Mar. 4, 2021)

Administrative proceeding

Order Returning Matter to Adjudication and Dismissing Complaint (Mar. 15, 2021)

± FTC web page

Peabody/Arch Coal
(FTC 2020)

Section 13(b) proceeding

Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. Peabody Energy Corp., 4:20-cv-00317 (E.D. Mo. filed Feb. 26, 2020)

Docket sheet (downloaded Feb. 15, 2021)

Motion for a Temporary Restraining Order (Feb. 26, 2020) (under seal)

Plaintiff Federal Trade Commission’s Memorandum in Support of Its Motion for a Temporary Restraining Order (Feb. 26, 2020; public version filed Mar. 6, 2020)

Stipulation and [Proposed] Order (Feb. 28, 2020) (re TRO not to close earlier than three business days after Court's ruling on the FTC' Section 13(b) motion)

Protective Order (Mar. 4, 2020)

Case Management Order (Mar. 5, 2020)

Peabody Energy Corporation’s Answer and Affirmative Defenses (Mar. 13, 2020)

Defendant Arch Coal Inc.’s Answer and Affirmative Defenses (Mar. 13, 2020)

Defendants’ Unopposed Motion to Modify the Protective Order (Mar. 12, 2020)

Joint Request for a Teleconference (Mar. 17, 2020) (re modifying protective order to allow access by two additional individuals per defendant to access confidential information—opposed by various third parties)

Exhibit A. FTC v. Whole Foods Mkt., Inc., No. 07-1021 (PLF)., 007 WL 2059741 (D.D.C. July 6, 2007)
Exhibit B. Declaration of Kenneth Cochran
Exhibit C. Declaration of Scott T. Jarboe
Exhibit D. Declaration of Robert Jones
Exhibit E. Declaration of Alice Tharenos

Order (Mar. 20, 2020) (requesting additional information about the individuals proposed to be added to the protective order)

Peabody Energy Corporation’s Supplemental Brief in Support of Defendants’ Request to Modify The Protective Order (Mar. 23, 2020)

Arch Coal’s Supplemental Brief in Support of Defendants’ Request to Modify the Protective Order (Mar. 23, 2020)

Plaintiff Federal Trade Commission’s Supplemental Brief in Opposition to Defendants’ Request to Modify the Protective Order (Mar. 26, 2020)

Exhibit 1.
Exhibit 2.
Exhibit 3.
Exhibit 4.
Exhibit 5.
Exhibit 6.
Exhibit 7.
Exhibit 8.
Exhibit 9.
Exhibit 10. Order, United States v. Deere & Co.

Memorandum and Opinion (Apr. 1, 2020)

Letter to Judge Pitlyk from William C. Lavery (representing Arch Coal) (Apr. 2, 2020)

Exhibit A. Modified Protective Order

Modified Protective Order (Apr. 3, 2020)

Letter to Judge Pitlyk from Daniel Matheson (representing the FTC) (Apr. 17, 2020)

Joint Stipulated Modified Case Management and Scheduling Order (Apr. 9, 2020)

Joint Request for a Teleconference (Apr. 20, 2020) (re dispute on FTC's request to extend all dates by 21 days)

Joint Stipulated Modified Case Management and Scheduling Order (May 7, 2020)

Plaintiff’s [Corrected] Memorandum of Law in Support of Preliminary Injunction (June 8, 2020)

Defendants' Memorandum of Law in Opposition to Plaintiff Federal Trade Commission's Motion for a Preliminary Injunction (June 30, 2020) (public version)

State of Wyoming’s Amicus Curiae Brief in Opposition to Motion for Preliminary Injunction (July 7, 2020)

Plaintiff’s Reply Memorandum of Law in Support of Preliminary Injunction (July 11, 2020) (public version)

Plaintiff’s Memorandum of Law Addressing Failing and Weakened Firm Arguments (July 31, 2020) (public version)

Defendants' Response to Plaintiff's Memorandum of Law Addressing Failing and Weakened Firm Arguments (Aug. 5, 2020) (public version)

Plaintiff’s Proposed Findings of Fact and Conclusions of Law (filed Aug. 3, 2020; redacted version Jan. 28, 2021)

Defendants’ Proposed Findings of Fact and Conclusions of Law (filed Aug. 3, 2020; redacted version Jan. 28, 2021)

Memorandum Opinion (Oct. 5, 2020) (granting motion for preliminary injunction)

Stipulation of Dismissal (Jan. 28, 2021) (following parties' abandonment of transaction)

Case terminated (Feb. 2, 2021)

± FTC web page

FTC administrative proceeding

Complaint, In re Peabody Energy Corp., No. 9391 (F.T.C. issued Feb. 25, 2020)

Press Release, Fed. Trade Comm,n, FTC Files Suit to Block Joint Venture between Coal Mining Companies Peabody Energy Corporation and Arch Coal (Feb. 26, 2020)

Protective Order Governing Confidential Material (Feb. 26, 2020)

Peabody Energy Corporation's Answer and Affirmative Defenses (Mar. 11, 2020)

Respondent Arch Coal Inc.'s Answer and Affirmative Defenses (Mar. 10, 2020)

Order Regarding Scheduling in Light of Public Health Emergency (Mar. 19, 2020)

Second Order Regarding Scheduling in Light of Public Health Emergency (Apr. 13, 2020)

Edgewell/Harry's
(FTC 2020)

The deal

Edgewell Personal Care Co. & Harry's Inc., Press Release, Edgewell Personal Care to Combine with Harry's, Inc. to Create a Next-Generation Consumer Products Platform (Mar. 9, 2019)

Edgewell Personal Care Co. & Harry's Inc., Investor Presentation, Creating A Next Generation Consumer Products Platform (Mar. 9, 2019)

± Michael J. de la Merced, Shaving Start-Up Harry’s Will Be Sold to Owner of Schick for $1.37 Billion, NYTimes DealB%k, May 9, 2019.

Administrative proceeding

Complaint, In re Edgewell Personal Care Co., No. 9390 (F.T.C. issued Feb. 2, 2020)

Fed. Trade Comm'n, News Release, FTC Files Suit to Block Edgewell Personal Care Company’s Acquisition of Harry’s, Inc. (Feb. 3, 2020)

Fed. Trade Comm'n, News Release, Statement of Daniel Francis, Deputy Director of FTC Bureau of Competition, Regarding Announcement that Edgewell Personal Care Company has Abandoned Its Proposed Acquisition of Harry’s, Inc. (Feb. 10, 2020)

Edgewell Personal Care Co., Press Release, Edgewell Personal Care to Pursue Standalone Value Creation Strategy (Feb. 10, 2020)

Motion to Dismiss Complaint (Feb. 19, 2020)

Order Dismissing Complaint (Feb. 25, 2020)

± FTC web page

Commentary

± Kaitlyn Tiffany, The Absurd Quest to Make the “Best” Razor, Vox.com, Dec. 11, 2018.

± Kim Lyons, FTC Blocks Sale of Harry’s Razor Company because the D2C Company is a Key Part of Competition, Verge.com, Feb. 4, 2020.

± Rich Duprey, FTC Stops Schick Owner Edgewell From Buying Harry's: What's Next?, Motley Fool, Feb. 14, 2020.

± Sharon Terlep & Brent Kendall, Schick Owner Abandons Takeover of Harry’s Following FTC Suit to Block It, WSJ.com, Feb. 10, 2020.

Axon/VieVu
(FTC 2020)

The deal

Axon Enterprise, Inc., News Release, Axon Acquires VIEVU Camera Subsidiary from The Safariland Group and Announces Strategic Long-Term Holster Partnership (May 4, 2018)

Administrative proceeding

Complaint, In re Axon Enter., No. D9389 (F.T.C. issued Jan. 3, 2020)

Fed. Trade Comm'n, News Release, FTC Challenges Consummated Merger of Companies that Market Body-Worn Camera Systems to Large Metropolitan Police Departments (Jan. 3, 2020)

NB: Axon filed a challenge to the legality of the FTC's administrative action in the District of Arizonia.

Protective Order Governing Confidential Material (Jan. 6, 2020)

Motion of Respondent Axon Enterprise, Inc. to Modify the Protective Order (Jan. 17, 2020)

Complaint Counsel's Opposition to Respondent Axon Enterprise, Inc.'s Motion to Modify the Protective Order (Jan. 30, 2020)

Order Denying Respondent's Motion to Modify the Protective Order (Jan. 31, 2020)

Answer and Defenses of Respondent Axon Enterprise, Inc. (Jan. 21, 2020)

Answer and Affirmative Defenses of Respondent Safariland, LLC (Jan. 22, 2020)

Transcript of Pretrial Conference (Jan. 30, 2020)

Scheduling Order (Jan. 30, 2020)

Respondent’s Unopposed Motion for Leave to Amend Its Answer and Affirmative Defenses (Feb. 27, 2020)

Order Granting Unopposed Motion for Leave to Amend Answer and Affirmative Defenses (Feb. 28, 2020)

Amended Answer and Defenses of Respondent Axon Enterprise, Inc. (Mar. 3, 2020)

Respondent's Motion for Issuance of Deposition Subpoena Ad Testificandum to the Department of Justice under Rule of Practice 3.36 and Request for Expedited Treatment (Mar. 16, 2020) (regarding the "clearance" process between the FTC and DOJ)

Order Regarding Scheduling in Light of Public Health Emergency (Mar. 19, 2020)

Joint Motion to Withdraw Matter from Adjudication (Mar. 20, 2020) (by Respondent Safariland)

Order Withdrawing Respondent Safariland, LLC, from Adjudication for the Purpose of Considering a Proposed Consent Agreement (Mar. 26, 2020)

{Provisional] Decision and Order (Apr. 17, 2020)

Press Release, Fed. Trade Comm'n, VieVu’s Former Parent Company Safariland Agrees to Settle Charges That It Entered into Anticompetitive Agreements with Body-Worn Camera Systems Seller Axon (Apr. 17, 2020)

Agreement Containing Consent Order (Apr. 17, 2020)

Analysis of Consent Order To Aid Public Comment (Apr. 17, 2020)

± FTC web page

Post Holdings/TreeHouse Foods
(FTC 2019)

The deal

Press Release, Post Holdings, Inc, Post Holdings To Acquire Private Label Ready-To-Eat Cereal Business From Treehouse Foods (May 2, 2019)

Press Release, TreeHouse Foods, Inc., TreeHouse Foods, Inc. Announces Definitive Agreement to Sell Ready-to-Eat Cereal Business to Post Holdings (May 2, 2019)

Press Release, Post Holdings, Inc., Post Holdings and Treehouse Foods Announce HSR Early Termination for Proposed Private Label Ready-To-Eat Cereal Transaction (May 21, 2019)

Press Release, Post Holdings, Inc., Post Holdings And Treehouse Foods Provide Update On Proposed Private Label Ready-To-Eat Cereal Transaction (July 22, 2019) (announcing FTC investigation)

Press Release, Post Holdings, Inc., Post Holdings And Treehouse Foods Provide Update Regarding Action By The Federal Trade Commission Regarding Post’S Proposed Acquisition Of Treehouse’S Private Label Ready-To-Eat Cereal Business (Dec. 19, 2019)

Section 13(b)

Administrative proceeding

Complaint, In re Post Holdings, Inc., No. 9388 (F.T.C. issued Dec. 19, 2019)

News Release, Fed. Trade Comm'n, FTC Alleges Post Holdings, Inc.’s Proposed Acquisition of TreeHouse Foods, Inc.’s Private Label Ready-to-Eat Cereal Business Will Harm Competition (Dec. 19, 2019)

Protective Order Governing Confidential Material (Dec. 20, 2019)

Answer and Defense of Respondent Post Holdings, Inc. (Jan. 3, 2020)

Treehouse Foods, Inc.'s Answer to the Federal Trade Commission's Part 3 Complaint (Jan. 3, 2020)

Press Release, Post Holdings, Inc., Post Holdings Terminates Agreement To Buy Ready-To-Eat Cereal Business From Treehouse Foods, Inc. (Jan. 13, 2020)

Press Release, TreeHouse Foods, Inc., TreeHouse Foods, Inc. Terminates Agreement to Sell Ready-to-Eat Cereal Business to Post Holdings; Announces Re-Marketing of the Business (Jan. 13, 2020)

Joint Motion to Dismiss Complaint (Jan. 14, 2020)

Order Dismissing Complaint (Jan. 16, 2020)

Press Release, Fed. Trade Comm'n, Statement of Ian Conner, Director of FTC Bureau of Competition, Regarding the Announcement that Post Holdings, Inc. has Abandoned Its Proposed Acquisition of TreeHouse Foods, Inc. (Jan. 13, 2020)

Illumina/Pacific Biosciences
(FTC 2019)

The deal

Illumina, Inc. & Pacific Biosciences of California, Inc., News Release, Illumina to Acquire Pacific Biosciences for Approximately $1.2 Billion, Broadening Access to Long-Read Sequencing and Accelerating Scientific Discovery (Nov. 1, 2018)

Agreement and Plan of Merger Dated as of November 1, 2018, among Pacific Biosciences of California, Inc., Illumina, Inc., and FC Ops Corp.

Administrative proceeding

Fed. Trade Comm'n, News Release, FTC Challenges Illumina’s Proposed Acquisition of PacBio (Dec. 17, 2019)

Complaint, In re Illumnia, Inc., No. 937 (F.T.C. issued Dec. 17, 2019)

Joint Motion to Dismiss Complaint (Jan. 3, 2020)

Fed. Trade Comm'n, News Release, Statement of Gail Levine, Deputy Director of FTC Bureau of Competition, Regarding the Announcement that Illumina Inc. has Abandoned Its Proposed Acquisition of Pacific Biosciences of California (Jan. 2, 2020)

Order Dismissing Complaint (Jan. 6, 2020)

± FTC web page

Competition and Markets Authority (UK)

See ± CMA web page

Issues Statement (Aug. 1, 2019)

Provisional Findings (Oct. 24, 2019)

Notice of possible remedies (Oct. 24, 2019)

Illumina’s revised remedies proposal (Nov. 19, 2019)

Notice of extension of inquiry period (Nov. 26, 2019)

Illumina/PacBio response to provisional findings (Dec. 3, 2019)

Illumina’s response to the CMA’s remedies working paper (Dec. 10, 2019)

± Jim Crumly, Here's Why Illumina's $1.2 Billion Acquisition Makes Sense, The Motley Fool.com (Nov. 14, 2018)

± Maxx Chatsko, Is This the Real Reason Illumina Acquired Pacific Biosciences? (Nov. 14, 2018)

Evonik/PeroxyChem
(FTC 2019)

The deal

Evonik, News Release, Evonik Acquires Peroxychem for US$625 Million (Nov. 8, 2018)

Investor Presentation (Nov. 8, 2018)

Section 13(b)—D.D.C.

Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. Rag-Stiftung, No. 1: 19-cv-02337 (D.D.C. filed Aug. 2, 2019)

Fed. Trade Comm'n, News Release, FTC Challenges Proposed Merger of Two Hydrogen Peroxide Producers (Aug. 2, 2019)

Docket sheet (downloaded Apr. 11, 2020)

Plaintiff Federal Trade Commission's Motion for Entry of Stipulated Temporary Restraining Order (Aug. 2, 2019)

Exhibit 1: Temporary Restraining Order (so ordered Aug. 5, 2019)

Exhibit 2: [Proposed] Order

Protective Order (Aug. 5, 2019)

Case Management and Scheduling Order (Aug. 12, 2019)

Answer of Defendants Rag-Stiftung, Evonik Industries AG, Evonik Corporation, and Evonik International Holdings B.V. (Aug. 16, 2019)

Answer of Defendants One Equity Partners Secondary Fund, L.P., One Equity Partners V, L.P., Lexington Capital Partners VIII (AIV I), L.P., Peroxychem Holding Company LLC, Peroxychem Holdings, L.P., Peroxychem Holdings LLC, Peroxychem LLC, and Peroxychem Cooperatief U.A. (Aug. 16, 2019)

Memorandum in Support of Plaintiff’s Motion for Preliminary Injunction (Oct. 8, 2019) (redacted)

Defendants’ Memorandum in Opposition to Federal Trade Commission’s Motion for Preliminary Injunction (Oct. 25, 2019; redacted verson filed Nov. 6, 2019)

Reply Memorandum in Further Support of Plaintiff’s Motion for Preliminary Injunction (Nov. 8, 2019) (redacted)

Defendants' Request for Judicial Notice (Jan. 14, 2020) (filed under seal)

Plaintiff Federal Trade Commission’s Opposition to Defendants’ Request for Judicial Notice (Jan. 17, 2020)

Plaintiff’s Proposed Findings of Fact and Conclusions of Law (Jan. 10, 2020) (redacted)

Defendants’ Proposed Findings of Fact and Conclusions of Law (Jan. 10, 2020)

Memorandum Opinion (Feb. 3, 2020) (denying motion for preliminary injunction)

± FTC web page

Administrative proceedings

Complaint, FTC v. RAG-Stiftung, No. 9384 (F.T.C. issued Aug. 2, 2019)

Answer and Defenses of Respondents Rag-Stiftung, Evonik Industries AG, Evonik Corporation, and Evonik International Holding B.V. (Aug. 20, 2019)

Answer and Defenses of Respondents One Equity Partners Secondary Fund, L.P., One Equity Partners V, L.P., Lexington Capital Partners VIII(AIVI),L.P., Peroxychem Holding Company LLC, Peroxychem Holdings, L.P., Peroxychem Holdings LLC, Peroxychem LLC, and Peroxychem Cooperatief U.A. (Aug. 20, 2019)

Scheduling Order (Aug. 29, 2019)

Order Granting Continuance (Jan. 2, 2020)

Press Release, Evonik, Evonik Successfully Closes Acquisition of PeroxyChem (Feb. 3, 2020)

± FTC web page

Sabre/Farelogix
(DOJ 2019)

The deal

Press Release, Sabre Corporation & Farelogix, Sabre Enters Agreement to Acquire Farelogix, Expanding its Airline Technology Portfolio and Accelerating its Strategy to Deliver Next-Generation Retailing, Distribution and Fulfillment Capabilities (Nov. 14, 2018)

Sabre Corporation, Sabre to Acquire Farelogix (Nov. 14, 2018) (investor presentation)

D. Del.

Complaint, United States v. Sabre Corp., No. 1:19-cv-01548-UNA (D. Del. Aug. 20, 2019) (assigned to Judge Leonard P. Stark)

U.S. Dep't of Justice, Antitrust Div., News Release, Justice Department Sues to Block Sabre's Acquisition of Farelogix (Aug. 20, 2019)

Docket sheet (downloaded November 28, 2020)

Answer of Defendants Sabre Corporation and Sabre GLBL Inc. (Sept. 10, 2019)

Answer of Defendants Farelogix, Inc. and Sandler Capital Partners V, L.P. (Sept. 10, 2019)

[Proposed] Stipulated Protective Order (Sept. 10, 2019) (so ordered Sept. 12, 2019)

Scheduling Order (Sept. 26, 2019) (trial to commence the week of January 27, 2020)

Exhibit A

Proposed Final Pretrial Order (Jan. 10, 2020)

Exhibit 1. Joint Statement of Uncontested Facts (public version)
Exhibit 2A. United States’ Statement of Contested Facts
Exhibit 2B. Defendants’ Statement of Contested Facts
Exhibit 3A. United States’ Statement of Issues of Law that Remain to be Litigated
Exhibit 3B. Defendants’ Statement of Issues of Law Which Remain to be Litigated

Plaintiff’s Pretrial Brief (Jan. 10, 2020; redacted version filed Jan. 15, 2020)

Defendants’ Pretrial Brief (Jan. 10, 2020; redacted version filed Jan. 15, 2020)

Plaintiff's Opening Statement (Jan. 27, 2020)

Bench trial

January 27
January 28
January 29
January 30
February 3
February 4
February 5
February 6

Plaintiff's Closing Statement (Feb. 7, 2020) (public version)

Letter to Judge Leonard P. Stark re CMA's provisional findings (Feb. 11, 2020)

Plaintiff’s Post-Trial Brief (Feb. 13, 2020: public version filed Feb. 20, 2020)

Plaintiff’s Proposed Findings of Fact (Feb. 13, 2020; public version filed Feb. 20, 2020)

Defendants' Post-Trial Answering Brief (Feb. 19, 2020; public version filed Feb. 26, 2020)

Defendants’ Post Trial Brief (Feb. 13, 2020; public version filed Feb. 20, 2020)

Defendants’ Proposed Findings of Fact (Feb. 13, 2020; public version filed Feb. 20, 2020)

Opinion (Apr. 7, 2020; public version Apr. 8, 2020) (reported at 452 F.Supp.3d 97)

Order (Apr. 7, 2020) (entering judgment for defendants)

Notice of Appeal (Apr. 8, 2020)

Joint Status Report (Apr. 14, 2020)

Third Circuit

United States v. Sabre Corp., No. 20-1767 (3d Cir. docketed Apr. 13, 2020)

Docket sheet No. 20-1767 (downloaded Nov. 28, 2020)

Concise Summary of the Case (Apr. 27, 2020) (filed by the Department of Justice)

Motion to Stay Briefing Schedule (Apr. 27, 2020) (until appeal has been approved by the Solicitor General)

Opposition (Apr. 28, 2020)

Reply (Apr. 29, 2020)

Press Release, Sabre Corporation, Sabre Corporation Issues Statement on its Merger Agreement with Farelogix (May 1, 2020)

Press Release, Farelogix, Farelogix Responds to Sabre’s Announcement of Deal Termination (May 1, 2020)

The United States’ Suggestion of Mootness and Motion to Vacate the District Court’s Decision and Order Granting Judgment to Defendants (May 12, 2020) (on the basis of the merging parties terminating their merger agreement)

Letter from the DOJ to the Court (June 17, 2020) (advising Court that Accelya and Farelogix have signed a acquisition agreement whereby Accelya will acquire Farelogix)

Order (July 20, 2020) (granting motion to vacate, but noting "this Order should not be construed as detracting from the persuasive force of the District Court’s decision, should courts and litigants find its reasoning persuasive")

Entry of Judgment (July 20, 2020)

± DOJ web site

Competition and Markets Authority (CMA) (UK)

Issues Statement (Oct. 17, 2019)

Press Release, Competition & Mkts. Auth., CMA Blocks Airline Booking Merger (Apr. 9, 2020)

Final Report (Apr. 9, 2020)

Appendices

± CMA web page

Quad/Graphics/LSC Communications
(DOJ 2019)

N.D. Ill

Complaint, United States v. Quad/Graphics, Inc., No. 1:19-cv-04153 (N.D. Ill. filed June 20, 2019)

U.S. Dep't of Justice, Antitrust Div., News Release, Justice Department Sues to Block Quad’s Acquisition of LSC (June 20, 2019)

Docket sheet (downloaded July 18, 2019)

Motion to Set Evidentiary Hearing Dates (June 26, 2019) (by merging parties)

Memorandum of Points and Authorities in Support of Motion to Set Evidentiary Hearing Dates (June 26, 2019)

United States’ Memorandum In Opposition to Motion to Set Evidentiary Hearing Dates (June 27, 2019)

Attachment A. United States' Proposed Schedule
Attachment B. Transcript of Status Conference, United States v. Aetna, Inc.
Attachment C. Transcript of Status Conference, United States v. AT&T, Inc.

Minute Order (June 28, 2019) (setting date for status conference and denying motion to set evidentiary hearing dates)

Defendants’ Joint Motion for Entry of Proposed Scheduling Order (July 9, 2019)

Memorandum of Points and Authorities in Support of Defendants’ Joint Motion for Entry of Proposed Scheduling Order (July 9, 2019)

Attachment A. [Proposed] Case Management Order
Attachment B. [Proposed] Case Management Order

United States’ Motion To Enter Scheduling And Case Management Order (July 7, 2019)

United States’ Memorandum in Support of Its Motion to Enter Scheduling and Case Management Order (July 7, 2019)

Attachment A. [Proposed] Scheduling And Case Management Order
Attachment B. Comparison of Key Aspects of Parties’ Proposed Scheduling and Case Management Provisions
Attachment C. Declaration of Thomas Dematteo in Support of the United States' Motion to Enter Scheduling and Case Management Order

Minute Order (July 10, 2019) (denying Defendants' Motion for Entry of Proposed Order and granting the United States’ Motion To Enter Scheduling And Case Management Order as modified)

Scheduling and Case Management Order (July 10, 2019) (note the adoption of a bifurcated trial on the merits and relief)

Stipulated Confidentiality Protective Order (July 11, 2019)

Quad/Graphics, Inc. and QLC Merger Sub, Inc.’s Answer to Complaint (July 17, 2019)
Defendant LSC Communication, Inc.’s Answer and Defenses to Plaintiff’s Complaint (July 17, 2019)

± DOJ web page

Optum/DaVita Medical Group
(Colorado 2019)

District Court, County of El Paso

Complaint, Colorado v. UnitedHealthcare Group Inc., No. ____ (Dist. Ct. El Paso Cty. filed June 19, 2019)

Office of the Attorney General, News Release, Antitrust Challenge and Settlement to the UnitedHealth Group and DaVita Merger Will Safeguard Competition, Cost, and Quality of Healthcare for Seniors in the Colorado Springs Area Antitrust Challenge and Settlement to the UnitedHealth Group and DaVita Merger Will Safeguard Competition, Cost, and Quality of Healthcare for Seniors in the Colorado Springs Area (June 19, 2019)

[Proposed] Consent Judgment (June 19, 2019)

T-Mobile/Sprint
(States 2019)

The deal

± T-Mobile & Sprint, News Release, T-Mobile and Sprint to Combine, Accelerating 5G Innovation & Increasing Competition (Apr. 28, 2018)

Investor Presentation (Aug. 29, 2018)

± T-Mobile & Sprint, Creating a 5G Future for All

T-Mobile US, Inc., Form S-4 Registration Statement (filed July 30, 2018)

T-Mobile US, Inc., Form 10-K (for the year ended December 31, 2018)

T-Mobile Investor Factbook Q2 2019

Sprint Corp., Form 10-K (for the year ended March 31, 2019)

S.D.N.Y.

Redacted Complaint, New York v. Deutsche Telekom AG, No. 1:19-cv-05434 (S.D.N.Y. filed June 11, 2019) (assigned to Judge Victor Marrero)
(filed by nine states and the District of Columbia against Deutsche Telekom, T-Mobile, Sprint, and Softbank Group)

± Docket sheet (downloaded Jan. 9, 2020)

Redacted Amended Complaint (June 25, 2019)

Redacted Second Amended Complaint (Aug. 15, 2019)

Case management order

Endorsed letter to Judge Victor Marrero from David I. Gelfand on behalf of defendants re case management order (June 28, 2019) (including [Proposed] Civil Case Management Plan and Scheduling Order)

Endorsed letter to Judge Victor Marrero from Glenn D. Pomerantz on behalf of plaintiffs re case management order (June 28, 2019)

Letter to Magistrate Judge Robert W. Lehrburger from Glenn D. Pomerantz on behalf of plaintiffs re case management order (July 15, 2019)

Letter to Judge Victor Marrero from Glenn D. Pomerantz on behalf of plaintiffs re case management order (July 15, 2019)

Answer of Defendants. T-Mobile US, Inc. and Deutsche Telekom AG (July 9, 2019)

Answer of Defendants Sprint Corporation and Softbank Group Corp. (July 9, 2019)

Order of Reference to a Magistrate Judge (July 16, 2019)

Letter Motion to Magistrate Judge Robert W. Lehrburger from Glenn Pomerantz on behalf of Plaintiffs re request for a December 9 trial date (July 31, 2019)

Letter Opposition to Magistrate Judge Robert W. Lehrburger from David Gelfand on behalf of Defendants re Plaintiffs' request for a December 9 trial date (July 31, 2019)

Scheduling Order (Aug. 5, 2019) (setting pretrial conference for December 6, 2019, and trial for December 9, 2019)

Amended Interim Protective Order (Aug. 14, 2019)

Redacted Second Amended Complaint (Aug. 15, 2019)

Joint Civil Case Management Plan and Scheduling Order (Aug. 20, 2019)

Answer of Defendants T-Mobile Us, Inc. and Deutsche Telekom AG to Plaintiffs’ Second Amended Complaint (Aug. 28, 2019)

Answer of Defendants Sprint Corporation and Softbank Group Corp. to Plaintiffs’ Second Amended Complaint (Aug. 28, 2019)

Endorsed letter to Judge Victor Marrero from David I. Gelfand on behalf of defendants proposing a change in the trial date (Sept. 16, 2019)

Letter to Judge Victor Marrero from Glenn D. Pomerantz on behalf of plaintiffs re change in the trial date (Sept. 17, 2019)

Order (Sept. 25, 2019) (retaining December 9 trial date)

Redacted Third Amended Complaint (Sept. 18, 2019) (adding Florida as plaintiff)

Letter to Magistrate Judge Robert W. Lehrburger from the Department of Justice seeking to disqualify Glenn D. Pomerantz and his firm, Munger, Tolles & Olson LLP (Nov. 8, 2019)

Letter to Magistrate Judge Robert W. Lehrburger from Gregory P. Joseph opposing disqualification (Nov. 14, 2019)

Letter to Magistrate Judge Robert W. Lehrburger from David I. Gelfand requesting that the trail date not be postponed in the event of disqualification (Nov. 19, 2019)

± Jonathan Stempel & Diane Bartz, Judge Rejects U.S. Move to Disqualify States' Lawyer in T-Mobile/Sprint Lawsuit, Reuters.com (Nov. 21, 2019) (reporting that Magistrate Judge Robert Lehrburger ruled at a hearing that the Department of Justice waited too long to intervene in the case to try to disqualify Glenn Pomerantz and Munger Tolles)

Plaintiff States’ Pretrial Memorandum (Nov. 26, 2019)

Defendants’ Pretrial Memorandum (Nov. 26, 2019)

Statement of Interest of The United States of America (Dec. 20, 2019)

Plaintiffs’ Response to Statement of Interest of The United States (Jan. 8, 2020)

Plaintiff States’ Proposed Findings of Fact and Conclusions of Law (Jan. 8, 2020)

Defendants’ Proposed Findings of Fact and Conclusions of Law (Jan. 8, 2020)

Opinion and Order (Feb. 11, 2020) (reported at 439 F.Supp.3d 179)

DOJ consent settlement

Complaint, United States v. Deutsche Telekom AG, 1:19-cv-02232 (D.D.C. filed July 26, 2019) (assigned to Judge Timothy J. Kelly)

U.S. Dep't of Justice, News Release, Justice Department Settles with T-Mobile and Sprint in Their Proposed Merger by Requiring a Package of Divestitures to Dish (July 26, 2019)

Letitia James, N.Y. Att'y Gen., News Release, AG James: T-Mobile/Sprint Megamerger Remains a Bad Deal for Consumers, Innovation, and Workers (July 26, 2019)

Docket sheet (downloaded Apr. 15, 2020)

United States' Explanation of Consent Decree Procedures (July 26, 2019)

Stipulation and Order (July 26, 2019) (so ordered July 29, 2019)

[Proposed] Final Judgment (July 26, 2019)

Notice of Designation of Related Civil Cases Pending in This or Any Other United States Court (July 26, 2019)

Competitive Impact Statement (July 30, 2019)

Filing and Certification of Compliance under 15 U.S.C. § 16() by Deutsche Telekom AG and T-Mobile US, Inc. (Aug. 5, 2019)

Filing and Certification of Compliance under 15 U.S.C. § 16(g) by Softbank Group Corp. and Sprint Corporation (Aug. 5, 2019)

Consent Motion for Leave to File Amended Complaint (Aug. 15, 2019) (adding Louisiana as a plaintiff)

Exhibit 1. Amended Complaint

Exhibit 2. Stipulation

Exhibit 3. Proposed Order

Motion granted (Aug. 16, 2019) and Amended Complaint filed (Aug. 16, 2019)

States Brief as Amicus Curiae (Oct. 9, 2019) (requesting Court to delay decision on settlement pending the resolution of the merits in their challenge to the merger in the southern District of New York)

Response of The United States to States' Motion to File Brief As Amici Curiae (Oct. 23, 2019)

Joint Response of Defendants Deutsche Telekom AG, T-Mobile Us, Inc., Softbank Group Corp., and Sprint Corporation in Opposition to States’ Brief As Amici Curiae (Oct. 23, 2019)

Defendant Dish Network Corporation’s Response in Opposition to Request for a Stay by Nonparty Amici Curiae (Oct. 23, 2019)

Minute Order (acknowledging filing of amicus brief but denying request for stay)

Response of Plaintiff United States to Public Comments on the Proposed Final Judgment (Nov. 6, 2019)

Motion and Memorandum of the United States in Support of Entry of Final Judgment (Nov. 8, 2019)

Fourth Amended Complaint (Nov. 8, 2019)

Fifth Amended Complaint (Nov. 27, 2019)

Unopposed Motion of The United States to Appoint Monitoring Trustee (Dec. 9, 2019)

Memorandum of Points and Authorities in Support of Unopposed Motion of The United States to Appoint Monitoring Trustee (Dec. 9, 2019)

Monitor cv (Dec. 9, 1920)

[Proposed] Order (Dec. 9, 2019)

Minute Order (Jan. 10, 2020) (granting motion to appoint and appointing Theodore W. Ullyot as monitoring trustee)

Notice of Filing of Statement of Interest in Related Case (Dec. 20, 2019)

Statement of Interest of The United States of America (S.D.N.Y. Dec. 20, 2019)

Minute Order (Jan. 10, 2020) (setting schedule for submission of amicus briefs by January 24, 2020, and responses by parties by February 7, 2020)

Closing arguments (transcript) (Jan. 15, 2020)

Order (Apr. 1/2020) (entering consent decree as proposed)

Final Judgment (Apr. 14, 2020)

Memorandum Opinion (Apr. 14, 2020)

± DOJ web page

Colorado consent settlement

Office of the Attorney General, Press Release, Attorney General’s office secures 2,000 jobs, statewide 5G network deployment under agreements with Dish, T-Mobile (Oct. 21, 2019)

Assurance of Voluntary Compliance (Oct. 18, 2019)

Federal Communications Commission

See ± T-Mobile and Sprint, WT Docket 18-197 (FCC web age)

T-Mobile US, Inc. and Sprint Corporation, Description of Transaction, Public Interest Statement, and Related Demonstrations (June 18, 2018) ("Public Interest Statement" of "PIS")

T-Mobile US, Inc. and Sprint Corporation, Joint Opposition of T-Mobile US, Inc. and Sprint Corporation (Sept. 17, 2018)

T-Mobile US, Inc. and Sprint Corporation, Commitment Letter to FCC (May 20, 2019)

Chairman Pai Statement on T-Mobile/Sprint Transaction (May 20, 2019)

In re T-Mobile US, Inc., WT Dkt. No. 18-197 (Nov. 5, 2019) (3-2)

Fed. Commc'n Comm., News Release, FCCc Approves Merger of T-Mobile and Sprint (Nov. 5, 2019)

Statement of Chairman Ajit Pai

Statement of Commissioner Michael O’Rielly

Statement of Commissioner Brendan Carr

Statement of Commissioner Jessica Rosenworcel (dissenting)

Statement of Commissioner Geoffrey Starks (dissenting)

Congressional hearings

Protecting Consumers and Competition: An Examination of the T-Mobile and Sprint Merger, Hearing Before the Subcomm. on Communications and Technology of the H. Comm. on Energy & Commerce (Feb. 13, 2019) (± hearing web page)

Memorandum from Chairman Pallone to the Subcommittee on Communications and Technology

Opening Statement of Chairman Pallone as prepared for delivery

Opening Statement of Subcommittee Chairman Doyle as prepared for delivery

See hearing web page for testimony

The State of Competition in the Wireless Market: Examining the Impact of the Proposed Merger of T-Mobile and Sprint on Consumers, Workers, and the Internet, Hearing Before the H. Comm. on the Judiciary (Mar. 12, 2019) (± hearing web page)

Witnesses

John Legere, Chief Executive Officer, T-Mobile
Marcelo Claure, Executive Chairman, Sprint
Christopher Shelton, President, Communication Workers of America (App. A, B, C, D, and E)
Gigi Sohn, Distinguished Fellow, Georgetown University Law Center
Carmen Scurato, Senior Policy Counsel, Free Press
Carri Bennet, General Counsel, Rural Wireless Association
Christopher S. Yoo, Director, Center for Technology, Innovation and Competition

Opposition

± Communications Workers of America, Get the Facts web page

Diana L. Moss, American Antitrust Institute, Why the Proposed Sprint-T-Mobile Merger Should be DOA at the DOJ (June 5, 2018)

± N.Y. Times Editorial Board, If You Own a Cellphone, You Should Worry About the T-Mobile-Sprint Deal, N.Y. Times, July 26, 2019

Other commentary

± Adam Levy, Who Are T-Mobile's Competition?, The Motley Fool, May 16, 2018

Newspaper articles

Max Rust & Ryan Knutson, How a T-Mobile-Sprint Merger Would Have Changed the U.S. Market, N.Y. Times, Nov. 4, 2017.

PetIQ/VIP Petcare
(private 2018)

N.D. Cal.

Complaint for Violations of the Sherman and Clayton Acts Seeking Permanent Injunction and Damages, Med Vets Inc. v. VIP Petcare Holdings Inc., No. 3:18-cv-02054-MMC (N.D. Cal. filed Apr. 4, 2018)

Docket sheet (downloaded Apr. 25, 2019)

Defendants VIP Petcare Holdings, Inc. and PetIQ, Inc.’s Notice of Motion, Motion to Dismiss Plaintiffs’ Complaint, and Memorandum of Points and Authorities in Support Thereof (June 1, 2018)

Request for Judicial Notice in Support of Defendants VIP Petcare Holdings, Inc. and PetIQ, Inc.’s Motion to Dismiss Plaintiffs’ Complaint (June 1, 2018)

Exhibit 1. Fed. Trade Comm'n, Staff Report, Competition in the Pet Medications Industry: Prescription Portability and Distribution Practices (May 2015)

Exhibit 2. PetIQ, News Release, PetIQ, Inc. Enters into Definitive Agreement to Acquire VIP Petcare (Jan. 8, 2018)

Opposition of Plaintiffs, Med Vets, Inc. and Bay Medical Solutions, Inc., to Motion to Dismiss Plaintiffs’ Complaint and Memorandum of Points and Authorities in Support Thereof (June 15, 2018)

Opposition to Defendants’ Request for Judicial Notice of Press Release (June 15, 2018)

Defendants VIP Petcare Holdings, Inc. and PetIQ, Inc.’s Reply in Support of their Motion to Dismiss Plaintiffs’ Complaint (June 22, 2018)

Response to Plaintiffs’ Opposition to Request for Judicial Notice in Support of Defendants VIP Petcare Holdings, Inc. and PetIQ, Inc.’s Motion to Dismiss Plaintiffs’ Complaint (June 22, 2018)

Hearing transcript (Aug. 3, 2018) (dismissing complaint)

Plaintiffs’ Notice of Motion and Motion for Limited Expedited Discovery (Containing Plaintiffs’ First Amended Complaint), and Memorandum of Points and Authorities in Support Thereof (Oct. 3, 2018) (seeking only the HSR forms for PetIQ's acquisition of VIP)

Exhibit J. [Proposed] First Amended Complaint for Violations of the Sherman and Clayton Acts Seeking Permanent Injunction and Damages

Defendants VIP Petcare Holdings, Inc. and PetIQ, Inc.’s Opposition to Plaintiffs’ Motion for Limited Expedited Discovery (Oct. 18, 2018)

Plaintiffs’ Reply in Support of Motion for Limited Expedited Discovery (Oct. 26, 2018)

Exhibit 1. Restated [Proposed] First Amended Complaint for Violations of the Sherman and Clayton Acts Seeking Permanent Injunction and Damages

Order Denying Plaintiffs' Motion For Limited Expedited Discovery; Extending Deadline To File First Amended Complaint (Nov. 28, 2018)

First Amended Complaint for Violations of the Sherman and Clayton Acts Seeking Permanent Injunction and Damages (Dec. 14, 2018)

Defendants VIP Petcare Holdings, Inc. and PetIQ, Inc.’s Notice of Motion, Motion to Dismiss Plaintiffs’ First Amended Complaint, and Memorandum of Points and Authorities in Support Thereof (Dec. 14, 2018)

Request for Judicial Notice in Support of Defendants VIP Petcare Holdings, Inc. and PetIQ, Inc.’s Motion to Dismiss Plaintiffs’ First Amended Complaint (Dec. 14, 2018)

Opposition of Plaintiffs, Med Vets, Inc. and Bay Medical Solutions, Inc., to Motion to Dismiss Plaintiffs’ First Amended Complaint and Memorandum of Points and Authorities in Support Thereof (Jan. 29, 2019)

Defendants VIP Petcare Holdings, Inc. and PetIQ, Inc.’s Reply in Support of their Motion to Dismiss Plaintiffs’ First Amended Complaint (Feb. 5, 2019)

Order Granting Defendants' Motion to Dismiss Plaintiffs' First Amended Complaint (Apr. 22, 2019)

Judgment in a Civil Case (Apr. 22, 2019)

Wilhelmsen Maritime Services/Drew Marine Group (FTC 2018)

The deal

Section 13(b) proceeding

Amended Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. Wilh. Wilhelmsen Holding ASA, No. 1:18-cv-00414-TSC (D.D.C. filed May 4, 2018) (original filed Feb. 23, 2018)

Fed. Trade Comm'n, News Release, FTC Challenges Wilhelmsen Maritime Services’ Proposed Acquisition of Competitor Drew Marine Group (Feb. 23, 2018)

Docket sheet (downloaded Sept.24, 2018)

Plaintiff Federal Trade Commission's Motion for Entry of Stipulated Temporary Restraining Order (Feb. 23, 2018)

Stipulation and Order (Feb. 23, 2018) (as "so ordered")

Status conference (transcript) (Mar. 7, 2018)

Case Management and Scheduling Order (Mar. 15, 2018)

Defendants’ Answer and Affirmative Defenses To Complaint for Temporary Restraining Order and Preliminary Injunction (May 3, 2018)

Memorandum in Support of Plaintiff’s Motion for Preliminary Injunction (May 8, 2018)

Opposition (May 17, 2018) (filed under seal)

Reply Memorandum Further Support of Plaintiff’s Motion for Preliminary Injunction (June 6, 2018)

Plaintiff’s Proposed Findings of Fact and Conclusions of Law (July 13, 2018)

Defendants’ Proposed Findings of Fact and Conclusions of Law (July 17, 2018)

Order (July 21, 2018) (granting motion for preliminary injunction)

Notice of Filing of Joint Proposed Redactions to the Court’s Memorandum Opinion (Aug. 24, 2018)

Memorandum Opinion (Oct. 1, 2018)

Administrative

Otto Bock/FIH (FTC 2017)

ALJ

Complaint, Otto Bock HealthCare North America, Inc., No. 9378 (F.T.C. issued Dec. 20, 2017) (FTC news release)

Order Designating Administrative Law Judge (Dec. 20, 2017)

Protective Order (Dec. 20, 2017)

Answer and Affirmative Defenses of Respondent Otto Bock Healthcare North America, Inc. (Jan. 10, 2018)

Scheduling Order (Jan. 10, 2018)

First Revised Scheduling Order (Jan. 24, 2018)

Administrative Law Judge’s Order Granting Respondent’s Unopposed Motion For Leave to Amend Its Answer and Affirmative Defenses (Feb. 14, 2018)

Amended Answer and Affirmative Defenses of Respondent Otto Bock HealthCare North America, Inc. (Feb. 15, 2018)

Second Revised Scheduling Order (Apr. 16, 2018)

Third Revised Scheduling Order (Apr. 23, 2018)

Order Granting Joint Motion to Modify the Scheduling Order and Issuing Fourth Revised Scheduling Order (Apr. 26, 2018)

Order Granting Motion to Exclude Witness (June 27, 2018)

Complaint Counsel’s Pretrial Brief (June 27, 2018)

Respondent’s Pre-Trial Brief (July 5, 2018)

Complaint Counsel’s Corrected Post-Trial Brief (Nov. 20, 2018)

Respondent's Post-Trial Reply Brief (Dec. 20, 2018)

Complaint Counsel’s Corrected Post-Trial Proposed Findings of Fact and Conclusions of Law (Nov. 20, 2018)

Respondent's Reply To Complaint Counsel's Post-Trial Proposed Finding of Facts and Conclusions of Law (Dec. 20, 2018)

Respondent’s Post-Trial Brief (Nov. 20, 2018)

Complaint Counsel's Post-Trial Reply Brief (Dec. 20, 2018)

Respondent’s Proposed Findings of Fact and Conclusions of Law (Nov. 20, 2018)

Complaint Counsel's Post-Trial Reply Finding of Facts and Conclusions of Law (Dec. 20, 2018)

Order Regarding Scheduling (Dec. 28, 2020)

Initial Decision (May 6, 2019) (FTC news release)

Respondent’s Notice of Appeal (May 8, 2019)

Commission

Respondent’s Appeal Brief (June 5, 2019)

Complaint Counsel’s Answering Brief to Respondent’s Appeal Brief (July 9, 2019)

Respondent’s Reply Brief (July 19, 2019)

Oral argument (July 25, 2019)

Complaint Counsel slides (filed July 18, 2019)

Ottobock slides (filed July 18, 2019)

Transcript of Oral Argument (July 25, 2019)

Opinion of the Commission (Nov. 1, 2019) (public version)

Final Order (Nov. 1, 2019) (public version)

Press Release, Fed. Trade Comm'n, FTC Commissioners Unanimously Find that Consummated Merger of Microprocessor Prosthetic Knee Companies Was Anticompetitive; Assets Must Be Unwound (Nov. 6, 2019)

± FTC web page

Sanford Health/Mid Dakota Clinic
(FTC 2017)

Tronox/Cristal
(FTC 2017)

Deal

Tronox Ltd., News Release, Tronox Announces Definitive Agreement to Acquire Cristal TiO(2) Business (Feb. 21, 2017)

Administrative

Complaint, In re Tronox Ltd., No. 9377 (F.T.C. issued Dec. 5, 2017) (FTC news release)

Tronox Ltd., News Release, Tronox To Vigorously Fight FTC Lawsuit (Dec. 5, 2017)

Tronox Ltd., Form 8-K (filed Dec. 7, 2017) (transcript of conference call re FTC complaint)

Tronox Ltd., Investor Presentation (Feb. 21, 2017)

Order Designating Administrative Law Judge (Dec. 7, 2017)

Protective Order (Dec. 7, 2017)

Answer and Defenses of Respondent Tronox Limited (Dec. 8, 2017)

Scheduling Order (Dec. 20, 2017)

Order Regarding Scheduling (Jan. 19, 2018)

Joint Motion to Amend the Scheduling Order (Feb. 22, 2018)

Order Granting Joint Motion to Revise the Scheduling Order and Issuing Second Revised Scheduling Order (Feb. 23, 2018) (trial to commence May 18,, 2018)

Tronox Ltd., News Release, Tronox Announces Extension to Cristal TiO2 Acquisition Agreement (Mar. 1, 2018)

Respondents’ Motion to Stay and Temporarily Withdraw this Matter from Adjudication (May 7, 2018)

Complaint Counsel’s Opposition to Respondents’ Motion to Stay and Temporarily Withdraw this Matter from Adjudication (May 11, 2018)

Order Denying Respondents’ Motion to Stay and Temporarily Withdraw this Matter from Adjudication (May 16, 2018)

Complaint Counsel’s Pre-Trial Brief (May 8, 2018; public version filed May 22, 2018)

Respondents’ Pre-Trial Brief (May 16, 2018)

Order on Post-Trial Briefs (June 27, 2018)

Tronox Ltd., News Release, Tronox Submits Definitive Agreement to the European Commission Required for Approval of Cristal Acquisition (July 16, 2018)

Tronox Ltd., News Release, European Commission Issues Final Approval of Tronox’s Proposed Cristal Acquisition (Aug. 20, 2018)

Initial Decision, In re Tronox Ltd., No. 9377 (F.T.C. Dec. 14, 2018)

± FTC web page

Tronox action against FTC for delay

Docket sheet (downloaded June 15, 2021)

Emergency Complaint for Declaratory Judgment and Injunctive Relief, Tronox Inc. v. FTC, No. 1:18-cv-00010-SA-RP (N.D. Miss. filed Jan. 23, 2018)

Tronox Limited, News Release, Tronox to Continue Engagement with the European Commission Regarding the Planned Acquisition of Cristal TiO2 (Dec. 20, 2017)

Tronox Limited, News Release, Tronox Seeks Opportunity for Decision on Merits of Proposed Cristal Acquisition (Jan. 23, 2018)

Tronox Limited, Investors conference call transcript (Dec. 24, 2018) (re filing of complaint against the FTC) (prepared remarks)

Plaintiff’s Motion for Expedited Hearing and Scheduling Order (Jan. 23, 2018)

Plaintiff’s Memorandum in Support of Motion for Expedited Hearing and Scheduling Order (Jan. 23, 2018)

Order Denying Motion for Expedited Hearing and Scheduling Order (Jan. 25, 2018)

Affidavit of Service (June 25, 2018) (re service of summons on FTC on June 24, 2018)

Exhibit

Plaintiff’s Renewed Motion for Expedited Hearing and Scheduling Order (Jan. 25, 2018)

Plaintiff’s Memorandum in Support of Renewed Motion for Expedited Hearing and Scheduling Order (Jan. 25, 2018)

Order Denying Renewed Motion for Expedited Hearing and Scheduling Order (Feb. 2, 2018)

Notice of Voluntary Dismissal Pursuant to F.R.C.P. 41(a)(1)(A)(i) (Mar. 7, 2018)

FTC preliminary injunction action

Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. Tronox Ltd., No. 1:18-cv-01622-TNM (D.D.C. filed July 10, 2018)

Docket sheet (downloaded Aug. 6, 2018)

Plaintiff Federal Trade Commission's Motion for a Temporary Restraining Order (July 10, 2018)

[Proposed] Temporary Restraining Order (July 10, 2018)

Defendants’ Corrected Memorandum in Opposition to Plaintiff’s Motion for a Temporary Restraining Order (July 12, 2018)

Defendants’ Redacted Corrected Memorandum in Opposition to Plaintiff’s Motion for a Temporary Restraining Order (July 12; redacted version filed Aug. 3, 2018)

Emergency Motion for a Status Conference (July 12, 2018) (seeking to preclude live testimony at TRO hearing)

Defendants’ Memorandum in Opposition to Plaintiff’s Emergency Motion for a Status Conference (July 12, 2018)

MINUTE ORDER: The FTC's Motion for Status Conference is dismissed as moot (July 13, 2018)

Defendants’ Notice of Parties' Agreement Not To Close (July 16, 2018)

Exhibit A. Agreement Not to Close (July 16, 2018)

Plaintiff Federal Trade Commission's Motion for a Preliminary Injunction (July 10, 2018)

Memorandum in Support of Plaintiff’s Motions for a Temporary Restraining Order and for a Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act (July 10, 2018; public version filed Aug. 3, 2018)

[Proposed] Preliminary Injunction Order (July 10, 2017)

Defendants’ Opposition to Preliminary Injunction (July 23, 2018)

Second Corrected Reply Memorandum in Support of Plaintiff’s Motion for a Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act (July 31, 2018; redacted version filed Aug. 3, 2018)

Plaintiff's Motion and Statement of Points and Authorities in Support of Motion for Protective Order (July 10, 2018)

[Proposed) Protective Order (July 10, 2018)

Defendants’ Opposition to Plaintiff’s Motion for Protective Order (July 12, 2018)

Exhibit A. [Proposed] Protective Order (July 12, 2018)

Plaintiff’s Reply in Support of its Motion for Protective Order (July 19, 2018)

Third Parties’ Joint Motion and Statement of Points of Authorities in Support of Motion to Intervene (July 19, 2018) (to seek a protective order)

Exhibit 1. Protective Order Governing Confidential Material (Dec. 7, 2017) (in FTC administrative proceeding)

Protective Order (July 25, 2018)

Answer and Defenses of Defendant Tronox Limited (July 12, 2018)

Defendants’ Notice of Parties' Agreement Not To Close (July 16, 2018)

Exhibit A. Agreement Not to Close (July 16, 2018)

Answer and Defenses of National Industrialization Company, National Titanium Dioxide Company Limited, and Cristal USA Inc. to Plaintiff’s Complaint (July 19, 2018)

PI hearing (seven hours each side; maximum of three witnesses each)

August 7
August 8

Plaintiff’s Bench Memorandum Regarding the Status of the Administrative Record (Aug. 9, 2018)

Order (September 7, 2018) (granting motion for preliminary injunction)

Memorandum Opinion (Sept. 12, 2018) (granting preliminary injunction)

Tronox Ltd., News Release, Tronox Responds to U.S. District Court’s Decision on Proposed Cristal Acquisition (Sept. 5, 2018)

± FTC web page

Valero/Plains all American Pipeline
(Calif. 2017)

Amended Complaint for Injunctive Relief for Violations of the Clayton Act and Supplemental State Claims, California v. Valero Energy Corp., No. 3:17-cv-03786-WHA (N.D. Cal. filed Sept. 6, 2017) (original complaint filed June 30, 2017)

Docket sheet (downloaded Sept. 20, 2017)

Plaintiffs’ Motion for and Memorandum in Support of Temporary Restraining Order (July 10, 2017; redacted Sept. 6, 2017)

Memorandum of Points and Authorities in Support of Entry of Protective Order (July 10, 2017)

Protective Order (July 10, 2017)

Order Denying TRO, Setting Briefing Schedule for Preliminary Injunction Motion, and Granting Limited Discovery (July12, 2017)

State of California’s Motion for Preliminary Injunction; Memorandum of Points and Authorities in Support (July 25, 2017; redacted Sept. 6, 2017)

Defendants’ Opposition to Plaintiff State of California’s Motion for Preliminary Injunction (July 31, 2017; public version Aug. 2, 2017)

Order re Motion For Preliminary Injunction (Aug. 28, 2017) (denying motion)

Valero Energy Corporation and Plains All American Pipeline, L.P., News Release Valero Energy Corporation and Plains All American Pipeline, L.P. Elect to Terminate Proposed Acquisition by Valero of Certain Plains Assets (Sept. 18, 2017)

Commentary

± California Attorney General Sues to Stop Sale of Martinez Oil Terminal, KQED.com (July 20, 2017)

DraftKings/FanDuel
(FTC 2017)

DraftKings. Inc. & FanDuel Ltd., Press Release, FanDuel and DraftKings Agree to Strategic Merger of Equals (Nov. 18, 2016)

DraftKings. Inc., Consumer Questions and Answers (Nov. 18, 2016)

NB: The companies are not public and did not release a copy of the merger agreement.

D.D.C.

Complaint, FTC v. DraftKings, Inc., No. 1:17-cv-01195-KBJ (D.D.C. filed June 19, 2017) (filed under seal) (redacted version filed July 10, 2017) (California and the District of Columbia joined as plaintiffs)

Docket sheet (downloaded July 13, 2017)

Stipulation and Order (June 20, 2017) (entering stipulated TRO)

Protective Order (June 20, 2017)

Defendants DraftKings Inc. and FanDuel Ltd.’s Motion for Change of Venue Pursuant to 28 U.S.C. 1404(a) (July 7, 2017)

Memorandum of Law in Support of Defendants DraftKings Inc. and FanDuel Ltd.’s Motion for Change of Venue Pursuant to 28 U.S.C. 1404(a) (June 28, 2017; redacted version filed July 7, 2017)

Plaintiffs’ Memorandum of Points and Authorities in Opposition to Defendants’ Motion for Change of Venue (June 29, 2017; redacted version filed July 6, 2017)

Reply Memorandum in Support of Defendants’ Motion for Change of Venue (June 30, 2017; redacted version filed July 7, 2017)

Order (July 7, 2017) (denying defendants' motion for change of venue)

Case Management and Scheduling Order (July 10, 2017)

Answer and Defenses of Defendant DraftKings Inc. (July 12, 2017)

Answer and Defenses of Defendant FanDuel Limited (July 12, 2017)

Administrative proceeding

Complaint, In re DraftKings, Inc., No. 9375 (F.T.C. issued June 19, 2017) (FTC press release)

Protective Order Governing Confidential Material (June 19, 2017)

± FTC web site

Termination of merger agreement

DraftKings. Inc., Press Release, CEO Jason Robins’ Statement on Merger Agreement Termination (July 13, 2017)

DraftKings. Inc., Q&A: What Today’S Announcement Means For Draftkings’ Customers (July 13, 2017)

Commentary

± Dustin Gouker, Well, That Escalated Slowly: Daily Fantasy Sports Sites DraftKings, FanDuel Sign Finalized Merger Agreement, Legal Sports Report.com, Nov. 18, 2016.

± Will Hobson, Daily Fantasy Sites DraftKings, FanDuel Reach Agreement to Merge, Wash. Post., Nov. 18, 2016.

Energy Solutions/Waste Control Specialists
(DOJ 2016)

The deal

EnergySolutions, Inc., Press Release, EnergySolutions Signs Definitive Agreement to Acquire Waste Control Specialists LLC (Nov. 19, 2015)

Purchase Agreement by and between Rockwell Holdco, Inc., as Purchaser, and Andrews County Holdings, Inc., as Seller Dated as of November 18, 2015

District court

Complaint, United States v. Energy Solutions, Inc., No. 1:16-cv-01056-GMS (D. Del. filed Nov. 16, 2016) (DOJ news release)

Docket sheet (downloaded Apr. 24, 2016)

Defendants’ Motion to Transfer Venue (Nov. 23, 2016)

Memorandum of Law in Support of Defendants’ Motion to Transfer Venue (Nov. 23, 2016)

United States’ Response Brief in Opposition to Defendants’ Motion to Transfer (Dec. 2, 2016)

Reply Memorandum of Law in Support of Defendants’ Motion to Transfer Venue (Dec. 6, 2016)

Memorandum (Dec. 21, 2016) (denying defendants' motion to transfer venue)

Joint Proposed Stipulated Protective Order (Dec. 2, 2016) (so ordered Dec. 5, 2016)

Answer and Affirmative Defenses of Defendants EnergySolutions, Inc. and Rockwell Holdco, Inc. (Jan. 6, 2017)

Answer of Defendants Andrews County Holdings Inc. and Waste Control Specialists LLC (Jan. 6, 2017)

Case Reassigned to Judge Sue L. Robinson (Jan. 31, 2017)

Scheduling Order (Feb. 7, 2017)

Proposed Joint Pretrial Order (Apr. 11, 2017) (so ordered Apr. 18, 2017)

Exhibit 1
Exhibit 2-A
Exhibit 2-B

Memorandum Order (Apr. 21, 2017) (regarding upcoming bench trial)

Bench trial

Day 1: April 24 (DOJ opening statement)
Day 2: April 25
Day 3: April 26
Day 4: April 27
Day 5: April 28
Day 6: May 1
Day 7: May 2
Day 8: May 3
Day 9: May 4
Day 10: May 5 (Plaintiff's closing argument)

Order (June 21, 2017)

Opinion, United States v. Energy Solutions, Inc., No. 1:16-cv-01056-GMS (D. Del. June 21, 2017) (redacted version released July 12, 2017)

Judgment in a Civil Case (June 21, 2017)

Aftermath

EnergySolutions, Inc., Press Release, Judge Prohibits the Acquisition of Waste Control Specialists by EnergySolutions (June 21, 2017)

EnergySolutions, Inc., Press Release, EnergySolutions Statement Regarding The Court Ruling Preventing The WCS Acquisition (July 14, 2017)

Deere/Precision Planting
(DOJ 2016)

Complaint, United States v. Deere & Co., No. 1:16-cv-08515 (N.D. Ill. filed Aug. 31, 2016) (DOJ news release)

Docket sheet (downloaded Apr. 24, 2017)

Stipulated Confidentiality Protective Order (Sept. 22, 2016)

Scheduling and Case Management Order (Sept. 27, 2016)

Answer of Defendant Deere & Company (Oct. 12, 2016)

Precision Planting LLC and Monsanto Company's Answer (Oct. 12, 2016)

Joint Initial Status Report (Oct. 13, 2016)

Order Governing Designation and Use of Confidential Information at Trial (Dec. 20, 2016)

Revised Scheduling And Case Management Order (Jan. 17, 2017)

[Proposed] Revised Scheduling and Case Management Order (Mar. 14, 2017) (so ordered)

Third Revised Scheduling and Case Management Order (Apr. 4, 2017)

Defendants’ Motion for Summary Judgment (Apr. 5, 2017)

Memorandum of Law in Support of Defendants’ Motion for Summary Judgment (Apr. 5, 2017)

Defendants’ Local Rule 56.1 Statement of Material Facts as to Which There Is No Genuine Legal Issue (Apr. 5, 2017)

United States’ Pretrial Memorandum (Apr. 10, 2017)

Defendants’ Pretrial Brief (Apr. 10, 2017)

Joint Status Report (Apr. 21, 2017)

Order (Apr. 27, 2017) (pretrial matters)

Termination

Stipulation of Dismissal (May 1, 2017)

Monsanto Co., Press Release, Monsanto Terminates Agreement for Sale of Precision Planting Equipment Business (May 1, 2017)

Anthem/Cigna
(DOJ 2016)

Transaction

Anthem, Inc. and Cigna Corp., Press Release, Anthem Announces Definitive Agreement To Acquire Cigna Corporation (July 24, 2015)

Agreement and Plan of Merger Dated as of July 23, 2015 among Anthem, Inc., Anthem Merger Sub Corp. and Cigna Corporation

Anthem, Inc., Investor Presentation, Anthem-Cigna: A Compelling Combination

Anthem, Inc., Agreement Presentation, Anthem and Cigna: Combination Creates Premier Health Services Company

Joint investors conference call (July 24, 2015)

American Med. Ass'n, Letter to William Baer, Ass't Att'y Gen., Antitrust Div., U.S. Dep't of Justice, re Aetna’s proposed acquisition of Humana and Anthem’s proposed acquisition of Cigna (Nov. 11, 2015)

American Med. Ass'n, Markets Where an Anthem-Cigna Merger Warrants Antitrust Scrutiny

DOJ challenge

Complaint, United States v. Anthem, Inc., No. 1:16-cv-01493 (D.D.C. filed July 21, 2016)

Docket sheet (downloaded Feb. 16, 2017)

U.S. Dep’t of Justice, Antitrust Div., News Release, Justice Department and State Attorneys General Sue to Block Anthem’s Acquisition of Cigna, Aetna’s Acquisition of Humana (July 21, 2016)

Anthem, Inc., News Release, Anthem Statement Regarding Action by the Department of Justice (July 21, 2016)

Cigna Corp., News Release, Cigna Comments on DOJ Position Regarding Proposed Transaction with Anthem (July 21, 2016)

Notice of Designation of Related Civil Case (July 21, 2016) (relating to common issues f fact in United States v. Aetna, No. 16-cv-1494 (D.D.C. filed _July 21, 2016), challenging the Aetna/Humana merger)

Case Assigned to Judge John D. Bates as a related case (July 21, 2016)

Anthem’s Explanation of Its Positions As to Timing of Proceedings and Whether Proceedings Should Be Conducted Jointly with Those in Case 16-cv-1494 (Aug. 2, 2016)

Cigna Corporation’s Statement of Position As to Timing of Proceedings and Conduct of Case with Respect to 16-Cv-1494 (Aug. 2, 2016)

Joint Statement of Plaintiffs’ Position on the Scope and Timing of Proceedings (Aug. 2, 2016)

Transcript of hearing (Aug. 4, 2016)

Order (Aug. 5, 2016) (finding cases not related and ordering Anthem case to calendar for random reassignment)

Reassignment of Civil Case (Aug. 5, 2016) (from Judge Bates to Judge Amy Berman Jackson)

Note: As Judge Bates suggested in his August 5 order, Judge Jackson agreed to use the same special master to supervise discovery in both cases)

Transcript of Status Conference (Aug. 12, 2016)
Scheduling Order (Aug. 12, 2016)
Protective Order (Aug. 12, 2016)

Final Case Management Order (Aug. 31, 2016)

Plaintiffs’ Motion in Limine to Exclude the Declaration of Anthem’s Efficiencies Expert, Shubham Singhal, and Testimony from Defendants’ Experts Relying upon that Declaration (Nov. 2, 2016; redacted version filed Nov. 7, 2016)

Anthem's Opposition to Plaintiffs' Motion in Limine to Exclude Declaration of Shubham Singhal and Testimony from Defendants' Experts Relying Upon that Declaration (Nov. 8, 2016; redacted version filed Nov. 19, 2016)

Plaintiffs' Motion in Limine to Exclude Expert Opinion Testimony in Senator Benjamin Nelson's Declaration and Testimony from Defendants' Experts Relying upon that Declaration (Redacted)  (Nov. 2, 2016; redacted version filed Nov. 7, 2016)

Anthem's Opposition to Plaintiffs' Motion in Limine to Exclude Testimony in Senator Benjamin Nelson's Declaration and Testimony of Experts Relying Upon that Declaration (Nov. 7, 2016)

Plaintiffs' Motion in Limine to Exclude Evidence of Purported Benefits Outside the Relevant Markets (Redacted) (Nov. 2, 2016; redacted version filed Nov. 7, 2016)

Anthem's Opposition to Plaintiffs' Motion in Limine to Exclude Evidence of Purported Benefits Outside the Relevant Markets (Nov. 7, 2016)

Plaintiffs' Motion in Limine to Exclude Defendants' Declarations and Testimony from Defendants' Expert Witnesses Relying upon Those Declarations (Redacted) (Nov. 2, 2016; redacted version filed Nov. 9, 2016)

Anthem’s Redacted Opposition to Plaintiffs’ Motion In Limine to Exclude Defendants’ Declarations and Testimony from Defendants’ Expert Witnesses Relying upon those Declarations (Nov. 19, 2016)

Order on Motions In Limine and on Objections to Certain Exhibits (Nov. 16, 2016)

Anthem’s Pretrial Brief (Nov. 10, 2016)

Plaintiffs’ Pretrial Brief (Nov. 10, 2016)

Plaintiffs' Opening Statement [Redacted] (Nov. 21, 2016)

Plaintiffs' Opening Statement Phase II [Redacted] (Dec. 14, 2016)

Anthem’s Post-Trial Conclusions of Law Phase I: “National Accounts” (Dec. 15, 2016)

Plaintiff's Proposed Findings of Fact: Phase I [Redacted] (Dec. 16; redacted version filed Dec. 20, 2016)

Anthem's Proposed Findings of Fact Phase I: "National Accounts" (Dec. 20, 2016)

Order (Dec. 7, 2016) (compelling appearance of witness at trial)

Plaintiffs' Proposed Conclusions of Law (Phase II) (Jan. 6, 2017)

Anthem's Post-Trial Conclusions of Law Phase II: "Large Group Employers" & "Monopsony" (Jan. 6, 2017)

Plaintiffs’ Proposed Findings of Fact: Phase II (redacted version filed Jan. 17, 2017)

Anthem’s Post-Trial Proposed Findings of Fact Phase II The Alleged Large Group and Monopsony Local Markets (redacted version filed Jan. 17, 2017)

Anthem’s Supplemental Conclusions of Law Relating to the January 23, 2017 Opinion in United States v. Aetna (Jan. 25, 2017)

Order (Feb. 8, 2017) (enjoining transaction)

Memorandum Opinion (Feb. 8, 2017) (redacted version released Feb. 21, 2017)

Anthem, Inc., News Release, Anthem Responds to U.S. District Court’s Decision on Acquisition of Cigna (Feb. 9, 2017)

Cigna Corp., Press Release, Cigna Comments on District Court Decision to Enjoin the Proposed Transaction with Anthem (Feb. 9, 2017)

Notice of Appeal (Feb. 9, 2017)

D.C. Circuit

United States v. Anthem, Inc., No. 17-5024 (D.C. Cir. docketed Feb. 10, 2017)

Docket sheet (downloaded Apr. 27, 2017)

Emergency Motion of Appellant Anthem, Inc. for Expedited Consideration of Appeal (Feb. 13, 2017)

Response of the United States and Plaintiff States in Opposition to Defendant-Appellant’s Motion to Expedite (Feb. 15, 2017)

Appellant Anthem, Inc.'s Reply in Further Support of its Emergency Motion for Expedited Consideration of Appeal (Feb. 16, 2017)

Order (Feb. 17, 2017) (granting motion for expedited appeal)

Brief for Defendant-Appellant Anthem, Inc.(Feb. 13, 2017)

Brief for Antitrust Economists and Business Professors as Amici Curiae in Support of Appellant and Reversal (Feb. 24, 2017)

Brief of Appellees The United States of America and Plaintiff States Public Copy—Sealed Material Deleted (Mar. 13, 2017)

Amicus Curiae Brief of American Hospital Association in Support of Appellees and Affirmance (Mar. 16, 2017)

Brief for The American Medical Association and The Medical Society of the District of Columbia As Amici Curiae in Support of Appellees and Affirmance (Mar. 17, 2017)

Brief for Amici Curiae American Antitrust Institute, Consumers Union, Consumer Action, Consumer Federation of America, United States Public Interest Research Group, Universal Health Care Foundation of Connecticut, Sergeants Benevolent Association, Connecticut Citizen Action Group, and California Reinvestment Coalition in Support of Plaintiffs-Appellees (Mar. 17, 2017)

Brief of Professors As Amici Curiae in Support of Appellees and Affirmance (Mar. 17, 2017)

Reply Brief for Defendant-Appellant Anthem, Inc..(Mar. 20, 2017)

Oral argument (Mar. 24, 2017) (before Judges Rogers, Kavanaugh and Millett)

Opinion, United States v. Anthem, Inc., No. 17-5024 (D.C. Cir. Apr. 28, 2017) (affirming grant of permanent injunction)

± American Medical Ass'n, Letter to Brent Snyder, Acting Ass't Att'y Gen., Antitrust Div., U.S. Dep't of Justice, re The Anthem-CIGNA Merger: A Deal That Should Never Close (Feb. 28, 2017)

Supreme Court

Petition for a Writ of Certiorari, Anthem, Inc. v. United States, No. 16-1342 (U.S. filed May 5, 2017)

Stipulation to dismiss the petition for a writ of certiorari pursuant to Rule 46 received (May 24 2017)

Petition Dismissed - Rule 46 (June 12 2017)

± Supreme Court web page

Post-trial corporate developments

Anthem, Inc., Form 8-K (filed Jan. 19, 2017) (reporting that it delivered written notice to Cigna that Anthem has elected to extend the “Termination Date” (as defined in the Merger Agreement) through and including April 30, 2017)

Anthem, Inc., Press Release, Anthem Responds to U.S. District Court’s Decision on Acquisition of Cigna (Feb. 9, 2017)

Cigna Corporation, News Release, Cigna Terminates Merger Agreement with Anthem (Feb. 14, 2017)

Complaint, Cigna Corp. v. Anthem Inc., C.A. No. 2017-0109-JTL (Del. Ch. filed Feb. 17, 2017) (seeking payment of $1.85 billion antitrust reverse termination fee and damages for breach of contract)

Anthem, Inc., News Release, Anthem Files Suit Against Cigna Seeking a Temporary Restraining Order to Enjoin Cigna from Terminating the Merger Agreement, Specific Performance Compelling Cigna to Comply with the Merger Agreement and Damages (Feb. 15, 2017)

Complaint, Anthem, Inc. v. Cigna Corp., No. 2017-0114 (Del. Ch. filed Feb. 17, 2017) (seeking to enjoin Cigna's putative termination of the merger agreement)

Motion for Temporary Restraining Order (Feb. 14, 2017)

Order Granting Motion for Temporary Restraining Order (Feb. 15, 2017) (restraining Cigna from terminating merger agreement)

Teleconference Plaintiff's Motion for a Temporary Restraining Order and the Court's Ruling (Feb. 15, 2017)

Anthem, Inc., Form 8-K (May 12, 2017) (reporting on Anthem's termination of merger agreement)

Cigna Corporation's Pre-Trial Brief (Feb. 18, 2019)

Anthem's Pre-Trial Brief (Feb. 18, 2019)

Commentary

± American Antitrust Institute, Letter to William J. Baer, Ass't Atty. Gen., Antitrust Div., U.S. Dep't of Justice, re Antitrust Review of the Aetna-Humana and Anthem-Cigna Mergers (Jan. 11, 2016)

± Thomas Greaney, The Anthem/Cigna Merger Trial: Sifting through the Evidence, HealthAffairsBlog.com (Dec. 28, 2016)

Aetna/Humana (DOJ 2016)

Background

Agreement and Plan of Merger dated as of July 2, 2015 among Aetna Inc., Echo Merger Sub, Inc., Echo Merger Sub, LLC and Humana Inc. (July 2, 2015)

D.D.C.

Complaint, United States. v. Aetna, Inc., No. 1:16-cv-01494-JDB (D.D.C. filed July 21, 2016)

Docket sheet (downloaded Jan. 23, 2017)

± Trial exhibits

Plaintiffs' Pretrial Brief (Nov. 23, 2016)

Plaintiffs’ Opening Statement (Dec. 5, 2017)

Plaintiffs' Closing Statement (Dec. 21, 2016)

Plaintiffs’ Proposed Findings of Fact and Conclusions of Law (Jan. 1, 2017)

Memorandum Opinion, United States. v. Aetna, Inc., No. 1:16-cv-01494-JDB (D.D.C. Jan. 23, 2017)

Order (Jan. 23, 2017)

± DOJ web site

Steves & Sons/Jeld-Wen
(private 2016)

District court

Complaint for Injunctive and Declaratory Relief, Damages. and Specific Performance, Steves and Sons, Inc. v. Jeld-Wen, Inc,, No. 3:16-cv-00545-REP (E.D. Va. filed June 29, 2016) version)

Docket sheet (downloaded Mar. 20, 2019)

Parties’ Agreed and Disputed Proposed Jury Instructions and Verdict Forms (Jan. 31, 2018)

Exhibit A. Agreed Proposed Jury Instructions
Exhibit B. Steves’ Revised Proposed Jury Instructions
Exhibit C. Steves’ Proposed Jury Verdict Form
Exhibit D. Jeld-Wen’s Revised Proposed Jury Instructions
Exhibit E. Jeld-Wen’s Proposed Jury Verdict Form

Plaintiff’s Objections to Proposed Jury Instructions and Verdict Form (Feb. 12, 2018)

Jeld-Wen, Inc.’s Proposed Modifications to Steves’ Proposed Verdict Form (Feb. 13, 2018)

Exhibit A. Steves’ Proposed Jury Instructions
Exhibit B.

Jeld-Wen, Inc.’s Proposed Modifications to Steves’ Proposed Verdict Form (Feb. 13, 2018)

Jury Instructions (Feb. 15, 2018) (as provided to the jury by the court)

Jeld-Wen, Inc.’s Motion for Judgment as a Matter of Law against Steves & Sons, Inc (Feb. 8, 2018)

Jeld-Wen, Inc.’s Memorandum in Support of Its Motion for Judgment as a Matter of Law (Feb. 8, 2018)

Plaintiff Steves and Sons, Inc.’s Opposition to Jeld-Wen’s Motion for Judgment as a Matter of Law (Feb. 12, 2018)

Order (Feb. 21, 2018) (granting in part, denying in part, and taking under advisement in part Jeld-Wen, Inc.’s Motion for Judgment as a Matter of Law)

Plaintiff Steves and Sons, Inc.’s Supplemental Response to Jeld-Wen’s Motion for Judgment as a Matter of Law as to Election of Remedies (Feb. 23, 2018)

Jeld-Wen, Inc.’s Supplemental Memorandum in Support of Motion for Judgment as a Matter of Law (Mar. 2, 2018)

Plaintiff Steves and Sons, Inc.’s Motion for Judgment as a Matter of Law (Feb. 13, 2018)

Plaintiff Steves and Sons, Inc.’s Memorandum in Support of Its Motion for Judgment as a Matter of Law (Feb. 13, 2018)

Jeld-Wen, Inc.’s Opposition to Steves and Sons, Inc.’s Motion for Judgment as a Matter of Law (Feb. 14, 2018)

Order (Feb. 14, 2018) (denying motion)

Motion for Judgment as a Matter of Law on Plaintiff Steves and Sons, Inc.’s (“Steves”) Claim for the Equitable Relief of Divestiture

Jeld-Wen, Inc.’s Reply Memorandum in Support of its Motion for Judgment as a Matter of Law on Steves’ Claim for the Equitable Relief of Divestiture (Feb. 28, 2018)

Final Pretrial Order (Feb. 14, 2018)

Verdict (Feb. 15, 2018) [ECF No. 1022]

Memorandum Opinion (Feb. 6, 2018) (granting plaintiff Steves and Sons, Inc.'s motion in limine to exclude evidence or argument that CMI would have exited the doorskin market had it not been acquired by Jeld-Wen)

Order (Feb. 6, 2018)

Memorandum Opinion (Feb. 9, 2018) {ECF No. 976] (substantially denying Defendant Jeld-Wen, Inc.'s Motion for Partial Summary Judgment on Counts I [Antitrust] and IV of Plaintiff Steves and Sons, Inc.'s Complaint)

Memorandum Opinion (Aug. 30, 2018) [ECF No. 1759] (re Plaintiff Steves and Sons, Inc.'s Motion for Equitable Relief)

Memorandum Opinion (Sept. 28, 2018)

Memorandum Opinion (Oct. 4, 2018)

Hearing transcript (Oct.4, 2018) (re remedies)

Memorandum Opinion (Oct. 5, 2018) [ECF No. 1784] (finding divestiture relief appropriate)

Order (Oct. 5, 2018) [ECF No. 1786] (re remedies)

Draft Monetary Judgment Order

Draft Order of Divestiture Related Conduct Remedies

Plaintiff Steves and Sons, Inc.’s Response to the Court’s October 5, 2018, Order Regarding Form of the Judgment (Oct. 6, 2018) [ECF No. 1791]

Defendant Jeld-Wen, Inc.'s Response to Plaintiff Steves and Sons, Inc.’s Response to the Court’s October 5, 2018 Order Regarding the Form of Judgment (Oct. 30, 2019) [ECF No. 1797]

Plaintiff Steves and Sons, Inc.’s Reply in Support of its Response to the Court’s October 5, 2018, Order Regarding Form of the Judgment (Nov. 7, 2018) [ECF No. 1804]

Memorandum Opinion (Nov. 30, 2018) [ECF No. 1811] (denying motion for permanent injunction against counterdefendant Steves and Sons))

Memorandum Opinion (Dec. 7, 2018) [ECF No. 1813] (for declaratory relief respecting the Doorskin Product Agreement)

Final Judgment Order (Dec. 14, 2018) [ECF No. 1815]

Memorandum Opinion (Mar. 13, 2019) [ECF No. 1847] (denying defendants' Renewed Motion for Judgment as a Matter of Law against Steves & Sons, Inc.)

Memorandum Opinion (Mar. 13, 2019) [ECF No. 1849] (denying Jeld-Wen, Inc.'s Motion for a New Trial)

Intervenor John G. Pierce’s Motion to Correct Final Judgment Order (Jan. 11, 2019) [ECF No. 1819]

Intervenor John G. Pierce’s Memorandum in Support of Motion to Correct the Final Judgment Order (Jan. 11, 2019) [ECF No. 1920]

Plaintiff Steves and Sons, Inc.’s Motion to Amend the Judgment (Jan. 11, 2019) [ECF No. 1825]

Memorandum Opinion (Mar. 13, 2019) [ECF No. 1851] (on Intervenor John G. Pierce's Motion to Correct Final Judgment Order)

Amended Final Judgment Order (Mar. 13, 2019) [ECF No. 1852]

Fourth Circuit

Steves & Sons, Inc. v. Jeld-Wen, Inc., No. 19-1397 (4th Cir. docketed Apr. 16, 2019)

Docket sheet (downloaded Feb. 20, 2021)

Brief for Defendant-Appellant (Sept. 10. 2019)

Brief for Appellees (Sept. 11, 2019)

Brief for the United States of America as Amicus Curiae in Support of Appellee Steves and Sons, Inc. (Aug. 23, 2019)

Reply Brief for Defendant-Appellant (Sept. 13, 2019)

Oral argument (May 29, 2020)

Steves & Sons, Inc. v. Jeld-Wen, Inc., No. 19-1397 (4th Cir. Feb. 18, 2021)

Judgment (Feb. 18, 2021)

Commentary

± Chris Sagers, Paging Don Qixote: The Last Hope for American Merger Law, ProMarket.com (Jan. 10, 2019)

Penn State Hershey Medical Center/ PinnacleHealth System
(FTC 2016)

Section 13(b) proceeding

Complaint for Temporary Restraining Order and Preliminary Injunction, FTC v. Penn State Hershey Med. Ctr., No. 1:15-CV-2362 (M.D. Pa. filed Dec. 9, 2015) (FTC news release)

Docket sheet (downloaded May 19, 2016)

Joint Motion for Entry of a Stipulated Temporary Restraining Order (Dec. 9, 2015)

Order (Dec. 9, 2015) (entering stipulated TRO)

Defendants’ Answers and Defenses (Jan. 11, 2016)

Protective Order Governing Confidential Material (Jan. 25, 2016)

Briefs filed under seal

Memorandum Opinion and Order, FTC v. Penn State Hershey Med. Ctr., No. 1:15-CV-2362 (M.D. Pa. May 9, 2016) (reported at 2016 WL 2622372)

Notice of Appeal (May 10, 2016)

Plaintiffs’ Motion for Injunction Pending Appeal (May 10, 2016)

Memorandum of Law in Support of Plaintiffs’ Motion for Injunction Pending Appeal (May 10, 2016)

Defendants’ Opposition to Plaintiffs’ Motion for an Injunction Pending Appeal (May 12, 2016)

Order (May 12, 2016) (extending TRO)

Letter dated May 12, 2016, to Judge Jones re filing of emergency motion in Third Circuit (May 12, 2016)

Appeal to the Third Circuit

FTC v. Penn State Hershey Med. Ctr., No. 16-2365 (3d Cir. docketed May 11, 2016)

Docket sheet (downloaded Oct. 23, 2016)

Emergency Motion for an Injunction Pending Appeal and to Expedite Appeal (May 12, 2016)

Supplemental Motion to Expedite Appeal (May 13, 2016)

Appellees’ Opposition to Emergency Motion for Injunction Pending Appeal (May 18, 2016)

Appellees’ Response to Appellants’ Motion To Expedite Appeal And Proposed Briefing Schedule (May 18, 2016)

Reply of the Federal Trade Commission and the Commonwealth of Pennsylvania in Support of their Emergency Motion for an Injunction Pending Appeal (May 19, 2016)

Order (May 24, 2016) (granting motion for an injunction pending appeal)

Brief of the Federal Trade Commission and the Commonwealth of Pennsylvania (June 1, 2016)

Brief of the States of Idaho, Washington, California, Connecticut, Iowa, Illinois, Massachusetts, Maine, Minnesota, Mississippi, Montana, and Oregon As Amicus Curiae in Support of the Appellants (June 8, 2016)

Consent Brief of Amici Curiae Economics Professors in Support of Plaintiffs/Appellants Urging Reversal (June 8, 2016)

Amicus Curiae Brief of the Association of Independent Doctors (June 8, 2016)

Brief of Appellees Penn State Hershey Medical Center and PinnacleHealth System (June 13, 2016)

Reply Brief of the Federal Trade Commission and the Commonwealth of Pennsylvania (June 17, 2016)

± Argued (July 26, 2016)

Opinion, FTC v. Penn State Hershey Med. Ctr., No. 16-2365 (3d Cir. Sept. 27, 2016)

Administrative proceeding

Complaint, In re Penn State Hershey Med. Ctr., No. 9368 (F.T.C. issued Dec. 7, 2015; redacted version filed Dec. 14, 2015)

± FTC docket sheet

Protective Order Governing Discovery Material (Dec. 8, 2015)

Respondents' answers and Defenses (Jan. 4, 2016)

Scheduling Order (Jan. 13, 2016)

Joint Motion to Amend Scheduling Order (Apr. 22, 2016)

Order Granting Joint Motion to Amend the Scheduling Order and Revised Scheduling Order (Apr. 25, 2016)

Joint Motion to Amend the Scheduling Order (May 4, 2016)

Order Granting Second Joint Motion to Amend the Scheduling Order, and Second Revised Scheduling Order (May 6, 2016)

Joint Expedited Motion for Continuance of Administrative Proceedings (May 4, 2016)

Order Granting Continuance (May 12, 2016) (postponing trial date to June 1, 2016)

Joint Expedited Motion for Continuance of the Administrative Hearing (May 27, 20016)

Order Granting Continuance (June 10, 2016) (postponing trial date to 21 days after the Seventh Circuit "renders its judgment on the Commission's appeal)

Third Revised Scheduling Order (June 13, 2016)

Advocate Health Care Network/NorthShore University HealthSystem
(FTC 2015)

Section 13(b) proceeding

Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. Advocate Health Care Network, No. 1:15-cv-11473 (N.D. Ill. filed Dec. 22, 2015) (FTC news release)

Docket sheet (downloaded Aug. 28, 2016)

Joint Motion for Entry of Stipulated Temporary Restraining Order (Dec. 21, 2015) (so ordered Dec. 22, 2015)

Defendants Advocate Health Care Network and Advocate Health And Hospital Corp.’s Answer to Complaint (Jan. 11, 2016)

Defendant Northshore University Health System’s Answer to Complaint for Temporary Restraining Order and Preliminary Injunction (Jan. 11, 2016)

Plaintiffs’ Motion for Preliminary Injunction (Feb. 26, 2016)

Memorandum in Support of Plaintiffs Motion for Preliminary Injunction (Feb. 26, 2016) (redacted version filed Mar. 9, 2016)

Defendants' Opposition to Plaintiffs' Motion for a Preliminary Injunction (Mar. 18, 2016) (redacted version filed Mar. 23, 2016)

Amended/Corrected Reply Memorandum in Support of Plaintiffs’ Motion for a Preliminary Injunction (Apr. 7, 2016)

Memorandum Opinion and Order (Feb. 29, 2016) (regarding protective order)

Memorandum Opinion Order (Mar. 15, 2016) (denying without prejudice plaintiffs' motion for an order allowing the parties’ proposed findings of fact to cite all reliable evidence)

Defendants’ Motion to Seal Defendants’ Motion to Exclude the Testimony and Report of Dr. Steven A. Tenn, Ph.D (Apr. 1, 2016)

Defendants’ Memorandum in Support of their Motion to Exclude the Testimony and Report of Steven A. Tenn, Ph.D (Apr. 5, 2016) (redacted)

Plaintiffs' Opposition to Defendants' Motion to Exclude the Testimony and Report of Dr. Steven A. Tenn, Ph.D. (Apr. 4, 2016) (filed under seal)

Order (Apr. 6, 2016) (denying defendants' motion to exclude Tenn testimony)

Notice of Offer of Judgment (Apr. 4, 2016)

Exhibit A: Letter to the FTC (Apr. 4, 2016)
Exhibit B: Letter to the FTC (Feb. 18, 2016)

Plaintiffs’ Motion to Strike Defendants’ Notice of Offer of Judgment (Apr. 13, 2016)

Order (Apr. 26, 2016) (granting motion to strike Offer of Judgment)

Preliminary Injunction hearing (six days of evidentiary hearings)

April 11
April 12
April 13
April 14
April 15
April 18
April 20
May 6
May 25 (Closing arguments)

Plaintiffs’ Post-Hearing Brief (May 18, 2016; redacted version filed May 24, 2016)

Defendants’ Post-Hearing Memorandum in Opposition to Plaintiffs’ Motion for Preliminary Injunction (May 18, 2016; redacted version filed May 20, 2016)

Plaintiffs’ Proposed Findings of Fact and Conclusions of Law (May 18, 2016; redacted version filed May 31, 2016)

Defendants’ Proposed Findings of Fact and Conclusions of Law (May 18, 2016; redacted version filed May 27, 2016)

Order (June 14, 2016) (denying preliminary injunction)

Memorandum Opinion and Order (June 14, 2016; redacted version filed June 20, 2016)

Notice of Appeal (June 15, 2016)

Memorandum of Law in Support of Plaintiffs’ Motion for Injunction Pending Appeal (June 16, 2016)

Defendants’ Opposition to Plaintiffs’ Motion for an Injunction Pending Appeal (June 16, 2016)

Minute Order (June 17, 2016) (granting motion for a preliminary injunction pending appeal)

Appeal to the Seventh Circuit

FTC v. Advocate Health Care Network, No. 16-2492 (7th Cir. docketed June 15, 2016)

Docket Sheet No. 16-2492 (downloaded Sept. 9, 2018)

Brief and Required Short Appendix of Appellants Federal Trade Commission and State of Illinois (July 15, 2016)

Brief of the States of Connecticut, Idaho, Iowa, Maine, Massachusetts, Minnesota, Mississippi, Montana, Oregon, Pennsylvania, and Washington As Amicus Curiae in Support of the Appellants (July 22, 2016)

Amicus Curiae Brief of the Association of Independent Doctors in Support of Appellants to Reverse the District Court Decision (July 22, 2016)

Amicus Brief Submitted by Thirty-Three Economists in Support of the FTC and State of Illinois and Seeking Reversal of the District Court Ruling (July 22, 2016)

Brief of Appellees (Aug. 1, 2016)

Appellees’ Circuit Rule 30(e) Supplemental Appendix (Aug. 1, 2016)

Brief of the American Hospital Association As Amicus Curiae in Support of Appellees and Affirmance (Aug. 8, 2016)

Reply Brief of Appellants Federal Trade Commission and State of Illinois (Aug. 12, 2016)

Argued (Aug. 19, 2016) (± audio recording)

Post-Argument letter by Appellee NorthShore University HealthSystem (Aug. 22, 2016) (to a point raised by appellants only in their reply brief and during rebuttal argument (Aug. 22, 2016)

Response by Appellants FTC and State of Illinois (Aug. 24, 2016)

Opinion (Oct. 31, 2016)

Order (Oct. 31, 2016)

Mandate (Nov. 16, 2017)

On remand

Redacted Memorandum Opinion and Order (Mar. 13, 2017) (granting preliminary injunction)

Administrative proceeding

Complaint, In re Advocate Health Care Network, No. 9369 (issued Dec. 17, 2015)

Protective Order Governing Discovery Material (Jan. 6, 2016)

Answer (Jan. 6, 2016)

Scheduling Order (Jan. 20, 2016)

Respondents’ Motion to Stay the Administrative Hearing (Feb. 5, 2016)

Complaint Counsel’s Opposition to Respondents’ Motion to Stay (Feb. 17, 2016)

Respondents’ Motion for Leave to File a Reply in Support of Respondents’ Motion to Stay the Administrative Hearing (Feb. 24, 2016)

Order Denying Motion to Stay the Administrative Hearing (Mar. 18, 2016)

Order Granting Joint Motion to Amend the Scheduling Order and Revised Scheduling Order (Apr. 27, 2016)

Joint Expedited Motion for a 22-Day Stay of Administrative Proceedings (Apr. 27, 2016)

Order Granting Continuance (May 6, 2016)

Joint Expedited Motion for Continuance of Administrative Proceedings (May 27, 2016)

Order Granting Continuance (June 2, 2016)

Joint Expedited Motion for Continuance of Administrative Proceedings (June 24, 2016) (for continuance pending disposition of Seventh Circuit appeal)

Order Granting Continuance (June 28, 2016)

Joint Expedited Motion for Continuance of Administrative Proceedings (Nov. 10, 2016)

Order Granting Continuance (Nov. 15, 2016)

Joint Motion to Dismiss Complaint (Mar. 10, 2017)

Order Dismissing Complaint (Mar. 20, 2017)

± FTC web page (administrative proceeding)

Staples/Office Depot
(FTC 2015)

Deal

Staples, Inc.& Office Depot, Inc., Press Release, Staples, Inc. Announces Acquisition of Office Depot, Inc. (Feb. 4, 2015)

Staples, Inc., Investor Presentation (Feb. 4, 2015)

Staples, Inc., Investors Call (transcript) (Feb. 4, 2015)

Section 13(b) proceeding

Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. Staples, Inc., No. 1:15-cv-02115-EGS (D.D.C. filed Dec. 8, 2015; public version filed Dec. 9, 2015)

Fed. Trade Comm’s, News Release,  FTC Challenges Proposed Merger of Staples, Inc. and Office Depot, Inc. (Dec. 7, 2015)

Docket sheet (downloaded Aug. 28, 2016)

Stipulation and [Proposed] Order (Dec. 8, 2015) (re TRO)

Temporary Restraining Order (Dec. 8, 2015)

Plaintiffs Motion and Statement of Points and Authorities in Support of Request for Preliminary Injunction (Dec. 8, 2015)

[Proposed] Preliminary Injunction Order (Dec. 8, 2015)

Defendant Staples, Inc’s Answer and Affirmative Defenses to Complaint for Temporary Restraining Order and Preliminary Injunction (Dec. 22, 2015)

Defendant Office Depot, Inc.’s Answer and Affirmative Defenses to Complaint for Temporary Restraining Order and Preliminary Injunction (Dec. 22, 2015)

Memorandum Opinion (Jan. 21, 2016) (denying defendants' motion to compel production of factual information collected by plaintiffs from third parties during the course of the 2013 investigation of the Office Depot-Office Max merger and the 2015 investigation of the Staples-Office Depot merger.)

Memorandum in Support of Plaintiffs’ Motion for a Preliminary Injunction (Feb. 19, 2016)

Defendants’ Brief in Opposition to Plaintiffs’ Motion for a Preliminary Injunction (Mar. 15, 2016; redacted version filed Mar. 16, 2016)

Reply Memorandum in Further Support of Plaintiffs’ Motion for a Preliminary Injunction (Mar. 17, 2016; redacted version filed Mar. 18, 2016)

Evidentiary hearing: March 21, 2016 to April 5, 2016

15 million pages of documents produced
70 depositions
5 expert reports
10 live witnesses
4000 exhibits admitted into evidence
At the close of the FTC's case in chief, the defendants elected not to present any witnesses

Plaintiffs’ Notice of Order of Witnesses (Mar. 17, 2016)

Defendants’ Notice of Order of Witnesses (Mar. 31, 2016)

Carl Shaprio, Staples-Office Depot Merger Analysis (exhibit for use in testimony—PX06500)

FTC Closing Presentation (Apr. 19, 2016; redacted version filed Apr. 25, 2016)

Staples Closing Presentation (Apr. 5, 2016; redacted version filed Apr. 24, 2016)

See Staples, Press Release, Staples and Office Depot to Sell Commercial Contracts and Assets to Essendant (Feb. 26, 2016)

Order (May 10, 2016) (granting preliminary injunction)

Memorandum Opinion (May 10, 2016; redacted version May 17, 2016) (reported at 190 F. Supp. 3d 100)

(Contested) Motion for Attorneys' Fees and Costs under Section 16 of the Clayton Act (May 24, 2016)

Memorandum in Support of Motion for Attorneys' Fees and Costs under Section 16 of the Clayton Act (May 24, 2016)

Defendants’ Brief in Opposition to Plaintiffs’ Motion for Attorneys’ Fees and Costs (June 10, 2016)

Plaintiffs' Reply to Defendants' Brief in Opposition to Plaintiffs' Motion for Attorneys' Fees and Costs (June 20, 2016)

Defendants’ Surreply in Opposition to Plaintiffs’ Motion for Attorneys’ Fees and Costs (June 27, 2016)

Administrative proceedings

In re Staples, Inc., No. 9367 (FTC issued Dec. 7, 2015) (FTC news release)

Staples, Inc., Press Release, Staples and Office Depot to Contest FTC’s Attempt to Block Office Depot Acquisition (Dec. 7, 2015)

Protective Order Governing Discovery Material (Dec. 8, 2015)

Order Designating Administrative Law Judge (Dec. 8, 2015)

Respondent Staples, Inc’s Answer and Affirmative Defenses to Complaint (Dec. 23, 2015)

Answer and Defenses of Respondent Office Depot, Inc. (Dec. 23, 2015)

Scheduling Order (Jan. 4, 2016)

Transcript of Scheduling Conference (Jan. 4, 2016)

Administrative trial scheduled to start on May 31, 2016

Joint Motion to Dismiss Complaint (May 18, 2016)

Order Dismissing Complaint (May 18, 2016) (FTC News Release (May 19, 2016))

± FTC web page

Termination of transaction

Staples, Inc., News Release, Staples and Office Depot to Terminate Merger Agreement (May 10, 2016)

Office Depot, Inc., News Release, Office Depot Responds to District Court’s Ruling on Merger with Staples (May 10, 2016)

Analysis

± Michael J. de la Merced & David Gelles, Staples and Office Depot Say a Merger Will Keep Them Competitive, N.Y. Times DealB%, Feb. 4, 2015

± Randy M. Stutz, American Antitrust Institute, The Proposed Merger of Staples and Office Depot: Lessons from History and New Competitive Concerns (July 22, 2015)

± Drew FitzGerald & Brent Kendall, FTC Intensifies Antitrust Review of Staples-Office Depot Merger, Wall St. J., Sept. 8, 2015.

American Postal Workers Union, Bad for Business: Why the Staples/Office Depot Merger-to-Monopoly Should Be Blocked, Objections to the Merger—Part 2 (Oct. 2015)

1997 FTC challenge

Staples tried to acquire Office Depot in 1997. The FTC obtained a preliminary injunction blocking the deal and the parties terminated the contract.

2013 Office Max-Office Depot merger

Fed. Trade Comm'n, Statement Concerning the Proposed Merger of Office Depot, Inc. and OfficeMax, Inc., FTC File No. 131-0104 (Nov. 1, 2013).

2021: Staples' thrid attempt to acquire Office Depot

Letter from USR Parent, Inc. (Staples) to the ODP Corporation re Proposal to Acquire The ODP Corporation (Jan. 11, 2021)

± Matt Grossman & Drew FitzGerald, Staples Seeks to Buy Office Depot, Again, WSJ.com (Jan. 11, 2021)

Press Release, The ODP Corporation, The ODP Corporation Confirms Receipt of Acquisition Proposal from Staples (Jan. 11, 2021)

Press Release, The ODP Corporation, The ODP Corporation Outlines Path Forward for Value Creation in Letter to Sycamore Partners, Owner of Staples (Jan. 19, 2021)

Letter from USR Parent, Inc. (Staples) to the ODP Corporation re Proposal (Mar. 10, 2021)

Press Release, The ODP Corporation, The ODP Corporation Responds to Proposal by Sycamore Partners, Owner of Staples, to Sign a Letter of Intent to Sell Various ODP Assets to Staples for an Unspecified Price (Mar. 15, 2021)

Press Release, USR Parent, Inc. (“Staples”), Staples Will Evaluate All Alternatives in Its Pursuit of the ODP Corporation (Mar. 31, 2021)

Press Release, The ODP Corporation, The ODP Corporation Announces Plans to Separate into Two Independent, Publicly Traded Companies (May 5, 2021)

± Joseph F. Kovar, Office Depot Split Paves Way for Staples to Pursue Acquisition, CRN.com (May 5, 2021)

± Retail Office Depot Parent ODP To Split B2B From Retail Amid Slump In Sales, PYMTS.com (May 5, 2021)

Letter from USR Parent, Inc. (Staples) to the ODP Corporation re Proposal to Acquire The ODP Corporation’s Consumer Business (June 4, 2021)

± Lauren Hirsch, Staples Returns to Office Depot with a $1 Billion Offer for Its Consumer Business, NYTimes.com, June 4, 2021.

Press Release, The ODP Corporation, The ODP Corporation Confirms Receipt of Staples Proposal to Acquire Consumer Business (June 4, 2021)

United Continental/Delta
(DOJ 2015)

Verified Complaint, United States v. United Continental Holdings, Inc., 2:15-cv-07992-WHW-CLW (D.N.J. Nov. 10, 2015)

Docket sheet (downloaded Apr. 14, 2016)

Notice of Motion to Dismiss Filed by United Continental Holdings, Inc. (Jan. 12, 2016)

Memorandum of Law in Support of Defendant United Continental Holdings, Inc.’s Motion to Dismiss Plaintiff’s Claims Pursuant to Fed. R. Civ. P. 12(b)(6) (Jan. 12, 2016)

United States of America’s Opposition to Defendant United Continental Holdings, Inc.’s Motion to Dismiss (Feb. 12, 2016)

Notice of Motion to Dismiss Filed by Defendant Delta Air Lines, Inc. (Jan. 12, 2016)

Memorandum of Law in Support of Defendant Delta Air Lines Inc.’s Motion to Dismiss Plaintiff’s Claims Pursuant to Fed. R. Civ. P. 12 (Jan. 12, 2016)

United States of America’s Opposition to Defendant Delta Air Lines, Inc.’s Motion to Dismiss (Feb. 12, 2016)

United States of America’s Notice of Agency Action (Apr. 1, 2016)

Exhibit A: FAA, Change of Newark Liberty International Airport (EWR) Designation

Stipulation of Dismissal (Apr. 6, 2016)

Exhibit: Letter dated April 5, 2016, from Kent A. Gardiner, to Eric Mahr, Department of Justice, re termination of slot lease agreement (Apr. 5, 2016)

± DOJ web page

Electrolux/GE
(DOJ 2015)

AB Electrolux, Press Release, Electrolux to Acquire GE Appliances (Sept. 8, 2014)

AB Electrolux, Electrolux to Acquire GE Appliances (Sept. 8, 2014) (investor presentation)

± Chad Bray, In 2nd Try, Electrolux Reaches Deal to Buy G.E. Appliances Unit, for $3.3 Billion, N.Y. Times DealBook, Sept. 8, 2014

Complaint, United States v. AB Electrolux, No. 1:15-cv-01039 (D.D.C. filed July 1, 2015)

Docket sheet (downloaded Aug. 28, 2016) (case terminated Jan. 1, 2016)

Stipulation Regarding Scheduling and Case Management and [Proposed] Trial Setting and Case-Management Order (July 16, 2015) (so ordered July 21, 2015)

Stipulated Protective Order Regarding Confidentiality (July 16, 2015) (so ordered July 21, 2015)

Defendants AB Electrolux and Electrolux North America, Inc’s Answer and Defenses to Plaintiff’s Complaint (July 24, 2015)

Defendant General Electric Company’s Answer and Affirmative Defenses to Plaintiff’s Complaint (July 24, 2015)

Intervenor Samsung Electronics America, Inc.’s Motion to Modify Protective Order (Aug. 21, 2015)

Defendants’ Motion to Compel Samsung Electronics America, Inc., to Produce All Documents Responsive to their Subpoena Duces Tecum (Aug. 28, 2015)

Exhibit A; Letter and subpoena
Exhibit B: Letter of objections

Intervenor Samsung Electronics America, Inc.’s Opposition to Defendants’ Motion to Compel (Sept. 4, 2015)

Reply in Support of Defendants’ Motion to Compel Samsung Electronics America, Inc., to Produce All Documents Responsive to their Subpoena Duces Tecum (Sept. 7, 2015)

Exhibit E: Email string (ECF No. 98-5)

MINUTE ORDER granting in part and denying in part Defendants' Motion to Compel Samsung Electronics America, Inc. to Produce All Documents Responsive to their Subpoena Duces Tecum. In accordance with the compromise proposal made by Samsung (e-mail exchange, ECF No. 98-5), and finding the deficiencies argued by Defendants persuasive (reply brief, ECF No. 100 at 9), Samsung shall produce the following forthwith: (1) invoicing and returns data provided to DOJ since the production to DOJ; (2) profit and loss data provided to DOJ since the production to DOJ; (3) the MAP/MSRP data provided to DOJ since the production to DOJ; (4) Samsungs contract channel bids for the last two years; (5) Meeting competition documents for the last two years if they are found in a meeting competition database; (6) Documents sufficient to identify Samsungs products; (7) Contracts with Samsungs top ten customers for the past two years (subject to contractual notice requirements); (8) Samsungs current organization chart for the products at issue; (9) Trade show panel presentations from the last two years, if any; (10) Contract manufacturing contracts, if any, from the last two years; (11) Documents sufficient to identify the location of Samsung facilities; (12) A list of Samsungs services; (13) Contracts with Samsungs top ten services (subject to contractual notice requirements); (14) Strategic plans and other competition analyses from 2013-2018; (15) All communications about the challenged acquisition. Where relevant, production ordered above shall include all appliances listed in the subpoena, not only cooking appliances. Samsung shall immediately begin a rolling production, and must comply with the following deadlines: all relevant documents in categories (1) - (7) shall be produced no later than September 11, 2015; all relevant documents in categories (8) - (15) shall be produced no later than September 18, 2015. Samsung shall bear the costs of production now, but may move for a cost-shifting order once production is complete. Signed by Judge Emmet G. Sullivan on September 8, 2015

Amended Scheduling Order (Sept. 3, 2015)

Trial scheduled to begin on November 9, 2015

Joint Status Report for October 21 Status Conference (Oct. 20, 2015)

Joint Pretrial Statement (Oct. 23, 2015)

Exhibit A. Schedule of Witnesses

United States’ Pretrial Memorandum (Oct. 26, 2015; redacted version filed Dec. 10, 2015)

Defendants’ Pre-Trial Brief (Oct. 26, 2015; redacted version filed Dec. 10, 2015)

United States’ Motion to Preclude Defendants from Adding Out-Of-Time Expert Opinions or Bases (Oct. 30, 2015)

Defendants’ Response to Plaintiff’s Motion to Preclude Defendants from Adding Out-Of-Time Expert Opinions or Bases (Nov. 1, 2015)

MINUTE ORDER granting the Government's Motion to Preclude Defendants From Adding Out-of-Time Expert Opinion or Bases. Defendants' expert Mr. Orszag completed new analyses, including 90 new computer programs supported by 27 gigabytes of back-up material, after expert rebuttal reports and depositions were complete. The new material produced by Mr. Orszag goes beyond an "elaboration" of his expert report and thus shall be precluded from trial. (Nov. 3, 2015)

MINUTE ORDER. Pursuant to the telephonic hearing held November 3, 2015 at 4:00 p.m., the Court's prior Minute Order precluding all post-rebuttal work done by Defendants' expert, Mr. Orszag, is hereby VACATED. On the basis that post-rebuttal work by both parties' experts will aid the Court in its consideration of this case, the following schedule for post-rebuttal reports shall be followed: (1) the Government's expert, Professor Whinston, shall submit his report no later than 12:00 p.m. Saturday, November 7, 2015; (2) Defendants' expert, Mr. Orszag, shall submit his report no later than 10:00 a.m., Wednesday, November 11, 2015. Signed by Judge Emmet G. Sullivan on November 3, 2015. (lcegs4) (Entered: 11/03/2015)

Draft Final Pre-Trial Order (Nov. 1, 2015)

Notice of Defendants’ Proposed Edits to Pretrial Order (Nov. 2, 2015)

Appendix A.

Joint Amended Pretrial Statement (Nov. 2, 2015)

Exhibit A. Schedule of Witnesses

Final Pre-Trial Order (Nov. 3, 2015)

Joint Status Report for November 6 Status Hearing (Nov. 5, 2015)

Trial begins (Nov. 9, 2015)

United States' Opening Statement

Demonstrative/Summary Exhibit Used with Direct Testimony of Michael Whinston

Defendants’ Motion to Recall Keith McLoughlin (Nov. 21, 2015)

[Proposed] Order Granting Defendants’ Motion to Recall Keith McLoughlin (Nov. 21, 2015)

Exhibit A: Declaration of Keith R. McLoughlin

United States’ Response to Defendants’ Motion to Recall Keith McLoughlin (Nov. 21, 2015)

Trial continuing when GE terminated purchase agreement (Dec. 7, 2015)

Notice Termination of Stock And Asset Purchase Agreement (Dec. 7, 2015)

General Electric, GE Statement on Appliances Business (Dec. 7, 2015)
AB Electrolux, Press Release, Acquisition of GE Appliances Not to Be Completed (Dec. 7, 2015)
U.S. Dep't of Justice, antitrust Div., Press Release, Electrolux and General Electric Abandon Anticompetitive Appliance Transaction After Four-Week Trial (Dec. 7, 2015)

± Chad Bray, General Electric Calls Off Sale of Appliance Unit to Electrolux, NYTimes.com DealBook (Dec. 7, 2015)
± Andrew Marc Noel, Electrolux Drops After GE Pulls $3.3 Billion Appliance Deal, BloombergBusiness.com (Dec. 7, 2015)
± Ted Mann & Jens Hansegard, GE Terminates Sale of Appliances Business to Electrolux, Wall St. J. (Dec. 7, 2015)

Stipulation of Dismissal (Dec. 10, 2015)

± DOJ web page

Sale to Haier

± GE, Press Release, GE Agrees to Sell Appliances Business to Haier for $5.4B (Dec. 15, 2016)
± GE, Press Release, GE Completes Sale of Appliances Business to Haier (June 6, 2016)

± Laurie Burkitt, Joann S. Lublin & Dana Mattioli, China’s Haier to Buy GE Appliance Business for $5.4 Billion, Wall St. J. (Jan. 15, 2016)

Steris/Synergy Health
(FTC 2015)

Deal

Steris Corp., Press Release, STERIS to Acquire Synergy Health for $1.9 Billion in Cash and Stock (Oct. 13, 2014)

Steris Corp,, Form 8-K (Dec. 10, 2014) (reporting pulling and refiling of HSR forms)

Steris Corp,, Form 8-K (Jan. 9, 2015) (reporting receipt fo second request)

Steris Corp,, Form 8-K (Mar. 9, 2015) (extending drop-dead date to July 12, 2015)

Steris Corp,, Form 8-K (Apr. 30, 2015) (reporting certification of compliance with second requests)

Steris Corp,, Form 8-K (May 29, 2015) (reporting that FTC has informed the parties that it will challenge the transaction)

Steris Corp,, Form 8-K (Nov. 2, 2015) (reporting closing of the transaction)

Section 13(b) proceeding

Plaintiff Federal Trade Commission's Complaint for Temporary Restraining Order and Preliminary Injunction, FTC v. Steris Corp., No. 1:15-cv-01080-DAP (N.D. Ohio filed May 29, 2015) (redacted version filed June 4, 2015) (FTC New Release)

Docket sheet (downloaded Sept. 24, 2015)

Memorandum in Support of Plaintiff Federal Trade Commission's Motion for Temporary Restraining Order and Preliminary Injunction (May 29, 2015; redacted version filed June 4, 2015)

Opposition to Plaintiff’s Motion for Preliminary Injunction (Aug. 8, 2015; redacted version filed Aug. 11, 2015)

Reply Memorandum in Support of Plaintiff Federal Trade Commission's Motion for Preliminary Injunction (Aug. 14, 1015; redacted version filed Aug. 18, 2015)

Defendant Steris Corporation’s Answer to Plaintiff Federal Trade Commission’s Complaint (June 12, 2015)

Answer of Defendant Synergy Health PLC (June 12, 2015)

Protective Order (June 23, 2015)

Hearing

August 17
August 18
August 19

Plaintiff Federal Trade Commission’s Post-Hearing Brief (Aug. 28, 2015)

Defendants’ Post-Hearing Brief on Synergy Non-Entry (Aug. 28, 2015)

Plaintiff Federal Trade Commission’s Post-Hearing Response Brief (Sept. 4, 2015)

Defendants’ Post-Hearing Response Brief (Sept. 4, 2015)

Opinion and Order (Sept. 24, 2015) (denying motion for preliminary injunction) (reported at 2015 WL 5657294)

Judgment Entry (Sept. 24, 2015)

Administrative Complaint (May 29, 2015) (FTC press release)

± FTC docket sheet

Order Designating Administrative Law Judge (May 29, 2015)

Protective Order Governing Discovery Material (May 29, 2015)

Answer of Respondent Steris Corporation (June 18, 2015)

Answer and Defenses of Respondent Synergy Health PLC (June 22, 2015)

Scheduling Order (June 30, 2015)

Respondents’ Motion to the Commission to Withdraw Matter from Adjudication (Oct. 1, 2015)

Order Withdrawing Matter from Adjudication Pursuant to Rule 3.26(c) of the Commission Rules of Practice (Oct. 7, 2015)

Order Returning Matter to Adjudication and Dismissing Complaint (Oct. 30, 2015) (FTC news release)

Statement of the Commission (Oct. 30, 2015)

Sysco/US Foods
(FTC 2015)

See here for materials (in Unit 15. Merger Antitrust Risk Assessment and Contractual Risk Allocation)

Albertsons/Safeway
(State 2015)

Complaint, Washington v. Cerberus Institutional Partners V, L.P., No. 2:15-cv-00147 (W.D. Wash. filed Jan. 30, 2015)

Docket sheet (downloaded Aug. 28, 2016)

Agreed Motion for Endorsement of Consent Decree (Jan. 30, 2015)

[Proposed] Consent Decree (Jan. 30, 2015)

Order Entering Consent Decree (Feb. 3, 2015)

Minute Order Statistically Closing Case (Feb. 3, 2015)

Pacific Seafood Group/Ocean Gold (Broadman)
(private 2015)

District court

Complaint, Boardman v. Pacific Seafood Group, No. 1:15-cv-00108-PA (D. Or. filed Jan. 22, 2015)

Docket sheet (downloaded Apr. 26, 2020)

See Whaley Pacific Seafood Group, No.10-3057(D. Or. filed June 22, 2010) (prior settled class action) (see here for case materials)

Telephonic Temporary Restraining Order Hearing Transcript (June 23, 2015)

Plaintiffs' Motion for Preliminary Injunction (Jan. 28, 2015)

Plaintiffs' Memorandum in Support of Motion for Preliminary Injunction (Jan. 28, 2015)

Defendants’ Memorandum in Opposition to Motion for Preliminary Injunction (Jan. 28, 2015)

Defendants’ Additional Memorandum in Opposition to Motion for Preliminary Injunction (Feb. 13, 2015)

Plaintiffs' Reply Memorandum in Support of Motion for Preliminary Injunction (Feb. 23, 2015)

Transcript (Jan. 30, 2015)

Second Amended Complaint (Feb. 26, 2015)

Order (Mar. 6, 2015) (granting preliminary injunction) (reported at 2015 WL 13357739)

Notice of Appeal (Apr. 6, 2015)

Transcript (June 2, 2015)

Order (Aug. 6, 2015) (staying action pending appeal)

Interlocutory appeal to the Ninth Circuit

Docket sheet No 15-35257(downloaded Aug. 28, 2016)

Appellants’ Opening Brief (Aug. 17, 2015)

Plaintiffs-Appellees’ Answering Brief (Sept. 9, 2015)

Appellants’ Reply Brief (Sept. 16, 2015)

Opinion, Boardman v. Pacific Seafood Group, No 15-35257 (9th Cir. May 3, 2016) (reported at 822 F.3d 1011)

Mandate (July 25, 2016)

On remand

Opinion (Jan. 22, 2018) (granting plaintiffs' motion to replace expert economist)

Motion for Summary Judgment on Antitrust Standing (Dec. 5, 2017) (filed under seal)

Plaintiffs' Memorandum in Opposition to Defendants' Motion for Summary Judgment (Jan. 19, 2018)

Reply in Support to Motion for Summary Judgment (Feb. 2, 2018) (filed under seal)

Opinion (May 15, 2018) (granting defendants' motion for summary for lack of plaintiffs' antitrust standing)

Pacific Seafood Defendants’ and Intervenors’ Motion to Dissolve Preliminary Injunction (May 16, 2018)

Verso Paper/Bucksport mill
(Private 2014)

First Amended Complaint, International Ass'n of Machinists and Aerospace Workers v. Verso Paper Corp., No. 1:14-cv-00530-JAW (D. Me. filed Dec. 22, 2014) (original filed Dec. 15, 2014)

Docket sheet (downloaded Aug. 13, 2015)

Motion for a Temporary Restraining Order and a Preliminary Injunction Pursuant to F.R.C.P. 65 (Dec. 15, 2014)

Defendants Verso Paper Corp. and Verso Paper LLC's Opposition to Plaintiffs’ Motion for a Temporary Restraining Order and a Preliminary Injunction (Jan. 2, 2015)

Memorandum of AIM Development (USA) LLC in Opposition to Plaintiffs’ Motion for Temporary Restraining Order and Preliminary Injunction (Jan. 2, 2015)

Plaintiffs’ Reply Memorandum in Support of Motion for Temporary Restraining Order and Preliminary Injunction under the Antitrust Laws (Jan. 8, 2015)

Order Denying Plaintiffs’ Motion for a Temporary Restraining Order and Preliminary Injunction and Addendum (Jan. 20, 2015)

Plaintiffs’ Motion for Attachment and Trustee’s Process and Memorandum of Law in Support (Dec. 15, 2014)

Plaintiffs’ Motion for Expedited Declaratory Judgment and Request for Preliminary and Permanent Injunction (Dec. 15, 2014)

Order Dismissing Plaintiffs’ Motion for Declaratory and Injunctive Relief; and Dismissing Plaintiffs’ Motion for Attachment and Trustee Process (Jan. 6, 2015)

Stipulation of Voluntary Dismissal of Counts 5 through 8 (State Antitrust Claims) of Plaintiffs’ First Amended Complaint (Feb. 13, 2015)

Defendants Verso Paper Corp. and Verso Paper LLC’s Motion to Dismiss Plaintiffs’ First Amended Complaint for Declaratory and Injunctive Relief (Mar. 2, 2015)

Motion of AIM Development (USA) LLC to Dismiss Plaintiffs’ First Amended Complaint with Incorporated Memorandum of Law (Mar. 2, 2015)

Plaintiffs’ Consolidated Response in Opposition to Defendants’ Separate Motions to Dismiss Plaintiffs’ First Amended Complaint Pursuant to Rule 12(b)(6) (Mar. 23, 2015)

Defendants Verso Paper Corp. and Verso Paper LLC’s Reply in Support of Defendants’ Motion to Dismiss Plaintiffs’ First Amended Complaint for Declaratory and Injunctive Relief (Apr. 6, 2015)

Reply Memorandum of AIM Development (USA) LLC in Support of Its Motion to Dismiss Plaintiffs’ First Amended Complaint (Apr. 6, 2015)

Louisiana-Pacific/Ainsworth
(DOJ 2014)

U.S. Dep't of Justice, Antitrust Div., Press Release, Louisiana-Pacific Corp. Abandons its Proposed Acquisition of Ainsworth Lumber Co. Ltd. (May 14, 2014)

Jostens/American Achievement
(FTC 2014)

Fed. Trade Comm'n, News Release, Statement of FTC Bureau of Competition Director Deborah Feinstein on Jostens’ Decision to Drop its Proposed Acquisition of American Achievement Corp. (Apr. 17, 2014)

Administrative Complaint, In re Visant Corp., No. 9362 (F.T.C. issued Apr. 17, 2014)

/USAir/American
(DOJ/states 2013)

D.D.C.

Complaint, United States v. US Airways Group, Inc., No. 1:13-cv-01236 (D.D.C. filed Aug. 13, 2013) (DOJ news release)

Amended Complaint, United States v. US Airways Group, Inc., No. 1:13-cv-01236 (D.D.C. filed Sept. 5, 2013)

Docket sheet (downloaded Jan. 16, 2014)

[Defendants'] Motion to Set Trial Date (Aug. 22, 2013)

Order (Aug. 23, 2013) (setting briefing schedule on trial date)

Motion of Allied Pilots Association, Association of Professional Flight Attendants, Association of Flight Attendants-CWA and Transport Workers Union of America to File Amicus Curiae Brief in Support Defendant’s Motion to Set Trial Date [Ecf No. 11] (Aug. 23, 2013)

Exhibit A: [Proposed} Brief Amici Curiae of Allied Pilots Association, Association of Professional Flight Attendants, The Association of Flight Attendants-CWA and Transport Workers Union of America in Support of Defendant’s Motion to Set Trial Date (Aug. 23, 2013)

Memorandum of the United States and Plaintiff States in Opposition to Defendants’ Proposed Scheduling Order (Aug. 27, 2013)

Reply in Support of Defendants’ Motion to Set Trial Date (Aug. 28, 2013)

Order (Aug. 30, 2013) (setting trial date for Nov. 25, 2013)

Order (Aug. 29, 2013) (re issues to be addressed at pretrial hearing)

Stipulated Protective Order Concerning Confidentiality (Aug. 30, 2013)

Scheduling and Case Management Order (Sept. 4, 2013)

Amended Complaint (Sept. 5, 2013)

Defendant US Airways Group, Inc.’s Answer to Amended Complaint (Sept. 10, 2013)

Notice of Submission to Special Master of Defendants’ Motion to Compel Production of Factual Materials and Information Regarding DOJ’s Approvals of Four Prior Airline Mergers (Sept. 20, 2013)

Notice of Submission to Special Master of Plaintiffs Response to Defendants’ Motion to Compel Production of Factual Materials and Information Regarding DOJ's Approvals of Four Prior Airline Mergers (Sept. 26, 2013).

Exhibit 1: Plaintiffs’ Opposition to Defendants’ Motion to Compel Production of Internal Analyses of Prior Airline Mergers (Sept. 26, 2013)

Notice of Submission to Special Master of Defendants’ Reply in Support of Motion to Compel Production of Factual Materials and Information Regarding DOJ's Approvals of Four Prior Airline Mergers (Sept. 29, 2013)

Exhibit 1: Defendants’ Reply in Support of Motion to Compel Production of Factual Materials and Information Regarding DOJ's Approvals of Four Prior Airline Mergers

Report and Recommendation #1 of the Special Master (Oct. 10, 2013) (recommending that, although defendants had established the relevance of their requests, the various privileges asserted by plaintiffs protect almost all of the requested material from disclosure)

[Proposed] Order Adopting Special Master Report and Recommendation #1

Notice of Submission to Special Master of Defendants’ Motion to Compel Production of Relevant Facts Obtained from Third-Party Interviews (Sept. 24, 2013)

Exhibit 1: Defendants’ Motion to Compel Production of Relevant Facts Obtained from Third-Party Interviews
Exhibit 2: Second Declaration of Steven G. Bradbury
Exhibit 3: [Proposed] Order on Defendants’ Motion to Compel Relevant Facts Obtained from Third-Party Interviews

Notice of Submission to Special Master of Plaintiffs Response to Defendants’ Motion to Compel Production of Interview-Related Work Product (Sept. 26, 2013)

Exhibit 1: Plaintiffs’ Opposition to Defendants’ Motion to Compel Production of Interview-Related Work Product
Exhibit 2: Letter to Judge Cote dated Sept. 10, 2012, in United States v. apple, Inc. et al., 12-cv-02826 (DLC)

Notice of Submission to Special Master of Defendants’ Reply in Support of Motion to Compel Relevant Facts Obtained from Third-Party Interviews (Sept. 27, 2013)

Exhibit 1: Defendants’ Reply in Support of Motion to Compel Relevant Facts Obtained from Third-Party Interviews

Special Master Report and Recommendation #2 (Oct. 10, 2013) (recommending denial of motion)

[Proposed] Order Adopting Special Master Report and Recommendation #2

Settlement Agreement with Texas Attorney General (Sept. 30, 2013)

Plaintiff State of Texas’s Motion to Voluntarily Dismiss its Claims with Prejudice (Oct. 2, 2013)

Exhibit 1: Proposed] Order Granting Motion to Voluntarily Dismiss Claims of Plaintiff State of Texas

Order (Oct. 7, 2013) (dismissing Texas' claims with prejudice)

Joint Report in Advance of Status Conference (Sept. 30, 2013)

Motion for a Stay of Litigation in Light of Lapse of Appropriations (Oct. 1, 2013)

Order (Oct. 1, 2013) (denying stay)

Joint Report in Advance of Status Conference (Oct. 28, 2013) (noting, among other things, agreement on a mediator)

Exhibit One: Discovery Status

Trial Procedures Order (Oct. 30, 2013)

Joint Stipulation of the Plaintiff States and Defendants Requesting Entry of Supplemental Stipulated Order (Nov. 12, 2013)

[Proposed] Supplemental Stipulated Order (signed Nov. 12, 2013)

Order (Nov. 13, 2013) (staying all trial proceedings)

DOJ consent settlement

Proposed Final Judgment (Nov. 12, 2013) (DOJ news release)

U.S. Dep't of Justice, Antitrust Div., Remarks as Prepared for Delivery by Assistant Attorney General Bill Baer at the Conference Call Regarding the Justice Department’s Proposed Settlement with US Airways and American Airlines (Nov. 12, 2013)

Asset Preservation Order and Stipulation (Nov. 12, 2013) (signed Nov. 12, 2013)

Competitive Impact Statement (Nov. 12, 2013)

United States' Explanation of Consent Decree Procedures (Nov. 12, 2013)

Order (Nov. 20, 2013) (setting out procedures for compliance with the Antitrust Procedures and Penalties Act (Tunney Act))

Federal Register notice (Nov. 27, 2013)

American Airlines Group, Inc.’s Report of Compliance with Antitrust Procedures and Penalties Act Requirements (Dec. 9, 2013)

Supplemental Certificate Pursuant to LCVRr 7.1 of the Local Rules and Rule 7.1 (Dec. 13, 2013) (noting that US Airways became a wholly-owned subsidiary of American Airlines Group Inc. on Dec. 9, 2013)

Selected public comments:

American Antitrust Institute (Feb. 7, 2014)

± DOJ public comments page

Response of Plaintiff United States to Public Comments on the Proposed Final Judgment (Mar. 10, 2014)

[Proposed] Brief of the American Antitrust Institute as Amicus Curiae to Reply to the Response of Plaintiff United States to Public Comments on the Proposed Final Judgment (Apr. 1, 2014)

American Airlines Group, Inc.’s Amended Report and Certification of Compliance with Section 2(g) of Antitrust Procedures and Penalties Act (Mar. 10, 2014)

Plaintiff United States of America's Motion and Memorandum for Entry of the Proposed Final Judgment (Mar. 13, 2014)

Certificate of Compliance with Provisions of the Antitrust Procedures and Penalties Act (Mar. 13, 2014)

Memorandum Opinion (Apr. 25, 2014)

Final Judgment (Apr. 25, 2014)

Bankruptcy Court S.D.N.Y.

Statement of the United States of America (Aug. 23, 2013)

Debtors’ Memorandum of Law Regarding Impact of Department of Justice Action on Entry of Order Confirming Debtors’ Third Amended Joint Chapter 11 Plan (Aug. 23, 2013)

Commentary

± Justin Elliott, The American Way, ProPublica.org (Oct. 11, 2016) (also hyperlinking to hundreds of documents relevant to the case)

± Steven Pearlstein, Why the Justice Department blocked the American-US Airways merger, NYTimes.com Wonkblog (Aug. 15, 2013).

± Wall St. J., Eric Holder's Antitrust Bust: Justice retreats on an American Airlines-US Air merger to avoid losing in court (Nov. 13, 2013).

± Jack Nicas, Airline Merger Sets Up Land Grab at Major Airports, Wall St. J. (Nov. 13, 2013).

± Matthew Yglesias, Winners and Losers in American–US Airways Merger Settlement, Slate.com (Nov. 13, 2013).

± James B. Stewart, Baffling About-Face in American-US Airways Merger, N.Y. Times (Nov. 15, 2013).

± DOJ web site

USAir/American
(private 2013)

Bankruptcy Court S.D.N.Y.

Complaint for Injunctive Relief Against Violation of Section 7 of the Clayton Antitrust Act, In re AMR Corp. (Fjord v. AMR Corp.), Ch. 11 No. 11-15463-shl (Bankr. S.D.N.Y. filed Aug. 6, 2013)

Notice of Motion and Motion to Withdraw Reference under 28 U.S.C. § 157(d) (Aug. 27, 2013)

Memorandum of Points and Authorities in Support of Motion to Withdraw Reference under 28 U.S.C. § 157(d)

S.D.N.Y.

Docket sheet (downloaded Nov. 16, 2013)

Order (Aug. 29, 2013) (order respondents to reply to motion to withdraw the bankruptcy reference by Sept. 13, 2013)

Order (Sept. 13, 2013) (plaintiffs having withdraw motion to withdraw, terminating motion)

Ardagh/Saint-Gobain
(FTC 2013)

Section 13(b) proceeding

Complaint for Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act,, FTC v. Ardagh Group S.A., No. 1:13-CV-01021 (D.D.C. filed July 3, 2013) (redacted version filed July 17, 2013)

Docket sheet (downloaded Apr. 23, 2014)

Plaintiff's Motion and Memorandum of Points and Authorities in Support of its Request for a Preliminary Injunction and Request for Scheduling Conference (July 3, 2013)

[Proposed] Preliminary Injunction Order (July 3, 2013)

Protective Order (July 9, 2013)

Stipulated Joint Proposed Scheduling Order (July 19, 2013)

Answer and Defenses of Defendant Ardagh Group S.A. (July 26, 2013)

Answer and Affirmative Defenses of Defendants Compagnie de Saint-Gobain, and Saint-Gobain Containers, Inc. (July 26, 2013)

Plaintiff’s Memorandum of Law in Support of its Motion for Preliminary Injunction (Aug. 28, 2013) (redacted version Sept. 26, 2013)

Reassignment of Civil Case (Aug. 29, 2013)

Defendants’ Memorandum of Law in Opposition to the Federal Trade Commission’s Motion for a Preliminary Injunction (Sept. 20, 2013)

Notice of Second Amended Stipulated Joint Proposed Scheduling Order (Sept. 24, 2013)

Second Amended Stipulated Joint Proposed Scheduling Order (Sept. 24, 2013) (so ordered Sept. 27, 2013)

Standing Order for Civil Cases (Sept.. 25, 2013)

Plaintiff’s Reply Memorandum of Law in Further Support of its Motion for Preliminary Injunction (Sept. 30, 2013)

Motion for a Stay in Light of United States Government Cessation (Oct. 1, 2013)

[Proposed] Order Staying All Proceedings (Oct. 1, 2013) (granted Oct. 1, 2013)

Notice of Third Amended Stipulated Joint Proposed Scheduling Order (Oct. 21, 2013)

Third Amended Stipulated Joint Proposed Scheduling Order (Oct. 21, 2013) (so ordered Oct. 22, 2013)

Stipulation and [Proposed] Order (Nov. 7, 2013) (stipulating to a preliminary injunction) (so ordered Nov. 8, 2013)

± FTC web page for Section 13(b) proceeding

Administrative proceeding

Statement of the Federal Trade Commission in the Matter of Ardagh Group S.A., Saint-Gobain Containers, Inc., and Compagnie de Saint-Gobain (Apr. 11, 2014)

Dissenting Statement of Commissioner Joshua D. Wright (Apr. 11, 2014)

AB Inbev/Grupo Modelo
(DOJ 2013)

Complaint, United States v. Anheuser-Busch InBev SA/NV, 1:13-cv-00127 (D.D.C. filed Jan. 31, 2013) (news release)

Docket sheet (downloaded Nov. 16, 2013) (closed Apr. 9, 2013)

Constellation Brands, Inc.’s and Crown Imports LLC’s Motion to Intervene as Defendants (Feb. 7, 2013)

Statement of Points and Authorities in Support of Constellation Brands, Inc.'s and Crown Imports LLC's Motion to Intervene (Feb. 7, 2013)

Memorandum in Support of Constellation Brands, Inc.’s and Crown Imports LLC's Motion to Intervene (Feb. 8, 2013) (by ABI and Groupo Modelo)

Joint Motion to Stay Proceedings (Feb. 20, 2013)

Joint Motion to Extend the Stay (Mar. 15, 2013)

DOJ consent settlement

Stipulation and [Proposed] Order (Apr. 19, 2013)

Proposed Final Judgment (Apr. 19, 2013)

Exhibit A: Stock Purchase Agreement Between Anheuser-Busch InBEV SA/NV and Constellation Brands, Inc. (Apr. 24, 2013) (redacted)
Exhibit B:
Exhibit C:
Exhibit D: Filed under seal
Notice Regarding Filing of Sealed Material (Apr. 19, 2013)

Competitive Impact Statement (Apr. 19, 2013)

United States' Explanation of Consent Decree Procedures (Apr. 19, 2013)

[± Anheuser-Busch InBev, Press Release, Anheuser-Busch InBev Completes Combination with Grupo Modelo (June 4, 2013)]

Unopposed Motion to Approve the Appointment of William E. Berlin as Monitoring Trustee (June 21, 2013)

Memorandum of Points and Authorities in Support of Unopposed Motion to Approve the Appointment of William E. Berlin as Monitoring Trustee (June 21, 2013)

Declaration of Michelle R. Seltzer (June 21, 2013)

Exhibit A of Declaration of Michelle R. Seltzer (June 21, 2013)

Order (June 26, 2013) (approving trustee)

United States's Unopposed Motion and Supporting Memorandum for Authorization to Excuse Federal Register Publication of Comments and Attachments (Aug. 1, 2013)

Order (Aug. 5, 2013) (granting motion)

Plaintiff United States’s Response to Public Comments (Sept. 13, 2013)

± Public comments

Plaintiff United States of America's Motion and Memorandum for Entry of the Proposed Final Judgment (Sept. 25, 2013)

[Proposed] Final Judgment (Sept. 25, 2013)

Exhibit A: Stock Purchase Agreement Between Anheuser-Busch InBEV SA/NV and Constellation Brands, Inc.) (Sept. 25, 2013) (redacted public version)
Exhibit B:
Exhibit C:
Exhibit D: Redacted

Certificate of Compliance with Provisions of the Antitrust Procedures and Penalties Act (Sept. 25, 2013)

Final Judgment (Oct. 24, 2013)

± DOJ web page

AB Inbev/Grupo Modelo
(private 2013)

Complaint for Injunctive Relief to Prohibit the Acquisition of Grupo Modelo by Anheuser-Busch InBEV as a Violation of Section 7 of the Clayton Antitrust Act 15 U.S.C. § 1, Edstrom v. Anheuser-Busch InBEV SA/NV, No. 3:13-cv-01309-MMC (N.D. Cal. filed Mar. 22, 2013)

Docket sheet (downloaded Apr. 15, 2014)

First Amended Complaint for Injunctive Relief to Prohibit the Acquisition of Grupo Modelo by Anheuse-Bbusch InBEV As a Violation of the Clayton Antitrust Act, 15 U.S.C. §18 , and to Prevent Price Fixing In Violation of Section 1 of the Sherman Antitrust Act, 15 U.S.C. § 1 (Apr. 17, 2013)

Notice of Motion and Motion for Temporary Restraining Order and Order to Show Cause Why a Preliminary Injunction Should Not Issue to Prohibit the Acquisition of Grupo Modelo by Anheuser-Busch InBEV as a Violation of Section 7 of the Clayton Antitrust Act 15 U.S.C. § 18, Memorandum of Points and Authorities (June 3, 2013)

Joint Notice to Court Regarding Temporary Restraining Order (June 4, 2013) (notifying court that transaction already had closed)

Defendants ABI's and Modelo’s Opposition to Plaintiffs’ Motion and Application for a Temporary Restraining Order and Order to Show Cause Why a Preliminary Injunction Should Not Issue (June 4, 2013)

Brief of Constellation Brands, Inc., in Opposition to Plaintiffs’ Motion for Temporary Restraining Order (June 4, 2013)

Order Denying Plaintiffs’ Motion for Temporary Restraining Order (June 5, 2013)

Notice of Motion and Motion, and Memorandum of Points and Authorities in Support of Defendants ABI's and Modelo’s Motion to Dismiss Plaintiffs’ First Amended Complaint (June 3, 2013)

Defendant Constellation Brands Inc.'s Motion to Dismiss Plaintiffs' Section 1 Claim for Failure to State a Cause of Action upon which Relief May be Granted and Memorandum in Support (June 3, 2013)

Second Amended Supplemental Complaint for Injunctive Relief to Prohibit the Acquisition of Grupo Modelo by Anheuser-Busch InBEV as a Violation of Section 7 of the Clayton Antitrust Act, 15 U.S.C § 18, to Prevent Price Fixing In Violation of Section 1 of the Sherman Antitrust Act, 15 U.S.C. § 1, and, in the Alternative, for Divestiture and Damages and Demand for Jury Trial (June 25, 2013)

Notice of Motion and Motion, and Memorandum of Points and Authorities in Support of Defendants ABI's and Modelo’s Motion to Dismiss Plaintiffs’ Second Amended and Supplemental Complaint (June 28, 2013)

Plaintiffs’ Consolidated Opposition to Defendants’ Motions to Dismiss and Memorandum of Law in Support Thereof (July 15, 2013)

Reply Memorandum of Points and Authorities in Support of Defendants ABI's and Modelo’s Motion to Dismiss Plaintiffs’ Second Amended and Supplemental Complaint (July 22, 2013)

Defendant Constellation Brands, Inc.’s Motion to Dismiss Plaintiffs’ Second Amended and Supplemental Complaint for Failure to State a Claim upon which Relief Can Be Granted and Memorandum In Support (June 28, 2013)

Plaintiffs’ Consolidated Opposition to Defendants’ Motions to Dismiss and Memorandum of Law in Support Thereof (July 15, 2013)

Defendant Constellation Brands, Inc.’s Reply Memorandum in Support of its Motion to Dismiss Plaintiffs’ Second Amended and Supplemental Complaint for Failure to State a Claim upon which Relief Can Be Granted (July 22, 2013)

Plaintiffs’ Notice of Motion and Motion for Injunction Seeking “Hold Separate” Order and Memorandum of Points and Authorities (June 28, 2013)

Defendants ABI’s and Modelo’s Opposition to Plaintiffs’ Motion for Injunction Seeking “Hold Separate” Order (July 12, 2013)

Defendant Constellation Brands, Inc.’s Opposition to Motion for Injunction Seeking “Hold Separate” Order (July 12, 2013)

Plaintiffs’ Consolidated Reply Memorandum in Support of Motion for Injunction Seeking “Hold Separate” Order (July 19, 2013)

Order Granting Defendants’ Motions to Dismiss; Denying Plaintiffs’ Motion for Preliminary Injunction (Sept. 13, 2013)