10058 Federal Register / Vol. 62, No. 43 / Wednesday, March 5, 1997 / Notices

SUPPLEMENTARY INFORMATION: The

meeting will be open to the public with

approximately 10 seats available on a

first-come, first-served basis. Members

of the general public who plan to attend

the meeting should contact John

Ottoson, U.S. Fire Administration,

16825 South Seton Avenue,

Emmitsburg, MD 21727, (301) 447–

1272, on or before Monday, March 10,

1997.

Minutes of the meeting will be

prepared and will be available for

public viewing in the Office of the U.S.

Fire Administrator, Federal Emergency

Management Agency, 16825 South

Seton Avenue, Emmitsburg, MD 21727.

Copies of the minutes will be available

upon request 30 days after the meeting.

Dated: February 27, 1997.

Donald G. Bathurst,

Deputy Administrator.

[FR Doc. 97–5380 Filed 3–4–97; 8:45 am]

BILLING CODE 6718–08–P

FEDERAL TRADE COMMISSION

[File No. 971–0009]

American Home Products Corporation;

Analysis To Aid Public Comment

AGENCY: Federal Trade Commission.

ACTION: Proposed consent agreement.

SUMMARY: In settlement of alleged

violations of federal law prohibiting

unfair or deceptive acts or practices and

unfair methods of competition, this

consent agreement, accepted subject to

final Commission approval, will settle

antitrust concerns stemming from the

Madison, New Jersey-based company’s

proposed acquisition of Solvay, S.A.’s

animal health business. The complaint

accompanying the consent agreement

alleges that the proposed $463 million

acquisition would give American Home

Products a dominant position in the

market for canine lyme vaccines, canine

corona virus vaccines, and feline

leukemia vaccines. The agreement

would require, among other things, that

American Home Products divest

Solvay’s U.S. and Canadian rights to the

three types of vaccines to the ScheringPlough Corporation or another

Commission-approved buyer.

DATES: Comments must be received on

or before May 5, 1997.

ADDRESSES: Comments should be

directed to: FTC/Office of the Secretary,

Room 159, 6th St. and Pa. Ave., N.W.,

Washington, D.C. 20580.

FOR FURTHER INFORMATION CONTACT:

William J. Baer, Federal Trade

Commission, H–374, 6th St. and Pa.

Ave., N.W., Washington, D.C. 20580.

(202) 326–2932; George S. Cary, Federal

Trade Commission, H–374, 6th St. and

Pa. Ave., N.W., Washington, D.C. 20580.

(202) 326–3741; Casey R. Triggs, Federal

Trade Commission, S–2308, 6th St. and

Pa. Ave., N.W., Washington, D.C. 20580.

(202) 326–2804.

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 sixty (60)

days. The following Analysis to Aid

Public Comment describes the terms of

the consent agreement, and the

allegations in the accompanying

complaint. An electronic copy of the

full text of the consent agreement

package can be obtained from the

Commission Actions section of the FTC

Home Page (for February 25, 1997), on

the World Wide Web, at ‘‘http://

www.ftc.gov/os/actions/htm.’’ A paper

copy can be obtained from the FTC

Public Reference Room, Room H–130,

Sixth Street and Pennsylvania Avenue,

N.W., Washington, D.C. 20580, either in

person or by calling (202) 326–3627.

Public comment is invited. 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)(6)(ii) of the Commission’s

Rules of Practice (16 CFR 4.9(b)(6)(ii)).

Analysis of Proposed Consent Order To

Aid Public Comment

The Federal Trade Commission

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

final approval, an agreement containing

a proposed Consent Order from

American Home Products Corporation

(‘‘AHP’’) under which AHP would

divest Solvay S.A.’s (‘‘Solvay’’), canine

lyme vaccine, canine corona virus

combination vaccines and feline

leukemia combination vaccines. The

agreement is designed to remedy the

anticompetitive effects resulting from

AHP’s acquisition of Solvay’s animal

health business.

The proposed Consent Order has been

placed on the public record for sixty

(60) days for reception of comments by

interested persons. Comments received

during this period will become part of

the public record. After sixty (60) days,

the Commission will again review the

agreement and the comments received

and will decide whether it should

withdraw from the agreement or make

final the agreement’s proposed Order.

The proposed complaint alleges that

the proposed acquisition, if

consummated, would constitute a

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, in the markets for canine

lyme vaccine, canine corona virus

combination vaccines and feline

leukemia combination vaccines.

The canine lyme, canine corona virus

combination and feline leukemia

combination vaccines are the only

effective method to prevent certain

companion animal diseases. These

vaccines work by exposing the host

animal’s own immune system to

specific antigens for the disease. These

antigens in turn stimulate the immune

system’s production of antibodies,

which protect the host animal against

future exposure to the disease.

Companion animal vaccine

manufacturers sell vaccines such as

canine lyme, canine corona virus

combination and feline leukemia

combination to veterinarians, who then

charge consumers when they bring their

companion animals in for treatment.

Veterinarians rely on competition

among the vaccine manufacturers to

drive down the cost of services they

provide. Where a single vaccine

manufacturer controls a large share of a

vaccine market, that manufacturer is

able to extract higher prices as a result.

AHP’s proposed acquisition of

Solvay’s animal health business would

give the combined entity a dominant

position in the canine lyme, canine

corona virus combination and feline

leukemia combination vaccine markets.

As a result, the combined entity would

have the ability to raise prices in each

of these markets. Furthermore, entry

into these markets is difficult and time

consuming because of lengthy

development periods and the need for

approvals by the United States

Department of Agriculture (‘‘USDA’’)

and is unlikely to offset the competitive

harm that would result from the

combination of AHP and Solvay’s

animal health business.

The proposed consent order requires

AHP to divest certain assets to ScheringPlough, Ltd. (‘‘Schering-Plough’’)

relating to Solvay’s canine lyme, canine

corona virus combination and feline

leukemia combination vaccines

including, but not limited to, master

seeds and cell stock, know-how,

intellectual property and research and

development. In addition, AHP is

required to assist Schering-Plough in

obtaining USDA certification. These
Federal Register / Vol. 62, No. 43 / Wednesday, March 5, 1997 / Notices 10059

assets in the hands of Schering-Plough

are sufficient to replace the lost

competition that would result from the

acquisition.

Public comments regarding all aspects

of the proposed divestiture to ScheringPlough will be considered with other

comments on the proposed Order.

Under the proposed Order, if

Schering-Plough ceases to sell contract

manufactured canine lyme, canine

corona virus combination and feline

leukemia combination vaccines prior to

obtaining USDA certification, abandons

its efforts to obtain USDA approval, or

fails to obtain timely USDA approval, or

in the event AHP fails to divest the

assets absolutely and in good faith, the

Commission may terminate the

divestiture agreement and appoint a

trustee to divest Solvay’s canine lyme

vaccine, canine corona virus

combination vaccines, and feline

leukemia combination vaccines, as well

as Solvay’s Charles City Facility and

equine vaccines. The crown jewel

provision also includes, at AHP’s

discretion, a supply contract for a term

not to exceed (3) three years from the

date of the divestiture, which requires

the new acquirer to supply AHP (i) any

swine or poultry vaccines for sale

worldwide, (ii) any canine lyme

vaccine, canine corona virus

combination vaccines and feline

leukemia combination vaccines for sale

by AHP outside the United States and

Canada and (iii) single antigen rabies

vaccine and feline leukemia

combination vaccine with rabies for sale

worldwide being produced at the

Charles City Facility at the time of

divestiture, priced at each vaccine’s

average total cost. This crown jewel

provision will ensure that a trustee can

divest a package of assets that is

sufficiently attractive to potential

buyers.

Under the provisions of the proposed

Order, AHP is also required to provide

the Commission with a report of

compliance with the divestiture

provisions of the Order within sixty (60)

days following the date this Order

becomes final, and every ninety (90)

days thereafter until AHP has fully

complied with the divestiture

provisions of the proposed Order.

The purpose of this analysis is to

facilitate public comment on the

proposed Order, and it is not intended

to constitute an official interpretation of

the agreement and proposed Order or to

modify in any way their terms.

Donald S. Clark,

Secretary.

Concurring Statement of Commissioner

Mary L. Azcuenaga in American Home

Products Corp., File No. 971–0009

I concur in the decision to accept the

consent agreement for public comment

and write separately to invite comment

on whether and when the Commission

should require the firm divesting assets

to give up patent rights beyond those

acquired in the transaction at issue.

Paragraph IID of the proposed order

requires American Home Products

(AHP) not only to license the

intellectual property that is acquired

from Solvay S.A., but also to agree not

to sue the acquiring firm for

infringement of vaccine patents that

AHP owned before the acquisition. The

firm purchasing the divested assets will

obtain Solvay’s intellectual property

free and clear of any claim that the

Solvay vaccines infringe AHP’s patents.

Should the Commission resolve the

patent dispute regarding whether

Solvay’s vaccines infringed AHP’s

patents, and if so, how should such a

dispute be resolved?

[FR Doc. 97–5343 Filed 3–4–97; 8:45 am]

BILLING CODE 6750–01–M

[File No. 942–3341]

Schering-Plough Healthcare Products,

Inc.; Analysis To Aid Public Comment

AGENCY: Federal Trade Commission.

ACTION: Proposed consent agreement.

SUMMARY: In settlement of alleged

violations of federal law prohibiting

unfair or deceptive acts or practices and

unfair methods of competition, this

consent agreement, accepted subject to

final Commission approval, would

prohibit, among other things, the

marketer of Coppertone Kids sunscreens

for children from making deceptive

claims about the effectiveness of

sunscreens marketed for use on

children. The agreement will also

require that the company produce and

distribute 150,000 consumer education

brochures to alert parents to the

importance of sunscreen protection for

children and the need to reapply

sunscreens after toweling or sustained

vigorous activity. The complaint

accompanying the consent agreement

alleges that Schering’s ads for

Coppertone Kids 6-Hour Waterproof

Sunblock make unsubstantiated claims

that one application of Coppertone Kids

provides six hours of protection from

the sun for children engaged in

sustained vigorous activity in and out of

the water.

DATES: Comments must be received on

or before May 5, 1997.

ADDRESSES: Comments should be

directed to: FTC/Office of the Secretary,

Room 159, 6th St. and Pa. Ave., N.W.,

Washington, D.C. 20580.

FOR FURTHER INFORMATION CONTACT:

Joel Winston, Federal Trade

Commission, S–4002, 6th St. and Pa.

Ave., N.W., Washington, D.C. 20580.

(202) 326–3153; Toby Milgrom Levin,

Federal Trade Commission, S–4002, 6th

St. and Pa. Ave., N.W., Washington,

D.C. 20580. (202) 326–3156.

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 sixty (60)

days. The following Analysis to Aid

Public Comment describes the terms of

the consent agreement, and the

allegations in the accompanying

complaint. An electronic copy of the

full text of the consent agreement

package can be obtained from the

Commission Actions section of the FTC

Home Page (for February 18, 1997), on

the World Wide Web, at ‘‘http://

www.ftc.gov/os/actions/htm.’’ A paper

copy can be obtained from the FTC

Public Reference Room, Room H–130,

Sixth Street and Pennsylvania Avenue,

N.W., Washington, D.C. 20580, either in

person or by calling (202) 326–3627.

Public comment is invited. 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)(6)(ii) of the Commission’s

Rules of Practice (16 CFR 4.9(b)(6)(ii)).

Analysis of Proposed Consent Order to

Aid Public Comment

The Federal Trade Commission has

accepted an agreement to a proposed

consent order from Schering-Plough

Healthcare Products, Inc. (‘‘ScheringPlough Healthcare’’). Schering-Plough

Healthcare, a wholly-owned subsidiary

of the Schering-Plough Corporation, is a

manufacturer and distributor of health

care products, including sunscreens.

The proposed consent order has been

placed on the public record for sixty

(60) days for receipt of comments by

interested persons. Comments received