Federal Register / Vol. 77, No. 204 / Monday, October 22, 2012 / Notices 64519 

evidence of the impact of multiple 

generic suppliers on prices for other 

drugs demonstrate that the likely effects 

of the Proposed Acquisition in the 

markets for these products would be 

substantial. The Proposed Acquisition, 

by reducing an already limited number 

of competitors or likely potential 

competitors in each of these markets, 

would cause anticompetitive harm to 

U.S. consumers by increasing the 

likelihood of higher post-acquisition 

prices. 

The Consent Agreement 

The proposed Consent Agreement 

effectively remedies the Proposed 

Acquisition’s anticompetitive effects in 

the relevant markets. Pursuant to the 

Consent Agreement, Watson and 

Actavis are required to divest either 

Watson’s or Actavis’s rights and assets 

related to eighteen of the twenty-one 

Products (all but extended release 

morphine sulfate and naltrexone 

combination capsules, isradipine 

capsules, and loxapine succinate 

capsules) to a Commission-approved 

acquirer no later than ten days after the 

acquisition. To remedy the concerns 

with the three remaining products, the 

combined entity would also be required 

to amend Actavis’s existing 

Development and Manufacturing 

Agreement with Pfizer to eliminate 

Actavis’ right of first refusal to market 

a potential authorized generic, to allow 

the relationship to end, and to transfer 

manufacturing rights back to Pfizer. In 

addition, the companies are required to 

waive Actavis’s rights related to 

isradipine capsules and loxapine 

succinate capsules. 

The proposed Consent Agreement 

requires Watson or Actavis to divest 

assets related to four of the markets 

(generic extended release bupropion 

hydrochloride tablets, generic extended 

release diltiazem hydrochloride 

capsules, generic lorazepam tablets, and 

generic dextromethorphan 

hydrobromide and quinidine sulfate 

capsules) to Sandoz, and the rest of the 

Products (all but extended release 

morphine sulfate and naltrexone 

combination capsules, isradipine 

capsules, and loxapine succinate 

capsules) to Par. Par is a New Jerseybased generic pharmaceutical company 

selling over 60 prescription drug 

product families and has an active 

product development pipeline. Sandoz 

is based in Germany and has 

approximately 200 generic product 

families in the United States and an 

active product development pipeline. 

With their experience in generic 

markets, Par and Sandoz are expected to 

replicate the competition that would 

otherwise be lost with the Proposed 

Acquisition. Further, the amended 

supply agreement with Pfizer 

concerning Embeda will ensure that 

Pfizer’s plans to re-launch Embeda and 

the ensuing generic competition for that 

product will remain intact after the 

Proposed Acquisition. The 

renouncements of the combined entity’s 

interest in the isradipine and loxapine 

succinate agreements will similarly 

preserve competition in each of those 

markets. 

The Commission’s goal in evaluating 

possible purchasers of divested assets is 

to maintain the competitive 

environment that existed prior to the 

acquisition. If the Commission 

determines that Par and/or Sandoz are 

not acceptable acquirers of the assets to 

be divested, or that the manner of the 

divestitures is not acceptable, the 

parties must unwind the sale to Par and/ 

or Sandoz and divest the products to a 

Commission-approved acquirer within 

six months of the date the Order 

becomes final. In that circumstance, the 

Commission may appoint a trustee to 

divest the products if the parties fail to 

divest the products as required. 

The proposed Consent Agreement 

contains several provisions to help 

ensure that the divestitures are 

successful. The Order requires Watson 

and Actavis to take all action to 

maintain the economic viability, 

marketability, and competitiveness of 

the products to be divested until such 

time as they are transferred to a 

Commission-approved acquirer. Watson 

and Actavis must transfer the 

manufacturing technology for generic 

(1) adapalene and benzoyl peroxide 

topical gel; (2) extended release 

morphine sulfate capsules; (3) generic 

extended release oxymorphone nontamper resistant tablets; (4) extended 

release amphetamine salts capsules; (5) 

extended release diltiazem 

hydrochloride capsules (generic 

Cardizem CD); (6) fentanyl transdermal 

system; (7) extended release glipizide 

tablets; (8) extended release 

methylphenidate hydrochloride tablets; 

(9) ursodiol tablets; (10) 

metoclopramide hydrochloride tablets; 

(11) extended release oxycodone tamper 

resistant tablets; (12) extended release 

nifedipine tablets; (13) extended release 

rivastigmine film; and (14) varenicline 

tartrate tablets to Par and must supply 

Par with extended release morphine 

sulphate capsules, extended release 

nifedipine tablets, ursodiol tablets, 

extended release glipizide tablets, 

metoclopramide hydrochloride tablets, 

and extended release diltiazem 

hydrochloride capsules (generic 

Cardizem CD). Watson and Actavis must 

also transfer to Sandoz the 

manufacturing technology for generic 

(1) dextromethorphan hydrobromide 

and quinidine sulfate capsules; (2) 

extended release bupropion 

hydrochloride tablets; (3) extended 

release diltiazem hydrochloride 

capsules (generic Tiazac); and (4) 

lorazepam tablets and must supply 

Sandoz with extended release diltiazem 

hydrochloride capsules (generic Tiazac) 

and lorazepam tablets during the 

transition period. 

The purpose of this analysis is to 

facilitate public comment on the 

proposed Consent Agreement, and it is 

not intended to constitute an official 

interpretation of the proposed Order or 

to modify its terms in any way. 

By direction of the Commission. 

Donald S. Clark, 

Secretary. 

[FR Doc. 2012–25957 Filed 10–19–12; 8:45 am] 

BILLING CODE 6750–01–P 

FEDERAL TRADE COMMISSION 

[File No. 091 0094] 

Magnesium Elektron; Analysis of 

Agreement Containing Consent Orders 

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 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 13, 2012. 

ADDRESSES: Interested parties may file a 

comment at https:// 

ftcpublic.commentworks.com/ftc/ 

magelektronconsent online or on paper, 

by following the instructions in the 

Request for Comment part of the 

SUPPLEMENTARY INFORMATION section 

below. Write ‘‘Magnesium Elektron, File 

No. 091 0094’’ on your comment and 

file your comment online at https:// 

ftcpublic.commentworks.com/ftc/ 

magelektronconsent, by following the 

instructions on the web-based form. If 

you prefer to file your comment on 

paper, mail or deliver your comment to 

the following address: Federal Trade 

Commission, Office of the Secretary, 

Room H–113 (Annex D), 600 


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64520 Federal Register / Vol. 77, No. 204 / Monday, October 22, 2012 / Notices 

1 In particular, the written request for confidential 

treatment that accompanies the comment must 

include the factual and legal basis for the request, 

and must identify the specific portions of the 

comment to be withheld from the public record. See 

FTC Rule 4.9(c), 16 CFR 4.9(c). 

Pennsylvania Avenue NW., Washington, 

DC 20580. 

FOR FURTHER INFORMATION CONTACT: 

Sebastian Lorigo (202–326–3717), FTC, 

Bureau of Competition, 600 

Pennsylvania Avenue NW., Washington, 

DC 20580. 

SUPPLEMENTARY INFORMATION: Pursuant 

to Section 6(f) of the Federal Trade 

Commission Act, 15 U.S.C. 46(f), and 

FTC Rule 2.34, 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 thirty (30) days. The following 

Analysis to Aid Public Comment 

describes the terms of the consent 

agreement, and the allegations in the 

complaint. An electronic copy of the 

full text of the consent agreement 

package can be obtained from the FTC 

Home Page (for October 12, 2012), on 

the World Wide Web, at http:// 

www.ftc.gov/os/actions.shtm. A paper 

copy can be obtained from the FTC 

Public Reference Room, Room 130–H, 

600 Pennsylvania Avenue NW, 

Washington, DC 20580, either in person 

or by calling (202) 326–2222. 

You can file a comment online or on 

paper. For the Commission to consider 

your comment, we must receive it on or 

before November 13, 2012. Write 

‘‘Magnesium Elektron, File No. 091 

0094’’ on your comment. Your comment 

B including your name and your state B 

will be placed on the public record of 

this proceeding, including, to the extent 

practicable, on the public Commission 

Web site, at http://www.ftc.gov/os/ 

publiccomments.shtm. As a matter of 

discretion, the Commission tries to 

remove individuals’ home contact 

information from comments before 

placing them on the Commission Web 

site. 

Because your comment will be made 

public, you are solely responsible for 

making sure that your comment does 

not include any sensitive personal 

information, like anyone’s Social 

Security number, date of birth, driver’s 

license number or other state 

identification number or foreign country 

equivalent, passport number, financial 

account number, or credit or debit card 

number. You are also solely responsible 

for making sure that your comment does 

not include any sensitive health 

information, like medical records or 

other individually identifiable health 

information. In addition, do not include 

any ‘‘[t]rade secret or any commercial or 

financial information which * * * is 

privileged or confidential,’’ as discussed 

in Section 6(f) of the FTC Act, 15 U.S.C. 

46(f), and FTC Rule 4.10(a)(2), 16 CFR 

4.10(a)(2). In particular, do not include 

competitively sensitive information 

such as costs, sales statistics, 

inventories, formulas, patterns, devices, 

manufacturing processes, or customer 

names. 

If you want the Commission to give 

your comment confidential treatment, 

you must file it in paper form, with a 

request for confidential treatment, and 

you have to follow the procedure 

explained in FTC Rule 4.9(c), 16 CFR 

4.9(c).1 Your comment will be kept 

confidential only if the FTC General 

Counsel, in his or her sole discretion, 

grants your request in accordance with 

the law and the public interest. 

Postal mail addressed to the 

Commission is subject to delay due to 

heightened security screening. As a 

result, we encourage you to submit your 

comments online. To make sure that the 

Commission considers your online 

comment, you must file it at https:// 

ftcpublic.commentworks.com/ftc/ 

magelektronconsent by following the 

instructions on the web-based form. If 

this Notice appears at http:// 

www.regulations.gov/#!home, you also 

may file a comment through that Web 

site. 

If you file your comment on paper, 

write ‘‘Magnesium Elektron, File No. 

091 0094’’ on your comment and on the 

envelope, and mail or deliver it to the 

following address: Federal Trade 

Commission, Office of the Secretary, 

Room H–113 (Annex D), 600 

Pennsylvania Avenue NW, Washington, 

DC 20580. If possible, submit your 

paper comment to the Commission by 

courier or overnight service. 

Visit the Commission Web site at 

http://www.ftc.gov to read this Notice 

and the news release describing it. The 

FTC Act and other laws that the 

Commission administers permit the 

collection of public comments to 

consider and use in this proceeding as 

appropriate. The Commission will 

consider all timely and responsive 

public comments that it receives on or 

before November 13, 2012. You can find 

more information, including routine 

uses permitted by the Privacy Act, in 

the Commission’s privacy policy, at 

http://www.ftc.gov/ftc/privacy.htm. 

Analysis of Agreement Containing 

Consent Order To Aid Public Comment 

I. Introduction 

The Federal Trade Commission 

(‘‘Commission’’) has accepted, subject to 

final approval, an Agreement 

Containing Consent Orders (‘‘Consent 

Agreement’’) from Magnesium Elektron 

North America, Inc. (‘‘MEL’’) to remedy 

the anticompetitive effects stemming 

from MEL’s acquisition of Revere 

Graphics Worldwide, Inc. (‘‘Revere’’). 

Under the terms of the proposed 

Consent Agreement, MEL is required to 

sell assets used in the development, 

manufacture, and sale of magnesium 

plates for photoengraving to Universal 

Engraving, Inc. (‘‘Universal Engraving’’). 

In September 2007, MEL acquired the 

worldwide assets of Revere for 

approximately $15 million. At the time 

of the acquisition, both parties 

manufactured and sold magnesium 

plates for photoengraving. The 

Commission’s Complaint alleges that 

the acquisition violates 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, in the market for magnesium plates 

for photoengraving. 

The proposed Consent Agreement 

remedies the alleged violation by 

requiring MEL to provide Universal 

Engraving with the intellectual property 

and know-how used to roll and coat 

magnesium plates for photoengraving 

applications. In addition, MEL will 

enter into a supply agreement with 

Universal Engraving that requires MEL 

to provide Universal Engraving with 

magnesium plates for photoengraving 

until Universal Engraving is able to 

produce and sell these products on its 

own. Finally, MEL will enter into a 

supply agreement with Universal 

Engraving for chemicals that are used in 

the magnesium photoengraving process, 

which Universal Engraving will be able 

to sell in conjunction with its 

magnesium plates. 

The proposed Consent Agreement has 

been placed on the public record for 

thirty days to receive comments by 

interested persons. Comments received 

during this period will become part of 

the public record. After thirty days, the 

Commission will review the Consent 

Agreement again and any comments 

received, and decide whether to 

withdraw from the proposed Consent 

Agreement, modify it, or make final the 

accompanying Decision and Order. 

II. The Relevant Market and Market 

Structure 

The relevant market within which to 

analyze the competitive effects of the 


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Federal Register / Vol. 77, No. 204 / Monday, October 22, 2012 / Notices 64521 

acquisition is the worldwide market for 

magnesium plates for photoengraving. 

At the time of the acquisition, MEL and 

Revere were the only manufacturers and 

sellers of magnesium plate for 

photoengraving, combining to account 

for 100 percent of the relevant market. 

III. Entry 

Entry is not likely to deter or 

counteract the anticompetitive effects of 

the acquisition. In order to be suitable 

for photoengraving applications, 

magnesium must be rolled and coated to 

exact and precise specifications. 

Accordingly, a new entrant would 

require substantial expertise in order to 

enter the market. In addition, the market 

is relatively small, which deters 

potential entrants from investing in the 

skill and expertise required for entry. 

IV. Effects of the Acquisition 

Absent the proposed Consent 

Agreement, the acquisition would result 

in further and ongoing competitive 

harm in the worldwide market for 

magnesium plates for photoengraving. 

Prior to the acquisition, MEL and Revere 

were the only providers of the relevant 

product. As a result, the acquisition 

eliminated actual, direct, and 

substantial competition between MEL 

and Revere, and resulted in a merger-tomonopoly in the market for magnesium 

plates for photoengraving. 

V. The Consent Agreement 

The proposed Consent Agreement 

remedies the competitive concerns 

raised by the acquisition by requiring 

MEL to sell the technology and knowhow for manufacturing magnesium 

plates for photoengraving to Universal 

Engraving. This divestiture replaces 

competition that was eliminated as a 

result of MEL’s acquisition of Revere. 

Universal Engraving, based in 

Overland Park, Kansas, is a global leader 

in the manufacture and sale of products 

used in the photoengraving process, 

including brass and copper plates for 

photoengraving applications. Currently, 

Universal Engraving does not sell 

magnesium plates for the 

photoengraving process. However, 

under the terms of the proposed 

Consent Agreement, Universal 

Engraving will acquire the assets 

required to compete effectively in that 

market. 

The proposed Consent Agreement 

also contains several provisions 

designed to ensure that the divestiture 

is successful. First, MEL must supply 

Universal Engraving with magnesium 

plate now, thereby allowing Universal 

Engraving to enter the relevant market 

immediately in competition with MEL. 

In addition, MEL must provide 

Universal Engraving with technical 

assistance related to the manufacture 

and sale of magnesium plates for 

photoengraving. Finally, MEL will 

supply Universal Engraving with 

chemicals that are used in the 

photoengraving process, particularly, 

chemicals that are used to engrave 

magnesium plates. 

If, after the public comment period 

the Commission determines that 

Universal Engraving is not an acceptable 

acquirer of the assets to be divested, or 

that the manner of the divestitures is not 

acceptable, MEL must unwind the 

divestiture and divest the assets within 

180 days of the date the Order becomes 

final to another Commission-approved 

acquirer. If MEL fails to divest the assets 

within the 180 days, the Commission 

may appoint a trustee to divest the 

relevant assets. 

The purpose of this analysis is to 

facilitate public comment on the 

proposed Consent Agreement. This 

analysis is not intended to constitute an 

official interpretation of the proposed 

Consent Agreement or to modify its 

terms in any way. 

By direction of the Commission. 

Donald S. Clark, 

Secretary. 

[FR Doc. 2012–25960 Filed 10–19–12; 8:45 am] 

BILLING CODE 6750–01–P 

OFFICE OF GOVERNMENT ETHICS 

Updated OGE Senior Executive Service 

Performance Review Board 

AGENCY: Office of Government Ethics 

(OGE). 

ACTION: Notice. 

SUMMARY: Notice is hereby given of the 

appointment of members of the updated 

OGE Senior Executive Service (SES) 

Performance Review Board. 

DATES: Effective Date: October 22, 2012. 

FOR FURTHER INFORMATION CONTACT: 

Barbara Mullen-Roth, Deputy Director, 

Office of Government Ethics, Suite 500, 

1201 New York Avenue NW., 

Washington, DC 20005–3917; 

Telephone: 202–482–9300; TYY: 800– 

877–8339; FAX: 202–482–9237. 

SUPPLEMENTARY INFORMATION: 5 U.S.C. 

4314(c) requires each agency to 

establish, in accordance with 

regulations prescribed by the Office of 

Personnel Management at 5 CFR part 

430, subpart C and § 430.310 thereof in 

particular, one or more Senior Executive 

Service performance review boards. As 

a small executive branch agency, OGE 

has just one board. In order to ensure an 

adequate level of staffing and to avoid 

a constant series of recusals, the 

designated members of OGE’s SES 

Performance Review Board are being 

drawn, as in the past, in large measure 

from the ranks of other agencies. The 

board shall review and evaluate the 

initial appraisal of each OGE senior 

executive’s performance by his or her 

supervisor, along with any 

recommendations in each instance to 

the appointing authority relative to the 

performance of the senior executive. 

This notice updates the membership of 

OGE’s SES Performance Review Board 

as it was most recently published at 76 

FR 60840 (September 30, 2011). 

Approved: October 11, 2012. 

Don W. Fox, 

Acting Director, Office of Government Ethics. 

The following officials have been 

appointed members of the SES 

Performance Review Board of the Office 

of Government Ethics: 

Barbara Mullen-Roth [Chair], Deputy 

Director, Office of Government Ethics; 

Justina Fugh, Senior Counsel for 

Ethics, Environmental Protection 

Agency; 

Melinda Loftin, Director of Interior 

Ethics Office, Department of the 

Interior; 

Robert Shapiro, Associate Solicitor for 

Legal Counsel, Department of Labor; 

Edgar Swindell, Associate General 

Counsel, Department of Health and 

Human Services; and 

Susan Winchell, Assistant General 

Counsel for Ethics, Department of 

Education. 

[FR Doc. 2012–25882 Filed 10–19–12; 8:45 am] 

BILLING CODE 6345–03–P 

DEPARTMENT OF HEALTH AND 

HUMAN SERVICES 

Announcement of Requirements and 

Registration for ‘‘Health Design 

Challenge’’ 

AGENCY: Office of the National 

Coordinator for Health Information 

Technology, HHS. 

Award Approving Official: Farzad 

Mostashari, National Coordinator for 

Health Information Technology. 

ACTION: Notice. 

SUMMARY: Blue Button for America is a 

collaborative Federal effort led by the 

Department of Health and Human 

Services and the Department of Veterans 

Affairs to ensure everyone across the 

country gets access to their medical 

records. By clicking on a Blue Button 

icon, patients can get their personal 

health information in an electronic 


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