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1
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COMPETITIVE IMPACT STATEMENT
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EXTRACTED KEY WORDS
RESIDENTIAL BROADBAND JUDGEMENT SERVICECO PROVIDERS UNITED STATES COMPETITION MARKET DISTRIBUTION MEDIAONE AGGREGATION PROMOTION ANTITRUST ROAD RUNNER DEFENDANTS ENTRY MANAGEMENT TIME WARNER CLAYTON ACT AGREEMENTS COMPETITIVE IMPACT STATEMENT ANTITRUST PROCEDURES PROPOSED ACQUISITION PROVISIONS DIVESTITURE SUBSCRIBERS NATIONWIDE CABLE FACILITIES TRANSMISSION CABLE MODEM |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
UNITED STATES OF AMERICA, )))
Plaintiff, ) Civil No.
)
v. )))
AT&T Corp., and )
MediaOne Group, Inc., )
)
Defendants. ))
COMPETITIVE IMPACT STATEMENT
The United States, pursuant to Section 2(b) of the Antitrust Procedures and Penalties
15 U.S.C. § 16(b)-(h) ("APPA"), 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
The United States filed a civil antitrust Complaint on May 25, 2000 alleging that the
proposed acquisition of MediaOne Group, Inc. ("MediaOne") by AT&T Corp. ("AT&T") would
violate Section 7 of the Clayton Act, 15 U.S.C. § 18, by lessening competition in the nationwide
market for the aggregation, promotion, and distribution of residential broadband content.
AT&T, through its ownership of TCI related companies, holds a majority of the voting
securities in Excite@Home Corp. ("Excite@Home"), the nation's largest residential broadband
services provider. Through its proposed acquisition of MediaOne, AT&T will acquire roughly a
34% equity interest and a significant management interest in ServiceCo, LLC ("ServiceCo"), the
nation's second-largest provider of residential broadband services, which operates under the trade
name "Road Runner."
By combining AT&T's controlling interest in Excite@Home with MediaOne's equity and
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2
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AMENDED COMPLAINT
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EXTRACTED KEY WORDS
PROVIDERS ROAD RUNNER DISTRIBUTION MEDIAONE MARKET INTERNET AGGREGATION PROMOTION COMPETITION RESIDENTIAL BROADBAND TECHNOLOGY DEFENDANTS EQUITY UNITED STATES CLAYTON ACT SUBSCRIBERS NATIONWIDE CABLE FACILITIES TRANSMISSION ACQUISITION LESSEN COMPETITION SIGNIFICANT MAJORITY CABLE SYSTEMS TIME WARNER CABLE MODEM NARROWBAND DSL CIVIL ACTION PURSUANT ISP |
IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
____________________________________)
United States of America, )
Antitrust Division )
Department of Justice )
1401 H Street ) Case Number: 1: 00CV01176 (RCL)
Washington, D.C. 20530, )
Plaintiff, )
)
v. )
)
AT&T Corp. and )
MediaOne Group, Inc., )
Defendants. )
____________________________________)
AMENDED COMPLAINT
The United States of America, acting under the direction of the Attorney General of the
United States, brings this civil action pursuant to Section 15 of the Clayton Act, as amended, 15
U.S.C. § 25, to enjoin defendant AT&T Corp. ("AT&T") from acquiring defendant MediaOne
Group, Inc. ("MediaOne"), in order to prevent and restrain a violation of Section 7 of the Clayton
Act, as amended, 15 U.S.C. § 18.
Unless blocked, AT&T's acquisition of MediaOne's interest is likely to lessen competition
substantially in the market for the aggregation, promotion, and distribution of broadband content.
Road Runner is an Internet service provider that offers high-speed access to content through cable
lines nationwide. Broadband service is technology that allows users to send and receive data at
-1-
rates substantially greater than are possible through more commonly used telephone dial-up
services. Road Runner competes with Excite@Home, in which AT&T owns a substantial equity
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3
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US COMPLIANCE WITH ANTITRUST PROCEDURES AND PENALTIES ACT
|
EXTRACTED KEY WORDS
CERTIFICATE UNITED STATES COURT COMPLIANCE ANTITRUST PROCEDURES ATTORNEY DEFENDANTS STIPULATION PENALTIES ACT COMPETITIVE IMPACT COMPETITIVE IMPACT STATEMENT FEDERAL REGISTER PUBLICATION PLAINTIFF HEREBY CERTIFIES ENTRY EXHIBIT WASHINGTON NEWSPAPER MEDIAONE GROUP RESPONSE PARTIES GENERAL CIRCULATION DISTRICT COLUMBIA ORAL COMMUNICATIONS OFFICER EMPLOYEE PURSUANT |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
UNITED STATES OF AMERICA, ))
Plaintiff, )) Civil No.: 1: 00CV01176 (RCL)
)
v. )))
AT&T CORP., and )
MEDIAONE GROUP, INC., )
)
Defendants. ))
CERTIFICATE OF COMPLIANCE WITH PROVISIONS
OF THE ANTITRUST PROCEDURES AND PENALTIES ACT
Plaintiff, United States of America, by the undersigned attorney, hereby certifies
compliance with the Antitrust Procedures and Penalties Act, 15 U.S.C. § 16 (b) - (h), the
following procedures have been followed in preparation for the entry of a final judgment herein:
1. Plaintiff and defendants stipulated to the entry of the proposed Final Judgment,
this Stipulation was filed with the Court on May 25, 2000;
2. The proposed Final Judgment was filed with the Court on May 25, 2000;
3. The Competitive Impact Statement was filed with the Court on May 25, 2000;
4. The Stipulation, proposed Final Judgment, and Competitive Impact Statement were
published in the Federal Register on June 21, 2000, Volume 55, No. 120, at pages 38584-
38593;1 /
1 A copy of this Federal Register notice and publication is attached as Exhibit A.
5. Copies of the Stipulation, proposed Final Judgment, and Competitive Impact
Statement were furnished to all persons requesting them;
6. A summary of terms of the proposed Final Judgment was published in the Washington
Post, a newspaper of general circulation in the District of Columbia, beginning on June 15, 2000
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4
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PROPOSED FINAL JUDGMENT
|
EXTRACTED KEY WORDS
SERVICECO JUDGEMENT TIME WARNER AGREEMENT AFFILIATES OPERATING PLAINTIFF CONSENT APPOINTEE RELATING PURPOSES MANAGEMENT CUSTOMERS DIVEST ASSETS PROVISIONS COURT UNITED STATES PARTIES OFFICERS PERMITS RESIDENTIAL BROADBAND SERVICE PURSUANT MARKET ARRANGEMENT WHOLESALE RETAIL CABLE SYSTEMS RESPONSIBILITIES |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
)
United States of America )
) Civil Action No.
Plaintiff, ))
v. ) Filed:
)
AT&T Corp., and )
MediaOne Group, Inc. )
)
Defendants. )
FINAL JUDGMENT
WHEREAS, plaintiff, United States of America, filed its Complaint on May 25, 2000;
AND WHEREAS, plaintiff and defendants, AT&T Corp. ("AT&T") and MediaOne
Group, Inc. ("MediaOne"), by their respective attorneys, have consented to the entry of this Final
Judgment without trial or adjudication of any issue of fact or law, and without this Final Judgment
constituting any evidence against or admission by any party regarding any issue of fact or law;
AND WHEREAS, AT&T and MediaOne agree 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 reorganization of certain
business relationships of AT&T and MediaOne to assure that competition is not substantially
lessened;
AND WHEREAS, plaintiff requires AT&T and MediaOne to restructure certain of their
business relationships for the purpose of remedying the loss of competition alleged in the
Complaint;
AND WHEREAS, AT&T and MediaOne have represented that the restructuring required
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5
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NOTICE OF FILING AMENDED COMPLAINT
|
EXTRACTED KEY WORDS
UNITED STATES MEDIAONE GROUP PURSUANT FEDERAL RULES CIVIL PROCEDURE AMENDED COMPLAINT |
IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
____________________________________)
United States of America, )
Antitrust Division )
Department of Justice )
1401 H Street ) Case Number: 1: 00CV01176 (RCL)
Washington, D.C. 20530, )
Plaintiff, )
)
v. )
)
AT&T Corp. and )
MediaOne Group, Inc., )
Defendants. )
____________________________________)
NOTICE OF FILING AMENDED COMPLAINT
On May 25, 2000, the United States of America filed its Complaint against AT&T
Corporation and MediaOne Group, Inc. A line of text was inadvertently deleted on page two of
the Complaint. The United States, pursuant to Rule 15 of the Federal Rules of Civil Procedure,
has filed an Amended Complaint that includes the deleted text.
Dated: May 26, 2000
___________/s/__________
Claude F. Scott, Jr. (D.C. Bar No. 414960)
Trial Attorney
Telecommunications Task Force
Antitrust Division
U. S. Department of Justice
1401 H Street, N.W.
Washington, DC 20530
(202) 514-5621
-1-
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6
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FINAL JUDGMENT
|
EXTRACTED KEY WORDS
SERVICECO JUDGEMENT TIME WARNER AGREEMENT AFFILIATES OPERATING PLAINTIFF CONSENT APPOINTEE RELATING PURPOSES MANAGEMENT CUSTOMERS DIVEST ASSETS PROVISIONS COURT UNITED STATES PARTIES OFFICERS PERMITS RESIDENTIAL BROADBAND SERVICE PURSUANT MARKET ARRANGEMENT WHOLESALE RETAIL CABLE SYSTEMS RESPONSIBILITIES |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
)
United States of America )
)
Plaintiff, )) Civil Action No.: 1:
v. ) )
AT&T Corp., and )
MediaOne Group, Inc. )
)
Defendants. )
FINAL JUDGMENT
WHEREAS, plaintiff, United States of America, filed its Complaint on May 25, 2000;
AND WHEREAS, plaintiff and defendants, AT&T Corp. ("AT&T") and MediaOne
Group, Inc. ("MediaOne"), by their respective attorneys, have consented to the entry of this Final
Judgment without trial or adjudication of any issue of fact or law, and without this Final Judgment
constituting any evidence against or admission by any party regarding any issue of fact or law;
AND WHEREAS, AT&T and MediaOne agree 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 reorganization of certain
business relationships of AT&T and MediaOne to assure that competition is not substantially
lessened;AND WHEREAS, plaintiff requires AT&T and MediaOne to restructure certain of their
business relationships for the purpose of remedying the loss of competition alleged in the
Complaint;
AND WHEREAS, AT&T and MediaOne have represented that the restructuring required
below can and will be made, that AT&T and MediaOne can assure compliance with the
requirements of this Final Judgment, and that AT&T and MediaOne will later raise no claim of
hardship or difficulty as grounds for asking the Court to modify any of the provisions relating to
the required restructuring or the limitations on subsequent agreements contained below;
NOW THEREFORE, before any testimony is taken, without trial or adjudication of any
issue of fact or law, and upon consent of the parties, it is ORDERED, ADJUDGED AND
DECREED:
I. Jurisdiction
This Court has jurisdiction over the subject matter of and each of the parties to this
The Complaint states a claim upon which relief may be granted against defendants under Section
7 of the Clayton Act, as amended, 15 U.S.C. § 18.
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7
.
STIPULATED ORDER
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EXTRACTED KEY WORDS
JUDGEMENT STIPULATION DEFENDANTS ENTRY STIPULATED ORDER PARTIES WITHDRAWN PROVISIONS PARTY ANTITRUST PROCEDURES PENALTIES ACT PLAINTIFF FILING MERGER COURT RULING DECLINING YORK MEDIAONE GROUP HEREBY HERETO MOTION COMPLIANCE CONSENT ABANDON APPEALS DIVESTITURE PURSUANT ORDERED CONTINUED COMPLIANCE OBLIGATIONS PREJUDICE |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
United States of America, ))
Plaintiff, ) Civil No.:
)
v. )) Filed:
AT&T Corp. and )
MediaOne Group, Inc., )
)
Defendants. )
__________________________________________)
STIPULATED ORDER
The Court hereby enters this Stipulated Order, ordering and adjudging 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 this Court.
(2) A Final Judgment in the form hereto attached may be filed and 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, and without
further notice to any party or other proceedings, provided that plaintiff has not withdrawn its
consent, which it may do at any time before entry of the proposed Final Judgment by serving
notice thereof on defendants and by filing that notice with the Court and provided that Defendants
have not abandoned their proposed merger and withdrawn their filing under the Hart-Scott-
1
Rodino Antitrust Improvements Act, 15 U.S.C. § 18a.
(3) Defendants shall abide by and comply with the provisions of the proposed Final
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8
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MOTION FOR ENTRY OF FINAL JUDGMENT
|
EXTRACTED KEY WORDS
UNITED STATES COURT ENTRY COMPETITION MOTION ACT ANTITRUST APPA COMPETITIVE IMPACT CERTIFICATE COMPLIANCE PROVISIONS COMPLAINT VIOLATIONS DEFENDANTS COMPETITIVE IMPACT STATEMENT DETERMINATION CONSIDERATIONS ATTORNEYS PARTIES ALLEGES TERMINATE ENFORCE EXPLAINING ANTICIPATED EFFECT JURISDICTION CONSTRUE MODIFY RESPONSE |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
UNITED STATES OF AMERICA, ))
Plaintiff, )) Civil No.: 1: 00CV01176 (RCL)
)
v. )))
AT&T CORP., and )
MEDIAONE GROUP, INC., )
)
Defendants. ))
MOTION FOR ENTRY OF FINAL JUDGMENT
AND SUPPORTING MEMORANDUM
Pursuant to Section 2(b) of the Antitrust Procedures and Penalties Act, ("APPA" or
"Tunney Act"), 15 U.S.C. § 16 (b)-(h), the United States of America moves for entry of the
proposed Final Judgment in this civil antitrust proceeding. The Final Judgment may be entered at
this time without further hearing, if the Court determines that entry is in the public interest. A
Certificate of Compliance, certifying that the parties have complied with all applicable provisions
of the APPA and that the waiting period has expired, has been filed simultaneously with this
Court.
I.
Background
This action was commenced on May 25, 2000 when the United States filed a civil antitrust
complaint under Section 15 of the Clayton Act, as amended, 15 U.S.C. § 25. The complaint
alleged that the proposed acquisition of MediaOne Group, Inc. ("MediaOne") by AT&T
Corporation ("AT&T") would violate Section 7 of the Clayton Act, as amended, 15 U.S.C. § 18.
The Complaint alleges that the acquisition would substantially lessen competition in the
nationwide market for the aggregation, promotion, and distribution of residential broadband
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