Antitrust Law Daily Wrap Up, ACQUISITIONS & MERGERS NEWS: Pharmaceutical companies settle FTC’s anticompetitive concerns, agree to divestiture, (Sep 25, 2015)

By Greg Hammond, J.D.

Endo International plc and Par Pharmaceuticals, Inc. have settled FTC claims that Endo’s proposed $8 billion acquisition of Par would likely be anticompetitive. Under the terms of the settlement, the two pharmaceutical companies have agreed to divest Endo’s rights and assets to generic glycopyrrolate and methimazole tablets (In the Matter of Endo International PLC, File No. 151 0137, Dkt. C-4539).

The Commission alleges that the acquisition could substantially lessen competition in violation of Section 7 of the Clayton Act and Section 5 of the FTC Act by eliminating actual, direct, and substantial competition between Endo and Par and reducing the number of independent significant competitors in the generic glycopyrrolate and methimazole tablet markets. Specifically, the FTC claims that the acquisition would increase the likelihood that: (1) Endo would be able to unilaterally exercise market power in these markets; (2) the remaining competitors would engage in coordinated interaction between or among each other; and (3) customers would be forced to pay higher prices.

The two companies have agreed to divest Endo’s rights and assets to generic glycopyrrolate and methimazole tablets to Rising Pharmaceuticals, Inc. within 10 days after the acquisition is completed. Until then, Endo is required to maintain the full economic viability, marketability, and competitiveness of each of the divesture product businesses.

The consent agreement package will be published shortly in the Federal Register, according to the Commission, and is subject to a 30 day public comment period, ending October 28, 2015. Comments may be submitted electronically here.

Attorneys: Clifford H. Aronson (Skadden, Arps, Slate, Meagher & Flom LLP) for Endo International PLC. James R. Weiss, Jr., FTC.

Companies: Endo International plc; Par Pharmaceutical Holdings, Inc.; Rising Pharmaceuticals, Inc.

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