Joint Motion to Dismiss Complaint (January 15, 2009) (“Joint Motion”), available on the 1

Adjudicative Proceedings page for this case at http://www.ftc.gov/os/adjpro/d9335/index.shtm.

UNITED STATES OF AMERICA

BEFORE THE FEDERAL TRADE COMMISSION

COMMISSIONERS: William E. Kovacic, Chairman

Pamela Jones Harbour

Jon Leibowitz

J. Thomas Rosch

 

In the Matter of )

)

CRH plc, )

a corporation, )

)

Oldcastle, Inc., ) Docket No. 9335

a corporation, )

)

Oldcastle Architectural, Inc., )

a corporation, )

)

Robert Schlegel, )

an individual, )

)

and )

)

Pavestone Company, LP, )

a limited partnership. )

 )

ORDER DISMISSING COMPLAINT

On January 14, 2009, the Federal Trade Commission issued the Administrative

Complaint in this matter, having reason to believe that Respondents CRH plc (“CRH”),

Oldcastle, Inc. (wholly owned by CRH), and Oldcastle Architectural, Inc. (an indirect subsidiary

of CRH) -- and Robert Schlegel and Pavestone Company, LP (collectively, “Pavestone”) -- had

entered into an acquisition agreement which, if consummated, would violate Section 7 of the

Clayton Act, as amended, 15 U.S.C. § 18, and Section 5 of the Federal Trade Commission Act,

as amended, 15 U.S.C. § 45. Complaint Counsel and the Respondents have now filed a Joint

Motion to Dismiss Complaint, which states that the Respondents have decided not to proceed

with the proposed acquisition by Oldcastle Architectural, Inc. of the Pavestone companies -- and

that CRH has withdrawn its Hart-Scott-Rodino Notification and Report Forms filed for the

proposed transaction -- and requests that the Commission dismiss the complaint.

1
 See In the Matter of Inova Health System Foundation, and Prince William Health System, 2

Inc., Docket No. 9326, Order Dismissing Complaint (June 17, 2008), available at

http://www.ftc.gov/os/adjpro/d9326/080617orderdismisscmpt.pdf; accord, In the Matter of Red

Sky Holdings LP, and Newpark Resources, Inc., Docket No. 9333, Order Dismissing Complaint

(December 10, 2008), available at http://www.ftc.gov/os/adjpro/d9333/081210redskycmpt.pdf;

In the Matter of Equitable Resources, Inc., Dominion Resources, Inc., Consolidated Natural Gas

Company, and The Peoples Natural Gas Company, Docket No. 9322, Order Dismissing

Complaint (January 31, 2008) (Public Version), available at

http://www.ftc.gov/os/adjpro/d9322/080204complaint.pdf; In the Matter of Swedish Match

North America Inc., and National Tobacco Company, L.P., Docket No. 9296 (Swedish Match),

Order Dismissing Complaint (January 4, 2001), available at

http://www.ftc.gov/os/2001/01/swedishdismisscmp.htm; In the Matter of H.J. Heinz Company,

Milnot Holding Corporation, and Madison Dearborn Capital Partners, L.P., Docket No. 9295

(H.J. Heinz), Order Dismissing Complaint (December 4, 2001), available at 

http://www.ftc.gov/os/2001/12/heinzorder.pdf.

2

The Commission has determined to dismiss the Administrative Complaint without

prejudice as the most important elements of the relief set out in the Notice of Contemplated

Relief in the Administrative Complaint have been accomplished without the need for further

administrative litigation. In particular, the Respondents have announced that they have decided 2

not to proceed with the proposed acquisition, and CRH has withdrawn its Hart-Scott-Rodino

Notification and Report Forms filed for the proposed transaction. As a consequence, the

Respondents would not be able to effect the proposed transaction without filing new Hart-ScottRodino Notification and Report Forms.

For the foregoing reasons, the Commission has determined that the public interest

warrants dismissal of the Administrative Complaint in this matter. The Commission has

determined to do so without prejudice, however, because it is not reaching a decision on the

merits. Accordingly,

IT IS ORDERED THAT the Administrative Complaint in this matter be, and it hereby

is, dismissed without prejudice.

By the Commission.

Donald S. Clark

Secretary

ISSUED: January 29, 2009