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1
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DECISION & ORDER
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EXTRACTED KEY WORDS
ASSETS THRIFT DRUG RESPONDENTS CONSENT ORDER RITE AID AGREEMENT PENNEY ACQUISITION FEDERAL TRADE COMMISSION RETAIL ASSETS TRADE COMMISSION ACT TRUSTEE UNITED STATES COUNSEL PENNEY COMPANY COMPLAINT DIVESTITURE COMPETITIVENESS RETAIL DRUG STORE THEREAFTER PARAGRAPH REPRESENTATIVES RITE AID NORTH ADMISSION CUSTOMERS EMPLOYEES SUBSIDIARIES CHARGE RESPONDENTS ATTORNEYS |
9710016 9710017
B215168 B215170
UNITED STATES OF AMERICA
BEFORE FEDERAL TRADE COMMISSION
COMMISSIONERS: Robert Pitofsky, Chairman
Mary L. Azcuenaga
Janet D. Steiger
Roscoe B. Starek, III
Christine A. Varney
___________________________________)
In the Matter of ))
J.C. PENNEY COMPANY, INC., )
a corporation; and ) Docket Nos. C-3721
) C-3722
THRIFT DRUG, INC., ) DECISION AND
a corporation. ) ORDER
___________________________________)
The Federal Trade Commission ("Commission"), having
initiated an investigation of the proposed acquisition of Eckerd
Corporation ("Eckerd") and of certain assets of Rite Aid
Corporation ("Rite Aid") by J.C. Penney Company, Inc. ("J.C.
Penney") and Thrift Drug, Inc. ("Thrift Drug"), and the
respondents having been furnished thereafter with a copy of a
draft of complaint that the Bureau of Competition presented to
the Commission for its consideration and which, if issued by the
Commission, would charge respondents with violations of 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; and
Respondents, their attorneys, and counsel for the Commission
having thereafter executed an agreement containing a consent
order, an admission by the respondents of all the jurisdictional
facts set forth in the aforesaid draft of complaint, a statement
that the signing of said agreement is for settlement purposes
only and does not constitute an admission by respondents that the
law has been violated as alleged in such complaint, or that the
facts as alleged in such complaint, other than jurisdictional
facts, are true and waivers and other provisions as required by
the Commission's rules; and
The Commission having thereafter considered the matter and
having determined that it had reason to believe that the
respondents have violated the said Acts, and that a complaint
should issue stating its charges in that respect, and having
thereupon accepted the executed consent agreement and placed such
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2
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CONSENT AGREEMENT
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EXTRACTED KEY WORDS
THRIFT DRUG ASSETS RESPONDENTS RITE AID AGREEMENT PENNEY ACQUISITIONS BUSINESS CONSENT ORDER ACT FEDERAL TRADE COMMISSION RETAIL ASSETS DIVEST ECKERD TRUSTEE DRUG STORES PENNEY COMPANY NORTH CAROLINA DIVESTITURE UNITED STATES PHARMACY SERVICES REPRESENTATIVES SOUTH CAROLINA COMPETITION THIRD-PARTY PAYORS PENNEY/THRIFT METROPOLITAN AREA AMERICA CHARLESTON |
UNITED STATES OF AMERICA
BEFORE FEDERAL TRADE COMMISSION
___________________________________)
In the Matter of ))
J.C. PENNEY COMPANY, INC., )
a corporation; and ) File No. 971-0016
) File No. 971-0017
THRIFT DRUG, INC., )
a corporation. )
___________________________________)
AGREEMENT CONTAINING CONSENT ORDER
The Federal Trade Commission ("Commission"), having
initiated an investigation of the proposed acquisition of Eckerd
Corporation ("Eckerd") and of certain assets of Rite Aid
Corporation ("Rite Aid") by J.C. Penney Company, Inc. ("J.C.
Penney") and Thrift Drug, Inc. ("Thrift Drug"), and it now
appearing that J.C. Penney and Thrift Drug, hereinafter sometimes
referred to as "Proposed Respondents," are willing to enter into
an agreement containing an Order ("Agreement") to divest certain
assets and to cease and desist from certain acts, and providing
for other relief:
IT IS HEREBY AGREED by and between Proposed Respondents, by
their duly authorized officers and attorneys, and counsel for the
Commission that:
1. Proposed Respondent J.C. Penney Company, Inc. is a
corporation organized, existing, and doing business under and by
virtue of the laws of the state of Delaware, with its office and
principal place of business located at 6501 Legacy Drive, Plano,
Texas 75024-3698.
2. Proposed Respondent Thrift Drug, Inc., is a corporation
organized, existing, and doing business under and by virtue of
the laws of the state of Delaware, with its office and principal
place of business located at 615 Alpha Drive, Pittsburgh,
Pennsylvania 15238.
3. Proposed Respondents admit all the jurisdictional facts
set forth in the draft of complaint here attached.
4. Proposed Respondents waive:
a. any further procedural steps;
SNIPPETS:
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3
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COMPLAINT
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EXTRACTED KEY WORDS
ACQUISITIONS COMMERCE BUSINESS FEDERAL TRADE COMMISSION THRIFT DRUG RITE AID ECKERD VIOLATIONS CLAYTON ACT FTC ACT COMPLAINT PURPOSES MSA CAROLINA RESPONDENTS VIRTUE LAWS DELAWARE NORTH CAROLINA PARAGRAPH AGREEMENT COMPETITION LIKELIHOOD PENNEY COMPANY WHOLLYOWNED SUBSIDIARIES ASSETS PROCEEDING HILL AFFECTING COMMERCE |
9710016 9710017
B215168 B215170
UNITED STATES OF AMERICA
BEFORE FEDERAL TRADE COMMISSION
___________________________________)
In the Matter of ))
J.C. PENNEY COMPANY, INC., )
a corporation; and ) Docket Nos. C-3721
) C-3722
THRIFT DRUG, INC., )
a corporation. )
___________________________________)
COMPLAINT
The Federal Trade Commission ("Commission"), having reason
to believe that J.C. Penney Company, Inc., through two wholly-
owned subsidiaries, Omega Acquisition Corporation and Thrift
Drug, Inc., all subject to the jurisdiction of the Commission,
has agreed to acquire Eckerd Corporation and certain assets of
Rite Aid Corporation, in violation of Section 7 of the Clayton
Act, as amended, 15 U.S.C. § 18, and Section 5 of the Federal
Trade Commission Act ("FTC Act"), 15 U.S.C. § 45; and it
appearing to the Commission that a proceeding in respect thereof
would be in the public interest, hereby issues its Complaint,
stating its charges as follows:
I. DEFINITION
1. For the purposes of this complaint, "MSA" means
Metropolitan Statistical Area as defined by the United States
Department of Commerce, Bureau of the Census.
II. RESPONDENTS
2. Respondent J.C. Penney Company, Inc. ("J.C. Penney") is
a corporation organized, existing, and doing business under and
by virtue of the laws of the state of Delaware, with its office
and principal place of business located at 6501 Legacy Drive,
Plano, Texas 75024-3698.
3. Respondent Thrift Drug, Inc. ("Thrift Drug") is a
corporation organized, existing, and doing business under and by
virtue of the laws of the state of Delaware, with its office and
principal place of business located at 615 Alpha Drive,
Pittsburgh, Pennsylvania 15238.
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