091 0094

UNITED STATES OF AMERICA

BEFORE THE FEDERAL TRADE COMMISSION

COMMISSIONERS: Jon Leibowitz, Chairman

J. Thomas Rosch

Edith Ramirez

Julie Brill

Maureen K. Ohlhausen 

______________________________________________________

)

)

 )

In the Matter of )

) Docket No. 

)

MAGNESIUM ELEKTRON NORTH AMERICA, INC. )

a corporation. )

______________________________________________________)

COMPLAINT

Pursuant to the provisions of the Federal Trade Commission Act and the Clayton Act,

and by virtue of the authority vested by said Acts, the Federal Trade Commission (the

“Commission”), having reason to believe that respondent Magnesium Elektron North America,

Inc. (“MEL”), acquired Revere Graphics Worldwide, Inc. (“Revere”), in violation of 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, and it appearing to the Commission that a proceeding in

respect thereof would be in the public interest, hereby issues its Complaint, stating its charges as

follows:

I. RESPONDENT MAGNESIUM ELEKTRON

1. MEL is a division of the Luxfer Group, which is an international group of

businesses specializing in the design, manufacture, and supply of high performance materials. 

MEL is a company organized and existing under the laws of the State of Delaware, with its

principal place of business at 1001 College Street, Madison, Illinois, 62060. MEL specializes in

the development, manufacture, and supply of magnesium products, including magnesium plates

for photoengraving. 

 II. REVERE GRAPHICS WORLDWIDE

2. Prior to its acquisition by Respondent, Revere was engaged in the manufacture

and sale of metal plates used for photoengraving, with its principal place of business located at 5
2

Boundary Street, Plymouth, Massachusetts, 02366. Revere rolled and coated zinc, copper, brass,

and magnesium plates which were used by customers for photoengraving. 

III. JURISDICTION

3. MEL is, and at all times relevant herein, has been engaged in commerce as

“commerce” is defined in Section 1 of the Clayton Act, as amended, 15 U.S.C. § 12, and is a 

corporation whose business is in or affects commerce as “commerce” is defined in Section 4 of

the Federal Trade Commission Act, as amended, 15 U.S.C. § 44.

IV. THE ACQUISITION

4. In September 2007, MEL acquired the worldwide assets of Revere for

approximately $15 million. At the time of the acquisition, both MEL and Revere manufactured

magnesium plates for photoengraving. While Revere also manufactured and sold zinc, copper,

and brass plates for photoengraving, prior to its acquisition of Revere, MEL only sold

magnesium plates for photoengraving applications. 

V. THE RELEVANT PRODUCT MARKET

5. For purposes of this Complaint, the relevant line of commerce within which to

analyze the effects of the transaction is the market for magnesium plates for photoengraving.

VI. THE RELEVANT GEOGRAPHIC MARKET

6. For purposes of this Complaint, the relevant geographic market within which to

analyze the effects of the transaction is the world.

VII. MARKET STRUCTURE

7. The market for photoengraving magnesium plates is highly concentrated. Prior to

the transaction, MEL and Revere were the only suppliers of magnesium plates for

photoengraving in the world, and thus, the acquisition resulted in a merger-to-monopoly in the

relevant market. 

VIII. CONDITIONS OF ENTRY

8. Entry into the relevant market has not been, and would not be, timely, likely, or

sufficient in magnitude, character, and scope to deter or counteract the anticompetitive effects of

the acquisition. Magnesium alloy must be rolled to precise specifications in order to be used for

photoengraving applications, and thus, substantial expertise is necessary for entry into this

market. Further, the relevant market is small, which deters potential entrants from investing in

the skill and expertise required for entry. 
3

IX. EFFECTS OF THE ACQUISITION

9. The effects of the acquisition have been a substantial lessening of competition,

and the creation of a monopoly in the relevant market 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. 

Specifically, the acquisition has:

a. Eliminated actual, direct, and substantial competition between MEL and Revere

in the relevant market;

b. Substantially increased the level of concentration in the relevant market; and

c. Increased MEL’s ability to exercise market power unilaterally in the relevant

market. 

X. VIOLATIONS CHARGED

10. The allegations contained in Paragraphs 1 through 9 above are hereby

incorporated by reference as though fully set forth here.

11. The agreement described in Paragraph 4 constitutes a violation of Section 5 of the

FTC Act, as amended, 15 U.S.C. § 45.

12. The transaction described in Paragraph 4 constitutes a violation of Section 5 of

the FTC Act, as amended, 15 U.S.C. § 45, and Section 7 of the Clayton Act, as amended, 15

U.S.C. § 18.

WHEREFORE, THE PREMISES CONSIDERED, the Federal Trade Commission on

this __day of _________, 2012, issues its Complaint against said Respondent.

By the Commission.

 Donald S. Clark

Secretary