Federal Register / Vol. 65, No. 205 / Monday, October 23, 2000 / Notices 63253

FEDERAL TRADE COMMISSION

[File No. 001 0208]

Tyco International, Ltd.; Analysis 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 that accompanies the

consent agreement 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 16, 2000.

ADDRESSES: Comments should be

directed to: FTC/Office of the Secretary,

Room 159, 600 Pennsylvania Ave., NW.,

Washington, DC 20580.

FOR FURTHER INFORMATION CONTACT:

Richard Parker or Ann Malester, FTC/

H–374, 600 Pennsylvania Ave., NW.,

Washington, DC 20580. (202) 326–2574

or 326–2820.

SUPPLEMENTARY INFORMATION: Pursuant

to section 6(f) of the Federal Trade

Commission Act, 38 Stat. 721, 15 U.S.C.

46 and section 2.34 of the Commission’s

Rules of Practice (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 17, 2000), on

the World Wide Web, at ‘‘http://

www.ftc.gov/os/2000/09/index.htm’’ A

paper copy can be obtained from the

FTC Public Reference Room, Room H–

130, 600 Pennsylvania Avenue, NW.,

Washington, DC 20580, either in person

or by calling (202) 326–3627.

Public comment is invited. Comments

should be directed to: FTC/Office of the

Secretary, Room 159, 600 Pennsylvania

Ave., NW., Washington, DC 20580. Two

paper copies of each comment should

be filed, and should be accompanied, if

possible, by a 31⁄2 inch diskette

containing an electronic copy of the

comment. Such comments or views will

be considered by the Commission and

will be available for inspection and

copying at its principal office in

accordance with section 4.9(b)(5)(ii) of

the Commission’s Rules of Practice (16

CFR 4.9(b)(6)(ii)).

Analysis of Agreement Containing

Consent Order to Aid Public Comment

The Federal Trade Commission

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

final approval, an Agreement

Containing Consent Order (‘‘Consent

Agreement’’) from Tyco International,

Ltd. (‘‘Tyco’’), which is designed to

remedy the anticompetitive effects

resulting from Tyco’s acquisition of

Mallinckrodt, Inc. Under the terms of

the agreement, Tyco will be required to

divest its endotracheal tube business

within ten days of the date the Consent

Agreement is placed on the public

record to Hudson RCI, or to another

Commission-approved buyer no later

than six (6) months from the date Tyco

signed the Consent Agreement. If the

sale of Tyco’s endotracheal tube

business is not made within six (6)

months, the Commission may appoint a

trustee to divest it.

The proposed Consent Agreement has

been placed on the public record for

thirty (30) days for reception of

comments by interested persons.

Comments received during this period

will become part of the public record.

After thirty (30) days, the Commission

will again review the proposed Consent

Agreement and the comments received,

and will decide whether it should

withdraw from the proposed Consent

Agreement or make final the Decision &

Order.

Pursuant to a July 28, 2000 Agreement

and Plan of Merger, Tyco agreed to

acquire Mallinckrodt in a stock-for-stock

transaction valued at approximately

$4.2 billion. The Commission’s

Complaint alleges that the acquisition, 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, in the market for

endotracheal tubes.

Tyco, through its Kendall Division,

and Mallinckrodt are the largest

providers of endotracheal tubes in the

United States. Endotracheal tubes are

devices that are inserted through the

nose or mouth into the trachea to

provide oxygen or anesthesia. Hospitals

and emergency personnel use

endotracheal tubes to maintain a secure

airway during surgical procedures and

emergency situations.

The United States endotracheal tube

market is highly concentrated, and the

proposed acquisition would produce a

firm controlling proximately 86% of the

market. Mallinckrodt is the largest

supplier of endotracheal tubes, claiming

that its products are used in 70% of the

surgical procedures performed in the

United States each year. Tyco is the next

largest supplier. Both companies have

product lines consisting of over one

hundred different types of endotracheal

tubes and related accessories, and have

long track records of customer

acceptance. As the two largest suppliers

in the market, Tyco and Mallinckrodt

frequently bid against each other for

important hospital group purchasing

organization contracts. Tyco and

Mallinckrodt are the only two firms that

have won contracts to supply members

of the largest and most important group

purchasing organizations. By

eliminating competition between the

two most significant competitors in this

highly concentrated market, the

proposed acquisition would allow the

combined Tyco/Mallinckrodt to exercise

market power unilaterally, thereby

increasing the likelihood that

purchasers of endotracheal tubes would

be forced to pay higher prices and that

innovation and service levels in the

market would decrease.

Substantial barriers to new entry exist

in the endotracheal tube market.

Effective new entry would require the

development of a full line of

endotracheal tube products, obtaining

approvals from the Food and Drug

Administration, procurement of several

million dollars’ worth of specialized

manufacturing equipment, and the

establishment of a sales and marketing

force. Entry is further hampered by the

fact that endotracheal tubes are

critically important to customers,

though relatively inexpensive, so

customers would be reluctant to

consider new, unproven products even

in the face of higher prices. In light of

the fact that the endotracheal tube

market is relatively small compared to

the costs that a new entrant would have

to incur, new entry is not likely to

occur. Additionally, new entry into the

endotracheal tube market is made more

unlikely because of long-term hospital

group purchasing organization contracts

that may reduce the amount of sales

opportunities available to new entrants.

Because of the difficulty of

accomplishing these tasks, new entry

into the United States endotracheal tube

market is unlikely to deter or counteract

the anticompetitive effects resulting

from the transaction.

The Consent Agreement effectively

remedies the acquisition’s

anticompetitive effects in the United

States endotracheal tube market by

requiring Tyco to divest its Sheridan

line of endotracheal tube products.

63254 Federal Register / Vol. 65, No. 205 / Monday, October 23, 2000 / Notices

Pursuant to the Consent Agreement,

Tyco is required to divest the Sheridan

Line to Hudson RCI within ten days of

the date the Commission places the

Order on the public record. If the

divestiture to Hudson RCI is not

accomplished, Tyco must divest the

Sheridan Line to a Commissionapproved acquirer within six months.

Should Tyco fail to do so, the

Commission may appoint a trustee to

divest the business.

The Consent Agreement includes a

number of provisions that are designed

to ensure that the transition of Tyco’s

endotracheal tube business to the

acquirer is successful. The Consent

Agreement requires Tyco to provide

incentives to certain key employees to

accept employment, and remain

employed, by the acquirer. Tyco

employees who had been involved with

selling the Sheridan endtracheal tube

line are prohibited from selling the

Mallinckrodt endotracheal tube

products for a period of one year. Tyco

is also prohibited from inducing key

hospital group purchasing organizations

from terminating their contracts with

the acquirer for a period of two years.

Finally, Tyco employees involved with

the endotracheal tube business are

prohibited from disclosing any

confidential information to employees

involved with the Mallinckrodt line.

In order to ensure that the

Commission remains informed about

the status of the Tyco endotracheal tube

business pending divestiture, and about

efforts being made to accomplish the

divestiture, the Consent Agreement

requires Tyco to report to the

Commission within 30 days, and every

thirty days thereafter until the

divestiture is accomplished. In addition,

Tyco is required to report to the

Commission every 60 days regarding its

obligations to provide transitional

services and facilities management.

The purpose of this analysis is to

facilitate public comment on the

Consent Agreement, and it is not

intended to constitute an official

interpretation of the Consent Agreement

or to modify in any way its terms.

By direction of the Commission.

Benjamin I. Berman,

Acting Secretary.

[FR Doc. 00–27159 Filed 10–20–00; 8:45 am]

BILLING CODE 6750–01–M

GENERAL SERVICES

ADMINISTRATION

President’s Commission on the

Celebration of Women in American

History

AGENCY: General Services

Administration.

ACTION: Meeting notice.

SUMMARY: Notice is hereby given that

the President’s Commission on the

Celebration of Women in American

History will hold an open meeting from

1:00 p.m. to 4:30 p.m. on Wednesday,

November 15, 2000, at the George

Washington University, Marvin Center

Room 403.

PURPOSE: To discuss the Commission’s

final report and how to elaborate its

message to the President.

FOR FURTHER INFORMATION CONTACT:

Martha Davis (202) 501–0705, Assistant

to the Associate Administrator for

Communications, General Services

Administration. Also, inquiries may be

sent to martha.davis@gsa.gov.

Dated: October 17, 2000.

Beth Newburger,

Associate Administrator for Communications.

[FR Doc. 00–27173 Filed 10–20–00; 8:45 am]

BILLING CODE 6820–34–M

DEPARTMENT OF HEALTH AND

HUMAN SERVICES

Office of the Secretary

Agency Information Collection

Activities: Submission for OMB

Review; Comment Request

The Department of Health and Human

Services, Office of the Secretary

publishes a list of information

collections it has submitted to the Office

of Management and Budget (OMB) for

clearance in compliance with the

Paperwork Reduction Act of 1995 (44

U.S.C. Chapter 35) and 5 CFR 1320.5.

The following are those information

collections recently submitted to OMB.

1. Voluntary Industry Partner Surveys to

Implement Executive Order 12862—

Extension—0990–0220—The

Department of Health and Human

Services plans to conduct surveys of its

contractors in each agency to obtain

feedback for improving the

Department’s procurement process.

Respondents: Contractors of the

Department;

Number of Respondent: 2400;

Average Burden per Response: 12

minutes.

Total Annual Burden: 480 hours.

OMB Desk Officer: Allison Eydt.

Copies of the information collection

packages listed above can be obtained

by calling the OS Reports Clearance

Officer on (202) 690–6207. Written

comments and recommendations for the

proposed information collection should

be sent directly to the OMB desk officer

designated above at the following

address: Human Resources and Housing

Branch, Office of Management and

Budget, New Executive Office Building,

Room 10235, 725 17th Street NW.,

Washington, DC 20503.

Comments may also be sent to

Cynthia Agens Bauer, OS Reports

Clearance Officer, Room 503H,

Humphrey Building, 200 Independence

Avenue SW., Washington, DC, 20201.

Written comments should be received

within 30 days of this notice.

Dated: October 10, 2000.

Dennis P. Williams,

Deputy Assistant Secretary, Budget.

[FR Doc. 00–27086 Filed 10–23–00; 8:45 am]

BILLING CODE 4150–24–M

DEPARTMENT OF HEALTH AND

HUMAN SERVICES

Agency for Healthcare Research and

Quality

Meeting of the National Advisory

Council for Healthcare Research and

Quality

AGENCY: Agency for Healthcare Research

and Quality.

ACTION: Notice of public meeting.

SUMMARY: In accordance with section

10(a) of the Federal Advisory Committee

Act, this notice announces a meeting of

the National Advisory Council for

Healthcare Research and Quality

DATES: The meeting will be held on

Friday, November 3, 2000, from 8:30

a.m. to 4:00 p.m. and is open to the

public.

ADDRESSES: The meeting will be held at

6010 Executive Boulevard, Fourth Floor,

Rockville, Maryland 20852.

FOR FURTHER INFORMATION CONTACT:

Anne Lebbon, Coordinator of the

Advisory Council, at the Agency for

Healthcare Research and Quality, 2101

East Jefferson Street, Suite 600,

Rockville, Maryland 20852, (301) 594–

7216. For press-related information,

please contact Karen Migdail at 301/

594–6120.

If sign language interpretation or other

reasonable accommodation for a

disability is needed, please contact

Linda Reeves, Assistance Administrator

for Equal Opportunity, AHRQ, on (301)

594–6662 no later than November 1,

2000.