Applied Antitrust Law

Dale Collins
NYU School of Law
Georgetown University Law Center

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Topical index
Case studies index

10. Market Definition

 

12. Nonhorizontal Mergers

 

 

11. Horizontal Mergers

 

Reading and class notes
Statutes and guidelines
Reference materials
Case studies

 
Primary Materials
Supplemental Materials

Reading and Class Notes

Reading and class notes

Unit 11 reading

Unilateral effects spreadsheet

Unit 11 class notes

 

Statutes and Guidelines

2010 Horizontal Merger Guidelines

Review

Section 6: Unilateral effects
Section 7: Coordinated effects
Section 8: Powerful buyers
Section 9: Entry
Section 10: Efficiencies
Section 11: Failure and Exiting Assets

 

FTC Act

± FTC Act § 5, 15 U.S.C. § 45

± FTC Act § 13(b), 15 U.S.C. § 53(b)

 

Seminal Cases

 

Brown Shoe Co. v. United States, 370 U.S. 294 (1962) (± Oyez)

See here for materials

 

United States v. Philadelphia Nat'l Bank, 374 U.S. 321 (1963) (± Oyez)

See here for materials

 

United States v. Alcoa (Rome Cable), 377 U.S. 271 (1964) (± Oyez)

See here for materials

 

United States v. Vons Grocery Co., 384 U.S. 270 (1966) (± Oyez)

See here for materials

 

United States v. Pabst Brewing Co., 384 U.S. 546 (1966) (± Oyez)

See here for materials

 

United States v. General Dynamics Corp., 415 U.S. 486 (1974) (± Oyez)

See here for materials

 

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

See here for materials

FTC v. Ardagh Group

Statements of the governing legal standards

Plaintiff’s Memorandum of Law in Support of its Motion for Preliminary Injunction, FTC v. Ardagh Group S.A., No. 1:13-CV-01021 (D.D.C. Aug. 28, 2013) (excerpts)

Defendants’ Memorandum of Law in Opposition to the Federal Trade Commission’s Motion for a Preliminary Injunction, FTC v. Ardagh Group S.A., No. 1:13-CV-01021 (D.D.C.  Sept. 18, 2013) (excerpts)

 

CCC/Mitchell

Acquisition

CCC Information Services Inc. & Mitchell International, Inc., Press Release, CCC Information Services and Mitchell International to Merge (Apr. 11, 2008)

See here for more case materials

Complaint

Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. CCC Holdings Inc., No. 1:08-cv-02043 (D.D.C. filed Nov. 26, 2008)

Fed. Trade Comm'n, New Release, FTC Launches Suit to Block Merger of CCC and Mitchell (Nov. 25, 2008)

Docket sheet (downloaded Mar. 17, 2012)

Opinion

Memorandum Opinion, FTC v. CCC Holdings Inc., No. 1:08-2043 (RMC) (D.D.C. Mar. 9, 2009) (public version filed Mar. 18, 2009) (reported as 605 F. Supp. 2d 26)

 
Dispoistion

Mitchell International, Inc., Press Release, CCC-Mitchell Mutually Agree to Terminate Merger (Mar. 11, 2009)

ORDER TO SHOW CAUSE. In light of the Defendants' public announcement indicating that they will not proceed with the merger, it is hereby ORDERED that the Federal Trade Commission shall show cause in writing, no later than April 9, 2009, why the Court should not close this case administratively. Signed by Judge Rosemary M. Collyer on 3/27/09. (lcrmc1) (Entered: 03/27/2009)

Response to Order to Show Cause, FTC v. CCC Holdings Inc., No. 1:08-2043 (RMC) (D.D.C. Apr. 8, 2009)

MINUTE ORDER discharging the Court's March 27, 2009 Order to Show Cause. This case is hereby CLOSED. Signed by Judge Rosemary M. Collyer on 10/5/09. (lcrmc1) (Entered: 10/05/2009)

 

Reference Materials

Generally
 
Coordinated effects

Theory

± Marc Ivaldi & Vicente Lagos, Assessment of Post]merger Coordinated Effects: Characterization by Simulations (Mar. 2016).

± Jonathan B. Baker, Mavericks, Mergers and Exclusion: Proving Coordinated Competitive Effects Under the Antitrust Laws, 77 N.Y.U.L. Rev. 135 (2002).

± Peter J. Davis & Cristian Huse, Estimating the ‘Coordinated Effects’ of Mergers (Jan. 2010).

± Matthew Olczak, Unilateral Versus Coordinated Effects: Comparing the Impact on Consumer Welfare of Alternative Merger Outcomes (CCP Working Paper 10-3, Oct. 2009).

Patrick DeGraba, Coordinated Effects and Standards of Proof: The Arch Coal Merger (2004), in The Antitrust Revolution 89 (John E. Kwoka, Jr. & Lawrence J. White eds., 5th ed. 2009).

Janusz A. Ordover, Coordinated Effects, in 2 Issues In Competition Law and Policy 1359 (ABA Section of Antitrust Law 2008).

Kai-Uwe Kuhn, The Coordinated Effects of Mergers in Differentiated Products Market (U. Mich. L. School Law & Economics Working Papers2004).

Empirical studies

± Nathan H. Miller & Matthew Weinberg, Mergers Facilitate Tacit Collusion: An Empirical Investigation of the Miller/Coors Joint Venture (Mar. 25, 2015).

Unilateral effects

Gregory J. Werden, Unilateral Competitive Effects of Horizontal Mergers I: Basic Concepts and Models, in 2 Issues In Competition Law and Policy 1319 (ABA Section
of Antitrust Law 2008).

Gregory J. Werden & Luke M. Froeb, Unilateral Competitive Effects of Horizontal Mergers II: Auctions and Bargaining, in 2 ISSUES IN COMPETITION LAW AND POLICY 1343 (ABA Section of Antitrust Law 2008).

Eliminating "mavericks"
 
 

 

Case Studies

CCC/Michell

CCC/Mitchel
(FTC 2008)

Acqusition

CCC Information Services Inc. & Mitchell International, Inc., Press Release, CCC Information Services and Mitchell International to Merge (Apr. 11, 2008)

Section 13(b) proceeding

Complaint

Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act, FTC v. CCC Holdings Inc., No. 1:08-cv-02043 (D.D.C. filed Nov. 26, 2008)

Fed. Trade Comm'n, New Release, FTC Launches Suit to Block Merger of CCC and Mitchell (Nov. 25, 2008)

Docket sheet (downloaded Mar. 17, 2012)

Protective Order (Dec. 9, 2008)

Motion for TRO and preliminary injunction

Plaintiff Federal Trade Commission's Memorandum In Support of Motion For Temporary Restraining Order and Preliminary Injunction (Nov. 26, 2008; public version filed Jan. 7, 2009)

Amended Pretrial Brief of CCC Holdings Inc. and Aurora Equity Partners III, L.P. in Opposition to Plaintiff’s Motion for Preliminary Injunction (Dec. 22, 2008; public version filed Jan. 6, 2009)

Plaintiff Federal Trade Commission's Reply In Support of Motion For Temporary Restraining Order and Preliminary Injunction (Dec. 24, 2008; public version filed Jan. 7, 2009) 

Scheduling

Transcript of Scheduling Conference (Dec. 3, 2008)

Answer

Answer of Defendant CCC Holdings Inc. to the Federal Trade Commission's Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act (Dec. 19, 2008)

Answer of Defendant Aurora Equity Partners III, L.P. to the Federal Trade Commission’s Complaint for Temporary Restraining Order and Preliminary Injunction Pursuant to Section 13(b) of the Federal Trade Commission Act (Dec. 19, 2008)

Pretrial filings

Plaintiff's Proposed Conclusions of Law (Feb. 2,2009)

Trial

 

Post-trial filings

Plaintiff's Post Hearing Brief (Feb. 10, 2009)

Defendants' Post-Trial Brief (Feb. 11, 2009)

Disposition

Memorandum Opinion, FTC v. CCC Holdings Inc., No. 1:08-2043 (RMC) (D.D.C. Mar. 9, 2009) (public version filed Mar. 18, 2009) (reported as 605 F. Supp. 2d 26)

Mitchell International, Inc., Press Release, CCC-Mitchell Mutually Agree to Terminate Merger (Mar. 11, 2009)

ORDER TO SHOW CAUSE. In light of the Defendants' public announcement indicating that they will not proceed with the merger, it is hereby ORDERED that the Federal Trade Commission shall show cause in writing, no later than April 9, 2009, why the Court should not close this case administratively. Signed by Judge Rosemary M. Collyer on 3/27/09. (lcrmc1) (Entered: 03/27/2009)

Response to Order to Show Cause, FTC v. CCC Holdings Inc., No. 1:08-2043 (RMC) (D.D.C. Apr. 8, 2009)

MINUTE ORDER discharging the Court's March 27, 2009 Order to Show Cause. This case is hereby CLOSED. Signed by Judge Rosemary M. Collyer on 10/5/09. (lcrmc1) (Entered: 10/05/2009)

Administrative proceeding

Complaint, In re CCC Holdings Inc., No. 9334 (FTC filed Nov. 25, 2008) (± news release)

± FTC docket page

Administrative Law Judge's Scheduling Order (Jan. 7, 2009)

Protective Order Governing Discovery Material (Jan. 7, 2009)

Joint Motion to Dismiss Complaint (Mar. 12, 2009)

Order Dismissing Complaint (Mar. 13, 2009)

 

Outomce

Mitchell International, Inc., Press Release, CCC-Mitchell Mutually Agree to Terminate Merger (Mar. 11, 2009)

Commentary

± J. Howard Beales III & Timothy J. Muris, Striking the Proper Balance: Redress Under Section 13(b) of the FTC Act, 79  Antitrust L.J. 1 (2014).

± Abigail Slater, CCC/Mitchell: Change or Continuity in FTC Merger Challenges, Threshold, Summer 2009, at 33.

± Darren Tucker, FTC Merger Enforcement after CCC/Mitchell: A Response to Slater, Threshold, Fall 2009.

 

10. Market Definition

12. Nonhorizontal Mergers