5418 Federal Register / Vol. 62, No. 24 / Wednesday, February 5, 1997 / Notices

consent order from Nationwide

Syndications, Inc., a corporation, and

Thomas W. Karon, individually and as

an officer of Nationwide Syndications,

Inc.

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 (60) days,

the Commission will again review the

agreement and the comments received

and will decide whether it should

withdraw from the agreement and take

other appropriate action, or make final

the proposed order contained in the

agreement.

This matter concerns the proposed

respondents’ advertisements for

NightSafe Glasses. The Commission’s

proposed complaint alleges that the

advertisements expressly or impliedly

claim that NightSafe Glasses will make

night driving safer, improve night

vision, and that laboratory tests prove

that NightSafe Glasses improve night

vision. These claims are alleged to

violate section 5 of the Federal Trade

Commission Act, 15 U.S.C. 45, because

they are false and the proposed

respondents did not possess adequate

substantiation for the claims at the time

they were made.

Part I of the proposed consent order

prohibits the proposed respondents

from representing, directly or by

implication, that NightSafe Glasses or

any substantially similar product, makes

night driving safe or safer or improves

night vision. Part II of the proposed

order prohibits proposed respondents

from representing, directly or by

implication, the efficacy, performance,

safety, or benefits of NightSafe Glasses

or any substantially similar product,

unless such representation is true and,

at the time of making such

representation, respondents possess and

rely upon competent and reliable

scientific evidence. Part III of the

proposed order prohibits the proposed

respondents from representing, directly

or by implication, the existence,

contents, validity, results, conclusions,

or interpretations of any test or study.

Part IV of the proposed order prohibits

the proposed respondents from using

the name ‘‘NightSafe,’’ or any other

name, in a manner that represents,

directly or by implication, that such

product makes night driving safe or

safer. Part V of the proposed order

requires the proposed respondents to

pay $125,000 for consumer redress. Part

VI of the proposed order requires the

respondents to provide to the

Commission the names and addresses of

all of the purchasers of NightSafe

Glasses whose names and addresses are

in the possession of or can reasonably

be obtained from the agents involved in

fulfilling orders on behalf of Nationwide

Syndications, Inc., and permits the

Commission to provide the purchasers

of NightSafe Glasses with safety

information contained in an appendix to

the proposed order.

The remaining parts of the consent

order require proposed respondents to

maintain all materials relied upon in

disseminating any representation

covered by the proposed consent order,

to deliver a copy of the proposed order

to all current and future officers, agents,

representatives, and employees who are

engaged in the preparation or placement

of advertisements, promotional

materials, product labels or other such

sales materials covered by the proposed

consent order, to notify the Commission

of any changes in the structure of the

proposed corporate respondents or the

employment of the proposed individual

respondent, for each proposed

respondent to file a written report with

the Commission setting forth in detail

how it complied with the order, and for

the order to terminate twenty years from

the date of its issuance, absent the filing

of a complaint or consent decree

alleging that the order has been violated.

The purpose of this analysis is to

facilitate public comment of the

proposed order. It is not intended to

constitute an official interpretation of

the agreement and proposed order or to

modify in any way their terms.

Donald S. Clark,

Secretary.

[FR Doc. 97–2811 Filed 2–4–97; 8:45 am]

BILLING CODE 6750–01–P

[File No. 971–0024]

Tenet Healthcare Corp.; Analysis to

Aid Public Comment

AGENCY: Federal Trade Commission.

ACTION: Proposed consent agreement.

SUMMARY: In settlement of alleged

violations of federal law prohibiting

unfair or deceptive acts or practices and

unfair methods of competition, this

consent agreement, accepted subject to

final Commission approval, would

require, among other things, the forprofit general acute care hospital chain

to divest a hospital, and related assets,

in San Luis Obispo County, California

that it will acquire as part of its

proposed acquisition of OrNda

Healthcorp. The complaint

accompanying the consent agreement

alleges that Tenet’s acquisition of OrNda

would deny the benefits of free and

open competition—lower prices and

better quality of service—to patients,

physicians, third-party payers, and

other consumers of inpatient acute care

hospital services in that county.

DATES: Comments must be received on

or before April 7, 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:

William J. Baer, Federal Trade

Commission, H–374, 6th and

Pennsylvania Ave, NW, Washington, DC

20580. (202) 326–2932. Mark Whitener,

Federal Trade Commission, H–374, 6th

and Pennsylvania Ave, NW,

Washington, DC 20580. (202) 326–2845.

Robert Leibenluft, Federal Trade

Commission, S–3115, 6th and

Pennsylvania Ave, NW, Washington, DC

20580. (202) 326–3688.

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 January 29, 1997),

on the World Wide Web, at ‘‘http://

www.ftc.gov/os/actions/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

The Federal Trade Commission has

accepted, subject to final approval, a

proposed consent order from Tenet

Healthcare Corp. (‘‘Tenet’’), to resolve

antitrust concerns raised by Tenet’s

proposed acquisition of OrNda

Healthcorp (‘‘OrNda’’). Tenet would be

required to divest, among other things,
Federal Register / Vol. 62, No. 24 / Wednesday, February 5, 1997 / Notices 5419

OrNda’s French Hospital and Medical

Center in San Luis Obispo, California

(‘‘French’’), and OrNda’s interests in

Monarch Health Systems, an integrated

health care delivery system in the San

Luis Obispo area. Tenet has also agreed

to hold French, the Monarch interests,

and some additional assets separate

from Tenet’s other assets, pending the

required divestitures.

The proposed consent order has been

placed on the public record for sixty

(60) days for reception of comments by

interested persons. Comments received

during this period will become part of

the public record. After sixty (60) 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 order.

The Commission’s Complaint

The proposed consent order would

settle charges by the Federal Trade

Commission that Tenet’s proposed

acquisition of OrNda Healthcorp would

endanger competition in the market for

inpatient acute care hospital services in

San Luis Obispo County, California, and

so would violate section 7 of the

Clayton Act and section 5 of the Federal

Trade Commission Act. This matter

involves the same market, and the same

principal hospitals, as were at issue in

a previous Commission hospital merger

case, American Medical International,

Inc., 104 F.T.C. 1, 617 (1984), which

resulted in the divestiture of French.

Tenet operates over 75 acute care

hospitals nationwide. In San Luis

Obispo County, Tenet operates two

acute care hospitals, 195-bed Sierra

Vista Regional Medical Center (‘‘Sierra

Vista’’) in the city of San Luis Obispo,

and 84-bed Twin Cities Community

Hospital (‘‘Twin Cities’’) in Templeton

about 22 miles to the north of San Luis

Obispo. OrNda operates over 50 acute

care hospitals nationwide, including

147-bed French Hospital Medical Center

in the city of San Luis Obispo. OrNda

also operates 70-bed Valley Community

Hospital in Santa Maria, in northern

Santa Barbara County about 30 miles

south of the city of San Luis Obispo.

The complaint alleges that Tenet and

OrNda are the two leading competitors,

out of only four providers, of acute care

hospital services in San Luis Obispo

County, California. It further alleges that

Tenet’s main hospital in the area, Sierra

Vista, and OrNda’s French hospital,

offer broader service complements than

any of the other hospitals in the county,

and are each other’s principal and most

direct competitor.

The complaint identifies 79-bed

Arroyo Grande Community Hospital in

southern San Luis Obispo County, and

county-owned 64-bed San Luis Obispo

General Hospital (‘‘SLO General’’) in the

city of San Luis Obispo, as the only

acute care hospitals in San Luis Obispo

County that would not be owned by

Tenet after the acquisition of OrNda.

The complaint further alleges that SLO

General’s long-term competitive

prospects are clouded by its need for

major capital improvements, including

construction required to bring the

hospital into compliance with stringent

new state earthquake safety standards.

As stated in the complaint, the

proposed acquisition would eliminate

competition between Tenet and OrNda,

and significantly increase the already

high level of concentration for inpatient

acute care hospital services in San Luis

Obispo County. The complaint also

alleges that the proposed merger would

increase the market share of Tenet,

already the leading provider of inpatient

acute care hospital services in the TriCities area, to over 71%, an increase of

at least 17% above its existing market

share. The complaint further alleges

that, as measured by the HerfindahlHirschman Index (‘‘HHI’’), market

concentration would increase more than

2000 points to a post-acquisition level of

over 5000. The HHI is a measure of

market concentration used by the

Federal antitrust enforcement agencies

to estimate, in conjunction with

information on other market factors, the

likelihood that a merger would

endanger competition. As explained in

the 1992 Merger Guidelines, the Federal

antitrust enforcement agencies consider

markets with HHI levels above 1800 (on

a scale of 0 to 10,000) to be ‘‘highly

concentrated,’’ and, where the postmerger HHI would exceed 1800,

presume that a merger producing an

increase in the HHI of more than 100

points is likely to significantly lessen

competition (unless factors other than

market concentration indicate that the

merger presents no significant threat to

competition).

According to the complaint, it is

unlikely that entry into San Luis Obispo

County by a new acute care hospital

will prevent or remedy any

anticompetitive price increases or other

effects resulting from the acquisition.

This is due to, among other factors, the

lengthy lead times required to build

new hospitals in the relevant market,

such as those required by California’s

requirements for advance review of

hospital building plans.

The complaint alleges that the

proposed acquisition may: substantially

lessen competition for inpatient acute

care hospital services in San Luis

Obispo County; result in less favorable

prices and other terms for health plans

that contract for such services in the

county; increase the possibility of

collusion or interdependent

coordination by the remaining market

competitors; deny patients, physicians,

third-party payers, and other consumers

of inpatient acute care hospital services,

the benefits of free and open

competition based on price, quality, and

service; and deny the opportunity for

the San Luis Obispo County government

to purchase, on competitive terms, the

hospital care it must provide to certain

indigent County residents, as a

potentially less costly alternative to

providing those services at SLO General.

The Proposed Consent and Hold

Separate Agreements

The consent order, if issued in final

form by the Commission, would require

Tenet to divest French and related

OrNda assets, after Tenet acquires

OrNda. These assets include, among

others, OrNda’s interests in a surgery

center, two urgent care centers, and two

medical office buildings in San Luis

Obispo County.

Tenet would also be required to divest

OrNda’s holdings of about one-third of

the stock of, and also a short-term loan

agreement with, Monarch Health

Systems (‘‘Monarch’). Monarch is an

integrated health delivery system,

operating in San Luis Obispo and Santa

Barbara Counties. Monarch has a longterm exclusive contract with French,

through which French receives a large

percentage of its patients. As part of the

Agreement to Hold Separate

accompanying the proposed order,

Tenet has agreed—effective

immediately—to place OrNda’s stock in

Monarch into a voting trust, and take

other measures designed to prevent

Tenet from exercising influence or

control over Monarch, pending

divestiture of the Monarch stock and

loan agreement. These measures are to

prevent Tenet from using the Monarch

stock and loan agreement to damage

French’s business relationship with

Monarch, and thereby lessen French’s

competitiveness and viability.

Under the terms of the proposed

order, Tenet must make the foregoing

divestitures to an acquirer, and in a

manner, approved by the Commission.

(However, Tenet may divest the

Monarch stock to someone other than

the purchaser of French, and if Monarch

is bought in its entirety by a third party,

Tenet need not obtain prior approval to

divest its Monarch stock to Monarch’s

new owner.) The approval requirement

allows the Commission to make sure

that Tenet’s divestitures fulfill their

purpose, of ensuring the continuation of
5420 Federal Register / Vol. 62, No. 24 / Wednesday, February 5, 1997 / Notices

French as an ongoing, independent, and

viable acute care hospital, and

remedying the lessening of competition

resulting from Tenet’s acquisition of

OrNda.

The divestitures must be completed

by August 1, 1997; otherwise, Tenet will

consent to the appointment of a trustee,

who will have twelve additional months

to effect the divestitures. If Tenet does

not complete a Commission-approved

divestiture of French by August 1, 1997,

the Commission may appoint a trustee

to complete that divestiture. The trustee

may divest not only French and related

assets, but also OrNda’s Valley

Community Hospital in Santa Maria,

south of San Luis Obispo County, and

certain assets relating to Valley, if the

additional hospital and assets turn out

to be necessary for a successful

divestiture of French.

The Agreement to Hold Separate

executed in conjunction with the

consent agreement requires Tenet,

effective immediately, to maintain

French, Valley, the Monarch stock and

loan agreement, and related assets

separate from Tenet’s other operations

until the completion of the divestitures,

or as otherwise specified. The

Agreement to Hold Separate also

requires Tenet to comply with the

provisions of the proposed consent

order, pending its final approval by the

Commission.

To assure the complete independence

and viability of French and Valley

hospitals, and related assets, the Hold

Separate Agreement requires Tenet to

transfer control of those assets to a

three-member board (only one of whom

will be a Tenet employee), and to ensure

that no competitive information is

exchanged between Tenet and those

assets. (The Hold Separate Agreement’s

provisions relating to the Monarch stock

have been described above.) Under the

Hold Separate Agreement, Tenet may

not exercise any direction, control, or

influence over the assets to be held

separate, except as necessary to ensure

compliance with the Consent Order and

the Hold Separate Agreement, and to

ensure the continued viability,

competitiveness, and marketability of

those assets.

For ten years after the order is made

final, the proposed consent order would

prohibit Tenet from combining (through

purchase, sale, lease, or otherwise) its

acute care hospitals in San Luis Obispo

County with any other acute care

hospital in that area, or from acquiring

Monarch stock, without prior notice to

the Federal Trade Commission. Tenet

must provide such notice in accordance

with procedures similar to those

governing premerger notifications

required by Section 7A of the Clayton

Act, 15 U.S.C. 18a (unless the merger is

already subject to section 7A’s

requirements, in which case no notice is

necessary over and above that provided

pursuant to section 7A). The order

provision supplements section 7A, to

ensure that the Commission receives

advance notice of potentially significant

Tenet mergers in the relevant market,

and to thereby give the Commission an

opportunity to block any such merger if

it can demonstrate that the merger may

substantially lessen competition. The

proposed order contains certain limited

exceptions to the prior notification

requirement for transactions which are

unlikely to substantially lessen

competition, such as for transactions

under $1 million.

The proposed consent order also

contains provisions concerning its

continued application to future owners

of French and of Tenet’s acute care

hospitals in San Luis Obispo County.

The acquirer of French, pursuant to the

divestiture called for by the order, must

agree not to transfer the hospital, for ten

years from the date of the order, without

prior notice to the Commission, to any

person already operating an acute care

hospital in San Luis Obispo County. In

addition, the order would prohibit

Tenet for ten years from transferring an

acute care hospital facility in San Luis

Obispo County, other than French (e.g.,

Sierra Vista or Twin Cities) to another

person, unless the acquiring person first

files with the Commission an agreement

to be bound by the order.

The purpose of this analysis is to

invite public comment concerning the

proposed order, and to assist the

Commission in its determination of

whether to make the order final. This

analysis is not intended to constitute an

official interpretation of the agreement

or to modify its terms in any way.

Donald S. Clark,

Secretary.

[FR Doc. 97–2810 Filed 2–4–97; 8:45 am]

BILLING CODE 6750–01–P

DEPARTMENT OF HEALTH AND

HUMAN SERVICES

Centers for Disease Control and

Prevention

[Program Announcement Number 717]

National Limb Loss Information

Project; Notice of Availability of Funds

for Fiscal Year 1997

Introduction

The Centers for Disease Control and

Prevention (CDC), the Nation’s

prevention agency, announces the

availability of funds in fiscal year (FY)

1997 for a cooperative agreement

program to establish a National Limb

Loss Information Center (NLLIC). Nonrenewable financial assistance will be

provided to develop a National Limb

Loss Information Center which will

operate as a national clearinghouse to

provide educational material and selfhelp rehabilitation guidance to persons

with limb loss. In addition, the NLLIC

will develop a peer visitation training

initiative that will conduct peer

education and training sessions with

hospitals and limb loss support groups.

The CDC is committed to achieving

the health promotion and disease

prevention objectives of Healthy People

2000, a national activity to reduce

morbidity and mortality and improve

the quality of life. This announcement

is related to the areas of Clinical

Preventive Services and Surveillance

and Data Systems.

(For ordering a copy of Healthy

People 2000, see the section ‘‘Where to

Obtain Additional Information’’.)

Authority

This program is authorized by Section

301(a)(42 U.S.C. 241(a)) of the Public

Health Service Act, as amended.

Smoke-Free Workplace

The CDC strongly encourages all grant

recipients to provide a smoke-free

workplace and promote the nonuse of

all tobacco products, and Public Law

103–227, the Pro-Children Act of 1994,

prohibits smoking in certain facilities

that receive Federal funds in which

education, library, day care, health care,

and early childhood development

services are provided to children.

Eligible Applicants

Applications may be submitted by

public and private, nonprofit

organizations, and governments and

their agencies.

Note: An organization described in section

501(c)(4) of the Internal Revenue Code of

1986 which engages in lobbying activities

shall not be eligible to receive Federal funds

constituting an award, grant, contract, loan,

or any other form.

Availability of Funds

A maximum of $800,000 in FY 1997

funds will be available to award one

non-renewable cooperative agreement.

The award will be made on or before

May 31, 1997, for a twelve-month

budget period within a project period of

up to 3 years. Succeeding second- and

third-year budget requests should reflect

the organization’s increasing financial

participation indicating the ability to