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1
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US COMPLIANCE WITH ANTITRUST PROCEDURES AND PENALTIES ACT
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EXTRACTED KEY WORDS
UNITED STATES COMPETITIVE IMPACT COMPETITIVE IMPACT STATEMENT PURSUANT DEFENDANTS COURT WASHINGTON REQUESTING COMPLIANCE PROVISIONS ANTITRUST PROCEDURES PENALTIES ACT PLAINTIFF HEREBY CERTIFIES ESQUIRE MILLER DEFENDANTS JOIN FOREGOING DOCUMENT DEFENDANTS ALCOA ACX TECHNOLOGIES GOLDEN ALUMINUM COMPANY FIRST-CLASS POSTAGE PREPAID RANDOLPH SMITH CROWELL MORING PENNSYLVANIA AVENUE TODD MILLER BAKER |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
UNITED STATES OF AMERICA, ))
Plaintiff, ))) Civil No.: 99-2943 (TFH)
)
v. ))
ALCOA INC., ACX TECHNOLOGIES, ) Filed: April 13
INC., and GOLDEN ALUMINUM )
COMPANY, )
Defendants. ))
UNITED STATES' CERTIFICATE OF
COMPLIANCE WITH THE PROVISIONS OF THE
ANTITRUST PROCEDURES AND PENALTIES ACT
Plaintiff, United States of America, hereby certifies that it has complied with the
the Antitrust Procedures and Penalties Act, 15 U.S.C. § 16(b)-(h), and states:
1. The proposed Final Judgment and Competitive Impact Statement were filed with the
Court on November 5, 1999, and December 6, 1999, respectively.
2. Pursuant to 15 U.S.C. § 16(b), the Proposed Final Judgment and Competitive Impact
Statement were published in the Federal Register on December 29, 1999, volume 64, beginning on
page 73066.
3. Pursuant to 15 U.S.C. § 16(b), the United States furnished to requesting parties
of the Competitive Impact Statement, as well as copies of the Complaint and the proposed Final
Judgment.
4. Pursuant to 15 U.S.C. § 16(c), a summary of the terms of the proposed Final Judgment
and Competitive Impact Statement were published in the Washington Post, a newspaper of general
circulation in the District of Columbia, during the period December 21, 1999 through December 27,
1999.
5. The United States received no comments from members of the public concerning the
proposed Final Judgment.
6. Pursuant to 15 U.S.C. § 16(g), the defendants have filed with the Court a
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2
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MOTION FOR ENTRY OF FINAL JUDGMENT
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EXTRACTED KEY WORDS
ACT ALCOA LID STOCK COURT ENTRY UNITED STATES COMPETE DIVEST TUNNEY ACT COMPETITIVE IMPACT VIOLATIONS PRODUCTION MOTION ANTITRUST PLAINTIFF CERTIFICATE COMPLAINT TRANSACTION ASSETS DEFENDANTS TERMINATE DETERMINATION CONSIDERATIONS WASHINGTON COMPLIANCE PROVISIONS ACX TECHNOLOGIES ALUMINUM COMPANY FORT LUPTON ASSETS |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
UNITED STATES OF AMERICA, ))
Plaintiff, ))) Civil No.: 99-2943 (TFH)
)
v. ))
ALCOA INC., ACX TECHNOLOGIES, ) Filed: APR 13
INC., and GOLDEN ALUMINUM )
COMPANY, )
Defendants. ))
PLAINTIFF'S MOTION FOR ENTRY OF FINAL JUDGMENT
Pursuant to Section 2(b) of the Antitrust Procedures and Penalties Act, 15 U.S.C.
§ 16(b)-(h) ("Tunney Act"), Plaintiff United States moves for entry of the proposed Final Judgment
filed in this civil antitrust proceeding. The proposed Final Judgment may be entered at this time
further hearing if the Court determines that entry is in the public interest. The Competitive
Statement filed in this matter on December 6, 1999, explains why entry of the proposed Final
would be in the public interest. A Certificate of Compliance setting forth the steps taken by the
to comply with all applicable provisions of the Tunney Act and certifying that the statutory
period has expired has been filed simultaneously with this Motion.
1
I.
Background
On November 5, 1999 the United States filed a civil antitrust Complaint alleging that the
proposed acquisition by Alcoa Inc. ("Alcoa") of ACX Technologies, Inc.'s ("ACX") interest in Golden
Aluminum Company ("Golden") would violate Section 7 of the Clayton Act, 15 U.S.C.
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3
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COMPETITIVE IMPACT STATEMENT
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EXTRACTED KEY WORDS
JUDGEMENT UNITED STATES COURT ALCOA COMPETITION ALUMINUM ANTITRUST DIVESTITURE FORT LUPTON ASSETS FORT LUPTON PUBLICATION APPA ENTRY COMPLAINT ACQUISITION MARKET ACX AMERICA TRANSACTION COMPETITIVE IMPACT VIOLATIONS FACILITY MILL SHEET PRODUCTS CONSENT RELIEF STIPULATION DEFENDANTS SALE |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
UNITED STATES OF AMERICA, ))
Plaintiff, ))) Civil No.: 99-2943
)
v. ))
ALCOA INC., ACX TECHNOLOGIES, ) Filed: December 6, 1999
INC., and GOLDEN ALUMINUM )
COMPANY, )
Defendants. ))
COMPETITIVE IMPACT STATEMENT
The United States, pursuant to Section 2(b) of the Antitrust Procedures and Penalties Act
("APPA"), 15 U.S.C. § 16(b)-(h), files this Competitive Impact Statement relating to the
proposed Final Judgment submitted for entry in this civil antitrust proceeding.
I. NATURE AND PURPOSE OF THE PROCEEDING
On November 5, 1999 the United States filed a civil antitrust Complaint alleging that the
proposed acquisition by Alcoa Inc. ("Alcoa") of ACX Technologies, Inc.'s ("ACX") interest in
Golden Aluminum Company ("Golden") would violate Section 7 of the Clayton Act, 15 U.S.C.
§ 18. The Complaint alleges that the transaction would result in Alcoa increasing its already
dominant share of the aluminum food and beverage can lid stock ("lid stock") production
business in North America. Alcoa is the largest producer of lid stock in North America. Golden
is a small, but low cost producer of lid stock. They compete to produce and sell the best quality
lid stock at the lowest prices, and to provide the best technological, marketing, and customer
support services. Alcoa and ACX have proposed a transaction that would eliminate this
competition, further increase concentration in the already highly concentrated lid stock business,
and further increase the market power of the dominant firm -- Alcoa. The proposed transaction
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4
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STIPULATION AND ORDER
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EXTRACTED KEY WORDS
JUDGEMENT STIPULATION PARTIES ENTRY DEFENDANTS PROVISIONS PARTY HERETO DISTRICT MOTION COMPLIANCE PLAINTIFF WITHDRAWN CONSENT APPEALS RULING DECLINING ENTRY DIVESTITURE ABIDE PENDING ENTRY EXPIRATION SIGNING EQUAL FORCE WRITING PARAGRAPH ENTERED PURSUANT ORDERED CONTINUED COMPLIANCE OBLIGATIONS PREJUDICE RAISE |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
UNITED STATES OF AMERICA, Civil Action No.: 99 243
Plaintiff, Filed: Nov 5, 1999
v.
ALCOA INC., ACX TECHNOLOGIES,
INC., and GOLDEN ALUMINUM
COMPANY,
Defendants.
STIPULATION AND ORDER
It is hereby STIPULATED by and between the undersigned parties, by their respective
as follows:
1. The Court has jurisdiction over the subject matter of this action and over each of
parties hereto, and venue of this action is proper in the United States District Court for the
Columbia.
2. The parties stipulate that a Final Judgment in the form hereto attached may be
entered by the Court, upon the motion of any party or upon the Court's own motion, at any time after
compliance with the requirements of the Antitrust Procedures and Penalties Act (15 U.S.C. § 16),
without further notice to any party or other proceedings, provided that plaintiff has not withdrawn
consent, which it may do at any time before the entry of the proposed Final Judgment by serving
thereof on defendants and by filing that notice with the Court.
3. Defendants shall abide by and comply with the provisions of the proposed Final
pending entry of the Final Judgment by the Court, or until expiration of time for all appeals of
ruling declining entry of the proposed Final Judgment, and shall, from the date of the signing of
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5
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PROPOSED FINAL JUDGMENT
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EXTRACTED KEY WORDS
FORT LUPTON JUDGEMENT FORT LUPTON ASSETS DIVESTITURE UNITED STATES DEFENDANTS COURT PLAINTIFF TRUSTEE ACX TECHNOLOGIES GOLDEN ALUMINUM COMPANY ATTORNEY COMPLAINT PROVISIONS PURCHASER PARTY SUBSIDIARIES ENGINEERING FACILITIES ACCOMPLISH FORT LUPTON FACILITY APPROVALS COMPETITION MATERIALS ADJUDICATION EMPLOYEES LID STOCK SOLE DISCRETION WRITTEN NOTICE AFFIDAVIT |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
UNITED STATES OF AMERICA, ))
Plaintiff, ))) Civil Action No.:: 99 2943
)
v. ))
ALCOA INC., ACX TECHNOLOGIES, ) Filed: Nov 5, 1999
INC., and GOLDEN ALUMINUM )
COMPANY, )
Defendants. ))
FINAL JUDGMENT
WHEREAS, plaintiff, the United States of America ("United States"), filed its complaint in
action on November 5, 1999, and plaintiff and defendants, Alcoa Inc. ("Alcoa"), ACX Technologies,
Inc. ("ACX"), and Golden Aluminum Company ("Golden"), by their respective attorneys, having
consented to the entry of this Final Judgment without trial or adjudication of any issue of fact or
herein, and without this Final Judgment constituting any evidence against or an admission by any
with respect to any issue of law or fact herein;
AND WHEREAS, defendants have agreed to be bound by the provisions of this Final
Judgment pending its approval by the Court;
AND WHEREAS, the essence of this Final Judgment is the prompt and certain divestiture of
the Fort Lupton Assets of ACX's subsidiary, Golden Aluminum Company ("Golden"), to assure that
competition is not substantially lessened;
AND WHEREAS, plaintiff requires defendant Alcoa to divest the Fort Lupton Assets for the
purpose of remedying the loss of competition alleged in the Complaint;
AND WHEREAS, defendants have represented to plaintiff that the divestiture ordered herein
can and will be made and that defendants will later raise no claims of hardship or difficulty as
for asking the Court to modify any of the divestiture or contract provisions contained below;
NOW, THEREFORE, before the taking of any testimony, and without trial or adjudication of
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6
.
HOLD SEPARATE ORDER
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EXTRACTED KEY WORDS
FACILITY ALCOA ASSETS ENGINEERING FACILITIES DIVESTITURE ACX TECHNOLOGIES SEPARATE EMPLOYEES LICENSES JUDGEMENT SALES SEPARATE STIPULATION AFFILIATES MANAGERS COLORADO MANUFACTURING FACILITY SAN ANTONIO AGREEMENTS DESIGNS BUSINESS SUBSIDIARIES OFFICERS AGENTS RELATING MATERIALS TECHNICAL INFORMATION LID STOCK COMPETITOR REPORTS |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
UNITED STATES OF AMERICA, Civil Action No.: 99 2943
Plaintiff, Filed: Nov 5, 1999
v.
ALCOA INC., ACX TECHNOLOGIES,
INC., and GOLDEN ALUMINUM
COMPANY,
Defendants.
HOLD SEPARATE STIPULATION AND ORDER
It is hereby STIPULATED by and between the undersigned parties, subject to approval and
entry by the Court, that:
I.
DEFINITIONS
As used in this Hold Separate Stipulation and Order:
A. "Alcoa" means defendant Alcoa Inc., a Pennsylvania corporation with its headquarters
in Pittsburgh, Pennsylvania, and its successors, assigns, subsidiaries, divisions, groups,
partnerships and joint ventures, and directors, officers, managers, agents, and employees.
B. "ACX" means ACX Technologies, Inc., a Colorado corporation with its headquarters
in Golden, Colorado, and its successors, assigns, subsidiaries, divisions, groups, affiliates,
and joint ventures, and directors, officers, managers, agents, and employees.
C. "Golden" means Golden Aluminum Company, a wholly owned subsidiary of ACX, with
two principal aluminum sheet manufacturing facilities located in Fort Lupton, Colorado, and San
Antonio, Texas, and its successors, assigns, subsidiaries, divisions, groups, affiliates,
joint ventures, and directors, officers, managers, agents, and employees.
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7
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COMPLAINT
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EXTRACTED KEY WORDS
ALCOA MARKET ALUMINUM FIRMS NORTH AMERICA MILL FACILITY COMPETITION HHI TRANSACTION SHEET PRODUCTS CLAYTON ACT PRICES FOOD BEVERAGE BUSINESS CONTINUOUS CAST CUSTOMERS SALES UNITED STATES ROLLING MILL CANS COST ACX COMMERCE QUALITY DECREASE PROPOSED ACQUISITION VIOLATES |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
UNITED STATES OF AMERICA, )
Department of Justice )
Antitrust Division )
325 7 Street, N.W., Suite 500
th )
Washington, D.C. 20530, ))
Plaintiff, ) CASE NUMBER : 1:00CV0243
) JUDGE: Thomas F. Hogan
v. ) DECK TYPE: Antitrust
) DATE STAMP: 11/05/1999
ALCOA INC., )
201 Isabella Street )
Pittsburgh, PA 15219, ))
ACX TECHNOLOGIES, INC., )
16000 Table Mountain Parkway )
Golden, Colorado 80403, and ))
GOLDEN ALUMINUM COMPANY, )
14555 Old Corpus Christi Road )
San Antonio, Texas 72338, ))
Defendants. ))
COMPLAINT
The United States of America, acting under direction of the Attorney General of the United
States, brings this civil action to obtain equitable relief against defendants and alleges as
1. On August 17, 1999, Alcoa Inc. ("Alcoa") and ACX Technologies, Inc. ("ACX")
entered into an agreement under which Alcoa would acquire all of ACX's interest in Golden Aluminum
Company ("Golden"). The United States seeks to enjoin this transaction because it would result in
-1-
Alcoa increasing its already dominant share of the aluminum food and beverage can lid stock ("lid
stock") production business in North America. Lid stock consists of large coils of aluminum sheet
are produced in a rolling mill or in a continuous cast facility. The coils are sold to a can maker
feeds the coils into lid-making machines that stamp out rings and scored circles to form the ends,
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