Federal Register / Vol. 62, No. 184 / Tuesday, September 23, 1997 / Notices 49687

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Federal Communications Commission.

Shirley Suggs,

Chief, Publications Branch.

[FR Doc. 97–25325 Filed 9-19-97; 2:54 pm]

BILLING CODE 6712–01–F

FEDERAL TRADE COMMISSION

[File No. 971–0093]

Jitney-Jungle Stores of America, Inc.;

Bruckmann, Rosser, Sherrill & Co.,

L.P.; Delta Acquisition Corp.;

Delchamps, Inc.; Analysis To Aid

Public Comment

AGENCY: Federal Trade Commission.

ACTION: Proposed consent agreement.

SUMMARY: The consent agreement in this

matter settles alleged violations of

federal law prohibiting unfair or

deceptive acts or practices or unfair

methods of competition. The attached

Analysis to Aid Public Comment

describes both the allegations in the

draft complaint that accompanies the

consent agreement and the terms of the

consent order—embodied in the consent

agreement—that would settle these

allegations.

DATES: Comments must be received on

or before November 24, 1997.

ADDRESSES: Comments should be

directed to: FTC/Office of the Secretary,

Room 159, 6th St. and Pa. Ave. NW,

Washington, DC 20580.

FOR FURTHER INFORMATION CONTACT:

George S. Cary, Federal Trade

Commission, H–374, 6th St. and

Pennsylvania Ave. NW, Washington, DC

20580, (202) 326–3741. Phillip L.

Broyles, Federal Trade Commission, S–

2105, 6th St. and Pennsylvania Ave.

NW, Washington, DC 20580. (202) 326–

2805.

SUPPLEMENTARY INFORMATION: Pursuant

to section 6(f) of the Federal Trade

Commission Act, 38 Stat. 721, 15 U.S.C.

46, and § 2.34 of the Commission’s rules

of practice (16 CFR 2.34), notice is

hereby given that the above-captioned

consent agreement containing a consent

order to cease and desist, having been

filed with and accepted, subject to final

approval, by the Commission, has been

placed on the public record for a period

of sixty (60) days. The following

Analysis to Aid Public Comment

describes the terms of the consent

agreement, and the allegations in the

accompanying complaint. An electronic

copy of the full text of the consent

agreement package can be obtained from

the Commission Actions section of the

FTC Home Page (for September 12,

1997), on the World Wide Web, at

‘‘http://www.ftc.gov/os/actions97.htm.’’

A paper copy can be obtained from the

FTC Public Reference Room, Room H–

130, Sixth Street and Pennsylvania

Avenue, NW, Washington, DC 20580,

either in person or by calling (202) 326–

3627. Public comment is invited. Such

comments or views will be considered

by the Commission and will be available

for inspection and copying at its

principal office in accordance with

§ 4.9(b)(6)(ii) of the Commission’s rules

of practice (16 CFR 4.9(b)(6)(ii)).

Analysis of Proposed Consent Order To

Aid Public Comment

I. Introduction

The Federal Trade Commission

(‘‘Commission’’) has accepted for public

comment from Jitney-Jungle Stores of

America, Inc. (‘‘Jitney-Jungle’’),

Bruckmann, Rosser, Sherrill & Co., L.P.

(‘‘Bruckmann’’), Delta Acquisition

Corporation (‘‘Delta’’), and Delchamps,

Inc. (‘‘Delchamps’’) (collectively ‘‘the

proposed Respondents’’) an Agreement

Containing Consent Order (‘‘the

proposed consent order’’). Bruckmann

owns a majority of the voting securities

of Jitney-Jungle, and Delta is whollyowned subsidiary of Jitney-Jungle. The

proposed consent order is designed to

remedy likely anticompetitive effects

arising from Jitney-Jungle and Delta’s

proposed acquisition of the outstanding

shares of Delchamps.

II. Description of the Parties and the

Acquisition

Jitney-Jungle, which is headquartered

in Jackson, Mississippi, is one of the

leading supermarket chains in the

Southeast. Jitney-Jungle operates 105

supermarkets in the states of Alabama,

Arkansas, Louisiana, Mississippi,

Florida, and Tennessee. The company is

the largest supermarket operator in

Mississippi with 72 stores. The

company operates under three formats:

(1) 78 conventional supermarkets under

the ‘‘Jitney-Jungle’’ trade name; (2) 23

discount supermarkets under the ‘‘Sack

and Save,’’ ‘‘Mega Market,’’ and ‘‘Mega

Pantry’’ trade names; and (3) four

premium supermarkets under the

‘‘Jitney Premier’’ trade name. JitneyJungle has sales of approximately $1.13

billion at its supermarkets, and total

sales of $1.28 billion, in its 1997 fiscal

year. The ultimate parent entity of

Jitney-Jungle is Bruckmann, which

owns a majority of the voting securities

of Jitney-Jungle.

Delchamps, which is headquartered

in Mobile, Alabama, is another leading

supermarket chain in the Southeast.

Delchamps operates a total of 118

conventional supermarkets under the

‘‘Delchamps’’ trade name. Delchamps’

supermarkets are located in Alabama,

Florida, Louisiana, and Mississippi. In

addition, the company operates ten

liquor stores in the state of Florida.

Louisiana, and Mississippi. In addition,

the company operates ten liquor stores

in the state of Florida. Delchamps had

sales of approximately $1.08 billion at

its supermarkets, and total sales of $1.1

billion, in its 1997 fiscal year.

On or about July 8, 1997, Jitney-Jungle

and Delta, a wholly-owned subsidiary of

Jitney-Jungle, entered into a cash tender

offer agreement with Delchamps to

acquire all of the outstanding common

stock of Delchamps for $30 per share.

The total value of the proposed

acquisition is approximately $228

million.

III. The Complaint

The draft complaint accompanying

the proposed consent order alleges that

the acquisition, as well as the agreement

to enter into the acquisition, would

substantially lessen competition in

violation of section 7 of the Clayton Act,

as amended, 15 U.S.C. 18, and section

5 of the FTC Act, as amended, 15 U.S.C.

45.

According to the draft complaint, the

relevant line of commerce (i.e., the

product market) is the retail sale of food

and grocery items in supermarkets, and

Jitney-Jungle and Delchamps are direct

competitors. Stores other than
49688 Federal Register / Vol. 62, No. 184 / Tuesday, September 23, 1997 / Notices

supermarkets are not in the relevant

product market because they do not

have a significant price-constraining

effect on food and grocery products sold

at supermarkets. Most consumers

shopping for food and grocery products

at supermarkets are not likely to shop

elsewhere in response to a small price

increase by supermarkets. In addition,

supermarkets do not regularly pricecheck food and grocery products sold at

other types of stores and do not

typically change their food and grocery

prices in response to prices at other

types of stores.

Food stores other than supermarkets,

such as convenience stores, ‘‘mom &

pop’’ stores, and specialty food stores

(e.g., seafood markets, bakeries, etc.) are

not in the relevant product market

because they typically offer far fewer

items than the average supermarket and

charge higher prices for many of the

same or similar items. Other types of

stores that sell some food and grocery

products, such as large drug stores and

mass merchandisers, offer only a limited

number of items sold in the typical

supermarket. The small number of

membership club stores in the relevant

market, which offer only a limited

number of food and grocery products

primarily in bulk sizes, do not have a

significant effect on market

concentration.

Military commissaries are also not in

the relevant product market. Military

commissaries, which are not open to the

public, operate as supermarkets for

eligible military personnel and their

families with retail prices substantially

below the average retail prices at

supermarkets for the same or similar

items in the Gulfport-Biloxi area in

Mississippi, and in Pensacola, Florida.

Retail prices at military commissaries

are not advertised and are uniform

throughout the country based on the

actual cost of the item plus a nationwide

uniform surcharge determined by rules

established by the Secretary of Defense.

Retail prices at military commissaries

are not based on local market

conditions. Supermarkets do not pricecheck food and grocery products sold at

military commissaries and do not base

their prices on the retail prices at the

military commissaries.

According to the draft complaint, the

relevant sections of the country (i.e., the

geographic markets) in which to analyze

the acquisition of Delchamps by Jitney

and Delta are the following:

a. The Gulfport-Biloxi area of

Mississippi, which consists of the parts

of Hancock, Harrison, and Jackson

counties that include Waveland, Bay

Saint Louis, Pass Christian, Long Beach,

Gulfport, Biloxi, D’Iberville, and Ocean

Springs, and narrower markets

contained therein, including Waveland/

Bay Saint Louis, Gulfport, north

Gulfport, and Biloxi/D’Iberville.

b. Pensacola, Florida, and narrower

markets contained therein;

c. Hattiesburg, Mississippi, and the

area immediately west of Hattiesburg;

and

d. Vicksburg, Mississippi.

According to the draft compliant,

these markets are highly concentrated,

whether measured by the HerfindahlHirschman Index (commonly referred to

as ‘‘HHI’’) or by two-firm and four-firm

concentration ratios. The HHI is a

measurement of market concentration

calculated by summing the squares of

the individual market shares of all the

participants. The acquisition would

significantly increase the HHIs in each

of the already highly concentrated

markets.

According to the draft complaint,

entry into the retail sale of food and

grocery products in supermarkets in the

relevant sections of the country is

difficult and would not be timely,

likely, or sufficient to prevent

anticompetitive effects in the relevant

geographic markets.

Jitney-Jungle and Delta’s acquisition

of Delchamps may reduce competition

in these markets by eliminating the

direct competition between JitneyJungle and Delchamps, by increasing the

likelihood that Jitney-Jungle will

unilaterally exercise market power, or

by increasing the likelihood of, or

facilitating, collusion or coordinated

interaction among the remaining

competitors. Each of these effects

increases the likelihood that the prices

of food, groceries or services will

increase, and the quality and selection

of food, groceries or services will

decrease, in the relevant sections of the

country.

IV. Terms of the Proposed Consent

Order

The proposed consent order attempts

to remedy the Commission’s

competitive concerns about the

acquisition. Under the terms of the

proposed consent order, the proposed

Respondents must divest the ten

supermarkets listed below—five JitneyJungle owned and operated stores (four

of which are ‘‘Jitney-Jungle’’ stores and

one is a ‘‘Sack & Save’’ store) and five

Delchamps—to Supervalu Holdings,

Inc., a wholly-owned subsidiary of

Supervalu, Inc. (collectively

‘‘Supervalu’’), within either one month

after the date on which the proposed

consent order becomes final, or five

months after the acceptance of the

proposed consent order for public

comment, whichever is later, or to

another acquirer that receives the prior

approval of the Commission within

three months after the proposed consent

order becomes final. A sale to Supervalu

by the proposed Respondents must be in

accordance with the agreement between

Supervalu and Jitney-Jungle dated

August 29, 1997, and all subsequent

amendments thereto.

If the proposed Respondents divest

the ten listed supermarkets to Supervalu

within three months of the date on

which the proposed consent order

becomes final, Supervalu may sell any

of these supermarkets to either R&M

Foods, Inc. (‘‘R&M Foods’’) or Southeast

Foods, Inc. (‘‘Southeast Foods’’). R&M

Foods currently operates 18

supermarkets, and Southeast Foods

currently operates 21 supermarkets. If

Supervalu does not sell the ten listed

supermarkets to either R&M Foods or

Southeast Foods within three months of

the date on which the proposed consent

order becomes final, Supervalu cannot

sell the ten listed supermarkets to

anyone without the prior approval of

the Commission.

Five of the ten supermarkets to be

divested are located in the GulfportBiloxi area; two are located in

Pensacola, Florida; two are located in

Hattiesburg, Mississippi; and one is

located in Vicksburg, Mississippi. If the

proposed Respondents fail to satisfy any

of the divestiture provisions, the

Commission may appoint a trustee to

divest supermarkets to satisfy the terms

of the proposed consent order. The ten

supermarkets to be divested are:

1. The following supermarket located

in Hancock County, Mississippi:

a. Delchamps store no. 64 operating

under the ‘‘Delchamps’’ trade name,

which is located at Choctaw Plaza

Shopping Center, 318 Highway 90,

Waveland, MS 39576;

2. The following supermarkets located

in Harrison County, Mississippi:

a. Jitney-Jungle store no. 33 operating

under the ‘‘Jitney-Jungle’’ trade name,

which is located at 917 Division St.,

Biloxi, MS 39530;

b. Jitney-Jungle store no. 32 operating

under the ‘‘Jitney-Jungle’’ trade name,

which is located at 1225 Pass Road,

Gulfport, MS 39501;

c. Jitney-Jungle store no. 42 operating

under the ‘‘Jitney-Jungle’’ trade name,

which is located at Handsboro Square

Shopping Center, 1345 East Pass Road,

Gulfport, MS 39501; and

d. Delchamps store no. 364 operating

under the ‘‘Delchamps’’ trade name,

which is located at 11240-A Highway 49

North, Gulfport, MS 39503;

3. The following supermarkets located

in Escambia County, Florida:
Federal Register / Vol. 62, No. 184 / Tuesday, September 23, 1997 / Notices 49689

a. Jitney-Jungle store no. 54 operating

under the ‘‘Jitney-Jungle’’ trade name,

which is located at 4081-A East Olive

Road, Pensacola, FL 32514.

b. Jitney-Jungle store no. 52 operating

under the ‘‘Sack & Save’’ trade name,

which is located at Brent Oaks Mall,

East Brent Lane, Pensacola, FL 32503.

4. The following supermarket located

in Lamar County, Mississippi:

a. Delchamps store no. 67 operating

under the ‘‘Delchamps’’ trade name,

which is located at Oak Grove Plaza

Shopping Center, 4600 West Hardy

Street, Hattiesburg, MS 39401.

5. The following supermarket located

in Forrest County, Mississippi:

a. Delchamps store no. 9 operating

under the ‘‘Delchamps’’ trade name,

which is located at 601 Broadway

Street, Hattiesburg, MS 39401.

6. The following supermarket located

in Warren County, Mississippi:

a. Delchamps store no. 115 operating

under the ‘‘Delchamps’’ trade name,

which is located at Delchamps Plaza,

3046–D Indiana Avenue, Vicksburg, MS

39180.

For a period of ten years from the date

the proposed consent order becomes

final, the proposed Respondents are

prohibited from acquiring, without prior

notice to the Commission, supermarket

assets located in, or any interest (such

as stock) in any entity that owns or

operates a supermarket located in

Hancock, Harrison, Jackson, Lamar,

Forrest, and Warren counties in

Mississippi, and Escambia County,

Florida. This provision does not prevent

the proposed Respondents from

constructing new supermarket facilities

on their own; nor does it prevent the

proposed Respondents from leasing

facilities not operated as supermarkets

within the previous six months.

For a period of ten years, the

proposed consent order also prohibits

the proposed Respondents from entering

into or enforcing any agreement that

restricts the ability of any person that

acquires any supermarket, any leasehold

interest in any supermarket, or any

interest in any retail location used as a

supermarket on or after July 1, 1997, to

operate a supermarket at that site if such

supermarket was formerly owned or

operated by the proposed Respondents

in Hancock, Harrison, Jackson, Lamar,

Forrest, and Warren counties in

Mississippi, and Escambia County,

Florida. In addition, the proposed

Respondents may not remove any

equipment from a supermarket they

own or operate prior to a sale, sublease,

assignment, or change in occupancy,

except in the ordinary course of

business, or except as part of any

negotiation for a sale, sublease,

assignment, or change in occupancy of

such supermarket.

The proposed Respondents are

required to provide to the Commission

a report of compliance with the

proposed consent order within sixty

(60) days following the date the

proposed consent order becomes final,

every sixty (60) days thereafter until the

divestitures are completed, and

annually for a period of ten years.

The proposed Respondents also

entered into an Asset Maintenance

Agreement. Under the terms of the Asset

Maintenance Agreement, from the time

Jitney-Jungle acquires the outstanding

stock of Delchamps until the

divestitures have been completed, the

proposed Respondents must maintain

their viability, competitiveness and

marketability, and must not cause their

wasting or deterioration, and cannot

sell, transfer, or otherwise impair their

marketability or viability. The Asset

Maintenance Agreement specifies these

obligations in detail.

V. Opportunity for Public Comment

The proposed consent order has been

placed on the public record for sixty

(60) days for receipt of comments by

interested persons. Comments received

during this period will become part of

the public record. After sixty days, the

Commission will again review the

agreement and the comments received

and will decide whether it should

withdraw from the agreement or make

final the agreement’s proposed consent

order.

By accepting the proposed consent

order subject to final approval, the

Commission anticipates that the

competitive problems alleged in the

complaint will be resolved. The purpose

of this analysis is to invite public

comment on the proposed consent

order, including the proposed sale of

supermarkets to Supervalu, R&M Foods,

and Southeast Foods, to aid the

Commission in its determination of

whether it should make final the

proposed consent order contained in the

agreement. This analysis is not intended

to constitute an official interpretation of

the agreement and proposed consent

order, nor is it intended to modify the

terms of the agreement and proposed

consent order in any way.

Donald S. Clark,

Secretary.

[FR Doc. 97–25185 Filed 9–22–97; 8:45 am]

BILLING CODE 6750–01–M

GENERAL SERVICES

ADMINISTRATION

Privacy Act of 1974; System of

Records

AGENCY: Notice of a revised record

system subject to the Privacy Act of

1994.

SUMMARY: This document gives notice,

under the Privacy Act of 1994, 5 U.S.C.

552a, of GSA’s proposal to revise a

record system maintained by GSA.

GSA proposes to revise the record

system, Payroll Information Processing

System, PPFM–9, to reflect that GSA

plans to disclose data to: (1) The Office

of Child Support Enforcement,

Administration for Children and

Families, Department of Health and

Human Services Federal Parent Locator

System (FPLS) and Federal Tax Offset

System for use in locating individuals

and identifying their income sources to

establish paternity, establish and modify

orders of support and for enforcement

action; (2) the Social Security

Administration for verifying social

security numbers in connection with the

operation of the FPLS by the Office of

Child Support Enforcement; and (3) the

Department of Treasury for purposes of

administering the Earned Income Tax

Credit Program (Section 32, Internal

Revenue Code of 1986) and verifying a

claim with respect to employment in a

tax return. A revised system report has

been filed with the Speaker of the

House, the President of the Senate, and

the Office of Management and Budget.

DATES: And interested party may submit

written comments concerning the

revision. Comments must be received on

or before the 30th day after GSA

publishes this notice. The system

becomes effective without further notice

on October 1, 1997. Unless comments

received would warrant a contrary

decision.

ADDRESES: Address comments to Denise

Johnson, Privacy Act Officer, General

Services Administration, 1800 F Street,

NW, (CAI), Washington, DC 20405.

FOR FURTHER INFORMATION CONTACT:

Denise W. Johnson, GSA Privacy Act

Officer (202) 501–1659.