Antitrust Law Daily Wrap Up, ANTITRUST—DDC: U.S. Consent Decree Allowing Commercial Waste Collection Company Acquisition Approved, (Mar 6, 2013)

By Jeffrey May, J.D.

The federal district court in Washington, D.C. has approved a U.S. consent decree resolving Department of Justice Antitrust Division competition concerns over Star Atlantic Waste Holdings L.P.’s $1.9 billion acquisition of the U.S. solid waste activities of Veolia ES Solid Waste Inc. The consent decree required the parties to divest commercial waste collection or disposal assets in New Jersey and Georgia in order to resolve Antitrust Division allegations that the transaction as originally proposed would have resulted in higher prices for the collection of municipal solid waste from commercial businesses or the disposal of waste in these areas (U.S. v. Star Atlantic Waste Holdings, L.P., March 4, 2013, Roberts, R.).

In November 2012, the Justice Department filed in the federal district court in Washington, D.C. its challenge to the transaction, which was announced in July 2012. At the same time the complaint was filed, the government filed the proposed consent decree to resolve the allegations.

According to the government's complaint, Star Atlantic and Veolia were two of only a few significant firms providing commercial waste collection or municipal solid waste disposal services in the geographic areas of northern New Jersey, central Georgia, and Macon, Georgia. The proposed acquisition would have eliminated a major competitor in each of these areas and resulted in higher prices and poorer service for consumers, the government contended.

Under the terms of the consent decree, the companies agreed to divest three specified transfer stations in northern New Jersey; a landfill and two transfer stations in central Georgia; and three commercial waste collection routes in the Macon metropolitan area. Each asset to be divested is currently owned by Veolia. To maximize the potential operational effectiveness of each purchaser of the divestiture assets, Star Atlantic and Veolia were required to divest to a single buyer the three transfer stations in northern New Jersey. Likewise, they had to divest to a single purchaser the designated Georgia transfer stations and landfill and the specified commercial waste routes in the Macon metropolitan area.

Antitrust Procedures and Penalties Act requirement. The Antitrust Procedures and Penalties Act requires a 60-day period for the submission of public comments on a proposed consent decree, such as this one. The public comment period ended on January 26, 2013, and the government received no public comments. On February 14, the Justice Department filed its motion for entry of the consent decree.

This is Case 1:12-cv-01847-RWR.

Attorneys: Michael K. Hammaker, Department of Justice, for plaintiff. James W. Lowe (Wilmer Cutler Pickering Hale and Dorr LLP) for Star Atlantic Waste Holdings, L.P. David Laing (Crowell & Moring) for Veolia Environnement S.A.

Companies: Star Atlantic Waste Holdings, L.P.; Veolia Environnement S.A.

Cases: Antitrust AntitrustDivisionNews