181 0030 

UNITED STATES OF AMERICA

BEFORE THE FEDERAL TRADE COMMISSION

COMMISSIONERS: Joseph J. Simons, Chairman 

Noah Joshua Phillips 

Rohit Chopra

Rebecca Kelly Slaughter

Christine S. Wilson 

 

In the Matter of

Corpus Christi Polymers LLC, 

 a limited liability company, 

Alfa S.A.B. de C.V., 

 a corporation, 

Indorama Ventures Plc, 

 a corporation, 

Aloke and Suchitra Lohia,

 natural persons,

and 

Far Eastern New Century Corporation, 

a corporation. 

 

Docket No.

 

 

COMPLAINT

Pursuant to the provisions of the Federal Trade Commission Act (“FTC Act”), and by 

virtue of the authority vested in it by said Act, the Federal Trade Commission (“Commission”), 

having reason to believe that Respondent Corpus Christi Polymers LLC (“CCP”), a joint venture 

between corporate entities under the control of Respondents Alfa S.A.B. de C.V. (“DAK”), 

Indorama Ventures Plc (“Indorama”), controlled by Aloke and Suchitra Lohia, and Far Eastern 

New Century Corporation (“FENC”), intends to acquire certain assets from M&G Resins USA 

LLC and its affiliates (“M&G”) in bankruptcy, in violation of Section 5 of the FTC Act, as 

amended, 15 U.S.C. § 45, and which, if the acquisition is consummated, may substantially lessen 

competition in violation of Section 7 of the Clayton Act, 15 U.S.C. § 18, and Section 5 of the 
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FTC Act, and it appearing to the Commission that a proceeding by it in respect thereof would be 

in the public interest, hereby issues its complaint pursuant to Section 5(b) of the FTC Act, 15 

U.S.C. § 45(b), and Section 11(b) of the Clayton Act, 15 U.S.C. § 21(b), stating its charges as 

follows:

I. RESPONDENTS

1. Respondent Corpus Christi Polymers LLC is a limited liability company 

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

Delaware, with its executive offices and principal place of business located at 7001 Joe Fulton 

International Trade Corridor, Corpus Christi, TX 78409. CCP is a joint venture entity formed by 

the corporate subsidiaries of Respondents DAK, Indorama, and FENC.

2. Respondent Alfa S.A.B. de C.V. is a corporation organized, existing, and doing 

business under, and by virtue of, the laws of Mexico, with its executive offices and principal 

place of business located at Ave. Gómez Morin Sur No. 1111, Col. Carrizalejo, San Pedro Garza 

Garcia, N.L., Mexico C.P. 66250. 

3. Respondent Indorama Ventures Plc is a corporation organized, existing, and doing 

business under, and by virtue of, the laws of the Thailand, with its executive offices and principal 

place of business located at 37th Floor, Ocean Tower 2, Soi Sukhumvit 19, Wattana, Bangkok, 

Thailand.

4. Respondents Aloke Lohia, Executive Director, Vice Chairman of the Board, and 

Group Chief Executive Officer of Indorama; and Suchitra Lohia, Executive Director and 

Chairperson of the Corporate Social Responsibility Committee of Indorama, are natural persons 

and the ultimate parent entities of Indorama, with their executive offices and principal place of 

business located at 37th Floor, Ocean Tower 2, Soi Sukhumvit 19, Wattana, Bangkok, Thailand.

5. Respondent Far Eastern New Century Corporation is a corporation organized, 

existing, and doing business under, and by virtue of, the laws of the Taiwan, with its executive 

offices and principal place of business located at 36F, Taipei Metro Tower 207, Tun Hwa South 

Road, Sec. 2, Taipei, Taiwan.

II. JURISDICTION

6. Respondents, either directly or through corporate entities under their control, are, 

and at all relevant times have been, engaged in commerce or in activities affecting “commerce” 

as defined in Section 4 of the FTC Act, 15 U.S.C. § 44, and Section 1 of the Clayton Act, 15 

U.S.C. § 12.
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III. PROPOSED ACQUISITION

7. Pursuant to an Asset Purchase Agreement dated March 28, 2018, CCP proposes to 

acquire from M&G an under-construction polyethylene terephthalate resin (“PET”) and purified 

terephthalic acid (“PTA”) production facility in Corpus Christi, Texas and related assets (the 

“Corpus Christi Assets”), for $1.1 billion (the “Acquisition”).

8. M&G and its affiliates filed for Chapter 11 bankruptcy in October 2017, pursuant 

to which M&G endeavored to sell certain assets. Respondents DAK, Indorama, and FENC

formed CCP and submitted a joint bid in the bankruptcy proceeding to acquire the Corpus Christi 

Assets. On March 29, 2018, the bankruptcy court approved the sale of the Corpus Christi Assets 

to CCP.

9. Through CCP, Respondents DAK, Indorama, and FENC intend to complete 

construction of the Corpus Christi Assets. Upon completion of the plant, CCP will serve as a toll

manufacturing entity. DAK, Indorama, and FENC will each have rights to one-third of the PET 

capacity at the plant and will pay a tolling fee to CCP for each unit they produce. Each joint 

venture member will independently procure its own raw materials and will independently sell 

and distribute the corresponding PET.

10. The Acquisition constitutes an acquisition subject to Section 7 of the Clayton Act, 

15 U.S.C. § 18.

IV. THE RELEVANT MARKET

11. PET is a plastic polymer used to make packaging for consumer goods, primarily 

plastic water and soda bottles and packaging for food and other products. Articles made with 

PET are strong, lightweight, clear, transparent, and sterile. PTA is the primary input in making 

PET.

12. A relevant market in which to assess the effects of the Acquisition is the 

manufacture and sale of PET. Customers cannot switch to other products without incurring 

significant costs, as customers have large investments in production lines that can use only PET 

as an input. Furthermore, in many applications, end users disfavor potential substitutes such as 

glass, aluminum, and polypropylene, because these materials can be heavier, bulkier, and more 

expensive. Customers thus have no viable or economic substitute for PET. 

13. A relevant geographic market in which to assess the effects of the Acquisition is 

no larger than North America. Imported PET, which accounts for approximately 15% of North 

American sales, primarily serves customers located close to the coasts and does not constrain 

prices throughout North America. Duties on imported PET have made many foreign PET 

sources uncompetitive even for North American customers who might otherwise have 

competitive freight logistics from coastal ports.
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V. MARKET STRUCTURE

14. The market for the manufacture and sale of PET in North America is highly 

concentrated.

15. DAK, Indorama, and FENC are three of only four North American PET 

producers. Together, these three Respondents control nearly 90% of North American PET 

capacity. Upon completion, the Corpus Christi plant will be the largest PET plant in North 

America and will account for roughly 20% of North American PET capacity. 

16. DAK and Indorama are two of only three significant North American PTA 

producers. Vertical integration into the PTA market gives DAK and Indorama an advantage 

over other, non-integrated PET producers. 

VI. ENTRY CONDITIONS

17. Entry, repositioning, or fringe firm growth would not be timely, likely, or 

sufficient to deter or counteract the anticompetitive effects of the Acquisition. Significant 

barriers to entry or expansion include the time and cost of either constructing a new PET plant or 

converting an existing plant into PET use. Two-tier entry in both the PET and PTA markets 

would likely be necessary for an entrant to become truly competitive.

VII. EFFECTS OF THE ACQUISITION

18. Absent relief, the Acquisition may substantially lessen competition or tend to 

create a monopoly in the relevant market, by:

a. facilitating or increasing the likelihood of collusive or coordinated interaction 

between and among any of the Respondents; and

b. increasing the likelihood that DAK, Indorama, and FENC, acting alone or in 

concert, will exercise market power in the relevant market. 

19. Absent relief, CCP lacks adequate safeguards to prevent DAK, Indorama, and 

FENC from using the relationships occasioned by their joint ownership of CCP, and by CCP’s 

acquisition of the Corpus Christi Assets, to transmit competitively sensitive information beyond 

the minimum degree reasonably necessary to accomplish CCP’s legitimate purposes.

 

VIII. VIOLATIONS CHARGED

20. The Acquisition agreement constitutes an unfair method of competition in 

violation of Section 5 of the FTC Act, as amended, 15 U.S.C. § 45. The Acquisition, if 

consummated, may substantially lessen competition in the relevant market in violation of Section 

7 of the Clayton Act, as amended, 15.U.S.C. § 18, and is an unfair method of competition in 

violation of Section 5 of the FTC Act, as amended, 15 U.S.C. § 45.
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WHEREFORE, THE PREMISES CONSIDERED, the Federal Trade Commission on this 

________ day of December, 2018, issues its complaint against Respondents.

By the Commission.

Donald S. Clark

Secretary

SEAL