011 1094

UNITED STATES OF AMERICA

BEFORE FEDERAL TRADE COMMISSION

COMMISSIONERS:

Timothy J. Muris, Chairman

Sheila F. Anthony

Mozelle W. Thompson

Orson Swindle

Thomas B. Leary

__________________________________________

)

In the Matter of )

)

LIBBEY INC., a corporation, )

 ) Docket No. 9301

and )

) DECISION AND ORDER

NEWELL RUBBERMAID INC., a corporation. )

__________________________________________)

The Federal Trade Commission (“Commission”) having heretofore issued its complaint 

charging the Respondents named in the caption hereof with violations of Section 5 of the Federal 

Trade Commission Act, as amended, and Section 7 of the Clayton Act, as amended, and 

Respondents having been served with a copy of that complaint, together with a notice of 

contemplated relief, and Respondents having answered the complaint denying said charges and 

asserting affirmative defenses but admitting the jurisdictional allegations set forth therein; and

The Respondents, their attorneys, and counsel for the Commission having thereafter 

executed an agreement containing a consent order, an admission by the Respondents of all the 

jurisdictional facts set forth in the complaint, a statement that the signing of said agreement is for 

settlement purposes only and does not constitute an admission by Respondents that the law has been 

violated as alleged in such complaint, or that the facts as alleged in such complaint, other than 

jurisdictional facts, are true and waivers and other provisions as required by the Commission’s 

Rules; and

The Secretary of the Commission having thereafter withdrawn this matter from adjudication 

in accordance with § 3.25(c) of its Rules; and

The Commission having thereafter considered the matter and having thereupon accepted the 

executed consent agreement and placed such agreement on the public record for a period of thirty 

(30) days, now in further conformity with the procedure prescribed in § 3.25(f) of its Rules, the 

Commission hereby makes the following jurisdictional findings and enters the following Order:
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1. Respondent Libbey Inc. (“Libbey”) is a corporation organized, existing and doing 

business under and by virtue of the laws of the State of Delaware, with its office and 

principal place of business located at 300 Madison Avenue, Toledo, Ohio 43604.

2. Respondent Newell Rubbermaid Inc. (“Newell”) is a corporation organized, existing 

and doing business under and by virtue of the laws of the State of Delaware, with its office 

and principal place of business located at 29 East Stephenson Street, Freeport, Illinois 

61032. Anchor Hocking Inc. and Anchor Hocking Consumer Glass Corporation,

corporations organized, existing and doing business under and by virtue of the laws of the 

State of Delaware, with their offices and principal places of business located at 519 Pierce 

Avenue, Lancaster, Ohio 43130, are indirect, wholly-owned subsidiaries of Newell. Newell 

Holdings Delaware, Inc., a corporation organized, existing and doing business under and by 

virtue of the laws of the State of Delaware, with its office and principal places of business 

located at 29 E. Stephenson Street, Freeport, Illinois 61032, is an indirect, wholy-owned 

subsidiary of Newell.

3. The Federal Trade Commission has jurisdiction of the subject matter of this 

proceeding and of Respondents, and the Commission has determined that this proceeding is 

in the public interest.

ORDER

I

IT IS ORDERED that, as used in this Order, the following definitions shall apply:

A. "Libbey" means Libbey Inc., its directors, officers, employees, agents, 

representatives, successors, and assigns; its joint ventures, subsidiaries, divisions, groups and 

affiliates, controlled by Libbey, and the respective directors, officers, employees, agents, 

representatives, predecessors, successors, and assigns of each. 

B. "Newell" means Newell Rubbermaid Inc., its directors, officers, employees, agents, 

representatives, successors, and assigns; its joint ventures, subsidiaries, divisions, groups and 

affiliates, controlled by Newell (including, but not limited to, Anchor and RCP), and the respective 

directors, officers, employees, agents, representatives, predecessors, successors, and assigns of 

each.

C. "Commission" means the Federal Trade Commission.

D. "Anchor" means Anchor Hocking Inc. and Anchor Hocking Consumer Glass 

Corporation, two Delaware corporations organized, existing and doing business under and by virtue 

of the laws of the State of Delaware, with their offices and principal places of business located at 

519 Pierce Avenue, Lancaster, Ohio 43130, and assets of Anchor's Food Service Business held by 

Newell Holdings Delaware, Inc., a corporation organized, existing and doing business under and by 

virtue of the laws of the State of Delaware, with its office and principal place of business located at 

29 E. Stephenson Street, Freeport, Illinois 61032.
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E. “RCP” means Rubbermaid Commercial Products LLC, a limited liability company 

organized, existing and doing business under and by virtue of the laws of the State of Delaware, 

with its office and principal place of business located at 3124 Valley Avenue, Winchester, Virginia 

22601.

F. “Vitrocrisa” means Vitrocrisa, S. de R.L. de C.V., a joint venture between Libbey 

and Vitro, S.A., organized, existing and doing business under and by virtue of the laws of Mexico, 

with its office and principal place of business located at Doblado Norte 1627, Col. Terminal, 64580 

Monterrey, Mexico.

G. “Anchor’s Food Service Business” means all of Anchor’s rights, title, and interest in 

and to all assets and businesses, tangible or intangible, anywhere in the world, used in the research, 

development, manufacture, distribution, licensing, marketing, or sale of glassware products to Food 

Service Customers in the United States, including, but not limited to:

1. Real property (together with appurtenances, licenses, and permits) owned, leased or 

otherwise held by Anchor, including, but not limited to, the Lancaster, Ohio and Monaca, 

Pennsylvania glassware manufacturing plants, and related machinery, fixtures, equipment, 

furniture, tools and other tangible property, including, but not limited to, glassware molds;

2. Personal property owned, leased, or otherwise held by Anchor;

3. Inventories, stores, and supplies held by, or under the control of, Anchor;

4. Intellectual property rights owned by or licensed to Anchor, including, but not limited to, 

trademarks, patents, copyrights, and trade secrets;

5. Rights of Anchor under any contract, including, but not limited to, licenses, leases, 

customer contracts (including, but not limited to, contracts with Food Service Customers), 

supply agreements and procurement contracts;

6. Pending and issued governmental approvals, registrations, consents, licenses, permits, 

waivers, or other authorizations held by Anchor, including foreign equivalents;

7. Rights of Anchor under any warranty or guarantee, express or implied;

8. Items of prepaid expense owned by Anchor; and

9. Separately maintained, and relevant portions of not separately maintained, books, 

records, and files held by, or under the control of, Anchor.

PROVIDED, HOWEVER, that Anchor’s Food Service Business shall not include:

i. Rights of Anchor to warehouse space;

ii. Office equipment, furniture and accessories;

iii. Computer hardware and accessories;
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iv. Motor vehicles, forklifts, overhead cranes, and other transportation 

equipment;

v. Raw materials, including, but not limited to, electricity, natural gas, water, 

sand, soda lime, cullet, corrugate and other packaging materials and metal, 

ceramic and plastic accessories;

vi. Scrap metal and other scrap materials;

vii. Machine replacement parts; 

viii. Decorating equipment;

ix. Packaging equipment; 

x. Hand tools; 

xi. Machine tools;

xii. Sandblasting equipment; and

xiii. Bakeware, candles, floral items and storage jars, and the molds used to 

form these items.

Anchor’s Food Service Business expressly includes any and all assets of Anchor's Food Service 

Business sold or transferred to any other Person, including RCP or any other Person or business unit 

included within Newell, on or after June 10, 2002, except in the ordinary course of business. 

H. “Food Service Customers” means restaurants, hotels and other food service 

establishments, whether private or public, that use or sell glassware in the course of serving or 

selling food or beverages to consumers, and includes distributors or resellers of glassware to such 

establishments; PROVIDED, HOWEVER, that Food Service Customers shall not include retail 

stores, original equipment manufacturers, and warehouse clubs. 

I. "Person" means any natural person, partnership, corporation, company, association, 

trust, joint venture or other business or legal entity, including any governmental agency.

J. "Respondents" means Libbey and Newell, individually and collectively.

II

IT IS FURTHER ORDERED that Libbey shall not, without prior written notification to the 

Commission, acquire, directly or indirectly, through subsidiaries or otherwise, any ownership, 

leasehold, or other interest, in whole or in part, in the stock of Anchor or the assets of the Anchor 

Food Service Business.
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III

IT IS FURTHER ORDERED that Newell shall not, without prior written notification to the 

Commission, sell, transfer, or otherwise convey, directly or indirectly, through subsidiaries or 

otherwise, any ownership, leasehold, or other interest, in all or any part of Anchor’s Food Service 

Business:

A. to Libbey or to Vitrocrisa, for a period commencing on the date this Order becomes 

final and continuing for ten (10) years; and

B. to any Person other than to Libbey or to Vitrocrisa, for a period commencing on the 

date this Order becomes final and continuing for five (5) years; 

PROVIDED, HOWEVER, that such notification shall not be required for sales, transfers or 

other conveyances by Newell: (i) to a Person or business unit included within Newell; (ii) in the 

ordinary course of business; (iii) of inventory to liquidators; or (iv) of accounts receivable in 

connection with financing transactions.

IV

IT IS FURTHER ORDERED that Respondent Libbey and Respondent Newell shall provide 

the respective prior written notifications required by Paragraphs II and III of this Order, as 

applicable, on the Notification and Report Form set forth in the Appendix to Part 803 of Title 16 of 

the Code of Federal Regulations as amended (hereinafter referred to as the “Notification”), which 

Notification shall be prepared and transmitted in accordance with the requirements of that part, 

except that (i) no filing fee will be required for any such Notification, (ii) Notification shall be filed 

with the Secretary of the Commission, (iii) Notification need not be made to the United States 

Department of Justice, and (iv) Notification is required only of the applicable Respondent and not 

of any other party to the relevant transaction. Notification shall be provided to the Commission at 

least thirty (30) days prior to consummating any transaction covered by the respective requirements 

of Paragraph II or Paragraph III, as applicable (hereinafter referred to as the “first waiting period”). 

If, within the first waiting period, representatives of the Commission make a written request for 

additional information or documentary material (within the meaning of 16 C.F.R. § 803.20), the 

applicable Respondent shall not consummate the transaction until thirty (30) days after submitting 

such additional information or documentary material. Early termination of the waiting periods in 

Paragraphs II and III may be requested and, where appropriate, granted by letter from the 

Commission’s Bureau of Competition. PROVIDED, HOWEVER, that prior notification shall not 

be required by Paragraphs II and III for a transaction for which notification is required to be made, 

and has been made, pursuant to Section 7A of the Clayton Act, 15 U.S.C. § 18a.

V

IT IS FURTHER ORDERED that:

A. Within sixty (60) days after the date this Order becomes final, Respondents shall 

submit to the Commission a verified written report setting forth in detail the manner and form in 

which they have complied and are complying with this Order; and
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B. One (1) year from the date this Order becomes final, annually for the next nine (9) 

years on the anniversary of the date this Order becomes final, and at such other times as the 

Commission may require, Respondents shall file a verified written report with the Commission 

setting forth in detail the manner and form in which they have complied and are complying with this 

Order.

VI

IT IS FURTHER ORDERED that Respondents shall notify the Commission at least thirty 

(30) days prior to any proposed change in the corporate Respondents such as dissolution, 

assignment, sale resulting in the emergence of a successor corporation, or the creation or dissolution 

of subsidiaries or any other change in the corporation that may affect compliance obligations arising 

out of this Order.

VII

IT IS FURTHER ORDERED that, for the purpose of determining or securing compliance 

with this Order, and subject to any legally recognized privilege, upon written request, Respondents 

shall permit any duly authorized representative of the Commission:

A. Access, during office hours and in the presence of counsel, to all facilities and access 

to inspect and copy all books, ledgers, accounts, correspondence, memoranda and other records and 

documents in the possession or under the control of Respondents relating to any matters contained 

in this Order; and

B. Upon five (5) days' notice to Respondents and without restraint or interference from 

them, to interview officers, directors, employees, agents or independent contractors of Respondents, 

who may have counsel present, relating to any matters contained in this Order.

VIII

IT IS FURTHER ORDERED that this Order shall terminate on October 7, 2012.

By the Commission.

Donald S. Clark

Secretary

SEAL:

ISSUED: October 7, 2002