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1
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MOTION FOR ENTRY JUDGMENT
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EXTRACTED KEY WORDS
TRADE CIVIL PENALTIES JUDGEMENT CCH TRADE DEFENDANTS ACT APPA FEDERAL TRADE COMMISSION COURT COMPLAINT MAHLE METAL LEVE VIOLATION HART-SCOTT-RODINO ACT STIPULATION CONSENT JUDGMENT DIVEST ENTRY PURSUANT COMPETITIVE IMPACT INJUNCTIVE RELIEF DISTRICT PAYMENT CLAYTON ACT ANTITRUST MAXIMUM CIVIL PENALTY VOTING SECURITIES ASSETS AMOUNT |
IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
MOTION FOR ENTRY OF JUDGMENT
Plaintiff, having filed its Complaint in the above-captioned case, and
having filed this date a Stipulation and proposed Final Judgment,
hereby moves this Court for entry of a Final Judgment against
Defendants Mahle GmbH, Mahle, Inc. and Mabeg, e.V. (collectively
"Mahle") and Defendants Metal Leve, S.A. and Metal Leve, Inc.
(collectively "Metal Leve") ("Defendants"). By agreement of the
parties, the Final Judgment against the Defendants provides for the
payment of a civil penalty totaling $5,602,000 under Section 7A(g)(1)
of the Clayton Act, 15 U.S.C. § 18a(g)(1).
STATEMENT OF POINTS AND AUTHORITIES
The Complaint in this action alleges that Defendant Mahle and
Defendant Metal Leve, violated Section (a) of Title II of the
Hart-Scott-Rodino Antitrust Improvements Act of 1976
("Hart-Scott-Rodino Act" or "Act"), Section 7A of the Clayton Act, 15
U.S.C. § 18a, which requires certain acquiring persons and certain
persons whose voting securities or assets are acquired to file
notification with the Federal Trade Commission and the Department of
Justice and to observe a waiting period before consummating certain
acquisitions of voting securities or assets.
The Complaint specifically alleges that Defendant Mahle and Defendant
Metal Leve were in continuous violation of the HSR Act each day at
least for the period beginning on June 26, 1996, and ending on March
20, 1997. Section (g)(1) of the Hart-Scott-Rodino Act, Section
7A(g)(1) of the Clayton Act, 15 U.S.C. § 18a(g)(1), provides that any
person who fails to comply with the Act shall be liable to the United
States for a civil penalty of not more than $10,000 for each day
during which such person is in violation of the Act. This amount was
increased to a maximum civil penalty of $11,000 per day for violations
on or after November 20, 1996, pursuant to the Debt Collection Act of
1996, Pub. L. 104-134 § 31001(s) (amending the Federal Civil Penalties
Inflation Adjustment Act of 1990, 28 U.S.C. § 2461), and FTC Rule
1.98, 16 C.F.R. § 1.98, 61 Fed. Reg. 54549 (Oct. 21, 1996).
Accordingly, the Complaint seeks "an appropriate civil penalty." As
the Stipulation and proposed Final Judgment indicate, Defendant Mahle
and Defendant Metal Leve have each agreed to pay $2,801,000 within 30
days of entry of the Final Judgment. The combined civil penalties for
both Defendants total $5,602,000.
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2
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DECISION & ORDER
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EXTRACTED KEY WORDS
MAHLE COMMISSION RESPONDENTS AGREEMENT ACT ACQUISITION BUSINESS FEDERAL TRADE COMMISSION PISTONS MAHLE GMBH COMPETITION TRUSTEE CLAYTON ACT CONSENT DIVESTITURE COMPLAINT THEREAFTER ATTORNEYS ARTICULATED PISTONS PARAGRAPH EMPLOYEES REPRESENTATIVES UNITED STATES SECURITIES VIOLATION PERSONAL PROPERTY NOTIFICATION DIRECTORS MANUFACTURING |
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
MAHLE GMBH,
a corporation,
MAHLE, INC., DOCKET NO. C-3746
a corporation,
DECISION AND ORDER
METAL LEVE, S.A.,
a corporation, and
METAL LEVE, INC.,
a corporation.
The Federal Trade Commission ("Commission"), having initiated an investigation of the
acquisition by Mahle GmbH, the parent corporation of Mahle, Inc., of more than 50 percent of
the voting securities of Metal Leve, S.A., the parent corporation of Metal Leve, Inc., and having
been furnished thereafter with a copy of a draft of complaint which the Bureau of Competition
proposed to present to the Commission for its consideration and which, if issued by the
Commission, would charge respondents with a violation of Section 5 of the Federal Trade
Commission Act, as amended, 15 U.S.C. § 45, and a violation of Section 7 of the Clayton Act, as
amended, 15 U.S.C. § 18; and
The 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
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, 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 agreement on the public record for a period of sixty (60) days, and
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3
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CONSENT AGREEMENT
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EXTRACTED KEY WORDS
RESPONDENTS COMMISSION MAHLE PROPOSED RESPONDENTS ACQUISITION PISTONS MAHLE GMBH AGREEMENT FEDERAL TRADE COMMISSION BUSINESS TRUSTEE ARTICULATED PISTONS ASSETS OFFICERS UNITED STATES DIVESTITURE COMPETITION CONSENT ORDER TRADE COMMISSION ACT VOTING SECURITIES MANUFACTURING PARENT CORPORATION REPRESENTATIVES ACCOMPLISH PERSONAL PROPERTY DIESEL PISTONS NOTIFICATION TECHNICAL ASSISTANCE HEREINAFTER |
UNITED STATES OF AMERICA
BEFORE FEDERAL TRADE COMMISSION
In the Matter of
MAHLE GMBH,
a corporation,
MAHLE, INC.,
a corporation, File No. 961-0085
METAL LEVE, S.A.,
a corporation, and
METAL LEVE, INC.,
a corporation.
AGREEMENT CONTAINING CONSENT ORDER
The Federal Trade Commission ( Commission ), having initiated an investigation of the
acquisition by Mahle GmbH, the parent corporation of Mahle, Inc., of more than 50 percent of
the voting securities of Metal Leve, S.A., the parent corporation of Metal Leve, Inc., and it now
appearing that Mahle GmbH, Mahle, Inc., Metal Leve, S.A., and Metal Leve, Inc., hereinafter
sometimes referred to as the proposed respondents, are willing to enter into an agreement
containing an Order requiring the proposed respondents to divest certain assets and to cease and
desist from making certain acquisitions, as well as providing for other relief:
IT IS HEREBY AGREED by and between the proposed respondents, by their duly
authorized officers and attorney, and counsel for the Commission that:
1. Proposed respondent Mahle GmbH is a corporation organized, existing and doing
business under and by virtue of the laws of Germany, with its office and principal place of
business located at Pragstrasse 26-46, D-70376 Stuttgart, Germany.
2. Proposed respondent Mahle, Inc. is a corporation organized, existing and doing
business under and by virtue of the laws of Delaware, with its office and principal place of
business located at 1 Mahle Drive, Morristown, Tennessee 37815-0798.
3. Proposed respondent Metal Leve, S.A. is a corporation organized, existing and doing
business under and by virtue of the laws of Brazil, with its office and principal place of business
located at Rua Brasilio Luz 535, Sao Paulo, SP 04746-901, Brazil.
4. Proposed respondent Metal Leve, Inc. is a corporation organized, existing and doing
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4
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COMPLAINT
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EXTRACTED KEY WORDS
ACT HSR ACT MAHLE METAL LEVE ACQUISITION FEDERAL TRADE COMMISSION MAHLE GMBH UNITED STATES PREACQUISITION SALES REPORTING ANTITRUST NOTIFICATION WAITING PERIOD COMPLAINT CIVIL PENALTIES VIOLATION COMMERCE VOTING SECURITIES JUSTICE PURSUANT BUSINESS COURT MABEG ANNUAL NET SALES INDIRECT HEAVY DUTY PISTONS TIMES RELEVANT ASSETS |
IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
COMPLAINT FOR CIVIL PENALTIES FOR VIOLATION OF PREACQUISITION
REPORTING REQUIREMENTS OF THE HART-SCOTT-RODINO ACT
The United States of America, Plaintiff, by its attorneys, acting
under the direction of the Attorney General of the United States and
at the request of the Federal Trade Commission, brings this civil
action to obtain monetary relief in the form of civil penalties
against the Defendants named herein for violations of the requirements
of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, 15 U.S.C.
§ 18a, ("HSR Act" or "Act") and rules promulgated thereunder,
16 C.F.R. Part 800 ("HSR Rules"), both by failing to make the
mandatory preacquisition notifications to the Federal Trade Commission
and the Department of Justice, as required by the HSR Act, and by
failing to observe the mandatory preacquisition waiting periods
established by the HSR Act. Plaintiff alleges as follows:
JURISDICTION AND VENUE
1. This Complaint is filed and these proceedings are instituted under
Section 7A of the Clayton Act, 15 U.S.C. § 18a, also known as Title II
of the Hart-Scott-Rodino Antitrust Improvements Act of 1976 ("HSR Act"
or "Act"), to recover civil penalties for violations of the HSR Act.
2. This Court has jurisdiction over the Defendants and over the
subject matter of this action pursuant to Section 7A(g) of the Clayton
Act, 15 U.S.C. § 18a(g), and pursuant to 28 U.S.C. §§ 1331, 1337, 1345
and 1355.
3. Venue is properly based in this District by virtue of the
Defendants' consent in the Stipulation to the maintenance of this
action and entry of the Final Judgment in this District.
DEFENDANTS MAHLE GMBH, MAHLE, INC. AND MABEG, E.V.
(Collectively "Mahle ")
4. Mahle GmbH is made a defendant herein. Defendant Mahle GmbH is a
corporation organized under the laws of Germany, with its principal
office and place of business at Pragstrasse 26-46, D-70376 Stuttgart,
Germany.
5. Defendant Mahle GmbH directly or indirectly is engaged in the
manufacture and sale of heavy duty pistons to diesel engine
manufacturers. Defendant Mahle GmbH is engaged in commerce, or in
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5
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AMENDED FINAL JUDGMENT
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EXTRACTED KEY WORDS
DEFENDANTS METAL LEVE JUDGEMENT ACT CIVIL PENALTIES PLAINTIFF MAHLE UNITED STATES DISTRICT AMERICA CLAYTON ACT ENTRY PAY AMOUNT PAYMENT TREASURY COURT COMPLAINT ANTITRUST IMPROVEMENTS ACT MAHLE GMBH MABEG CONSENT ADJUDICATION LAW MATTER JUSTICE LIBERTY SUITE WASHINGTON |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
UNITED STATES OF AMERICA,
Plaintiff,
v.
MAHLE GMBH,
MAHLE, INC.,
MABEG, E.V.,
METAL LEVE, S.A., and
METAL LEVE, INC.,
Defendants.
Civil Action No.
AMENDED FINAL JUDGMENT
Plaintiff, the United States of America ("United States"), having
commenced this action by filing its Complaint herein for violation of
Section 7A of the Clayton Act, 15 U.S.C. § 18a, commonly known as the
Hart-Scott-Rodino Antitrust Improvements Act of 1976, and Plaintiff
and Defendants, Mahle GmbH, Mahle, Inc., MABEG, e.V., Metal Leve,
S.A., and Metal Leve, Inc., by their respective attorneys, having
consented to the entry of this Final Judgment without trial or
adjudication of any issue of fact or law herein and without this Final
Judgment constituting any evidence against or an admission by the
Defendants with respect to any such issue:
Now, Therefore, before the taking of any testimony and without
trial or adjudication of any issue of fact or law herein, and upon
the consent of the parties hereto, it is hereby Ordered, Adjudged,
and Decreed as follows:
I.
The Court has jurisdiction of the subject matter of this action and
of the Plaintiff and the Defendants. The Complaint states a claim
upon which relief can be granted against the Defendants under
Section 7A of the Clayton Act, 15 U.S.C. § 18a.
II.
Judgment is hereby entered in this matter in favor of Plaintiff
United States of America and against Defendants, and, pursuant to
Section 7A(g)(1) of the Clayton Act, 15 U.S.C. § 18a(g)(1), the
Debt Collection Improvement Act of 1996, Pub. L. 104-134 § 31001(s)
(amending the Federal Civil Penalties Inflation Adjustment Act of
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6
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STIPULATION
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EXTRACTED KEY WORDS
DEFENDANTS UNITED STATES DIVEST ACT MAHLE PURSUANT CIVIL PENALTIES METAL LEVE JUDGEMENT CONSENT ORDER STIPULATION MAHLE GMBH AMERICA HSR ACT VIOLATION AGREEMENT WASHINGTON ATTORNEY PLAINTIFF TERRITORY ACQUISITION MABEG ENTRY MATTER ASSISTANT CLAYTON ACT JUDGMENT CONTEMPLATED HEREBY PARTY PROCEEDING |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
Civil Action No.
STIPULATION
Whereas, Plaintiff United States of America ("United States") intends
to commence an action alleging that Defendant Mahle GmbH, which
operates in the territory of the United States of America through its
subsidiary Defendant Mahle, Inc., acquired more than 50 percent of the
voting securities of Defendant Metal Leve, S.A., which operates in the
territory of the United States of America through its subsidiary
Defendant Metal Leve, Inc., in violation of the Hart-Scott-Rodino
Antitrust Improvements Act of 1976 ("HSR Act"), 15 U.S.C. § 18a, which
imposes certain notification and waiting requirements on both the
purchasing company and the target company in such an acquisition, that
Defendant MABEG, e.V. is the ultimate parent entity of Mahle GmbH and
Mahle, Inc., and that Defendants have been continuously in violation
of the HSR Act since the acquisition;
Whereas, the HSR Act provides that civil penalties may be recovered in
a civil action brought by the United States against persons that fail
to comply with its provisions; and
Whereas, Defendants have entered into an Agreement Containing Consent
Order with the Federal Trade Commission, which provides that
Defendants shall divest certain assets and businesses to resolve
charges to be brought by the Federal Trade Commission that the
acquisition may substantially lessen competition in violation of
Section 5 of the Federal Trade Commission Act, 15 U.S.C. § 45, and
Section 7 of the Clayton Act, 15 U.S.C. § 18;
Now, therefore, it is hereby stipulated and agreed by and between the
undersigned parties, by their respective counsel, that:
1. The parties consent that, upon the motion of the United States and
without further notice to any party or other proceedings, and provided
that the United States has not withdrawn its consent, which it may do
at any time before the entry of Final Judgment, a Final Judgment may
be filed and entered by the Court to order, adjudge, and decree,
a. that the Court has jurisdiction of the subject matter herein
and of Plaintiff and Defendants and that the Complaint states a
claim upon which relief can be granted against Defendants under
Section 7A of the Clayton Act, 15 U.S.C. § 18a.
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7
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FEDERAL COURT STIPULATION
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EXTRACTED KEY WORDS
TRADE COMMISSION DEFENDANTS UNITED STATES DIVEST MAHLE ACT METAL LEVE PURSUANT CIVIL PENALTIES JUDGEMENT MAHLE GMBH CONSENT ORDER STIPULATION AMERICA HSR ACT PLAINTIFF MABEG VIOLATION AGREEMENT WASHINGTON TERRITORY ACQUISITION ENTRY MATTER COMPETITION CLAYTON ACT JUDGMENT CONTEMPLATED HEREBY PARTY PROCEEDING |
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
UNITED STATES OF AMERICA,
Plaintiff,
v.
MAHLE GMBH,
MAHLE, INC.,
MABEG, E.V.,
METAL LEVE, S.A., and
METAL LEVE, INC.,Defendants.
STIPULATION
Whereas, Plaintiff United States of America (United States ) intends to commence an
action alleging that Defendant Mahle GmbH, which operates in the territory of the United States
of America through its subsidiary Defendant Mahle, Inc., acquired more than 50 percent of the
voting securities of Defendant Metal Leve, S.A., which operates in the territory of the United
States of America through its subsidiary Defendant Metal Leve, Inc., in violation of the
Hart-Scott-Rodino Antitrust Improvements Act of 1976 ( HSR Act ), 15 U.S.C. 18a, which
imposes certain notification and waiting requirements on both the purchasing company and the
target company in such an acquisition, that Defendant MABEG, e.V. is the ultimate parent entity
of Mahle GmbH and Mahle, Inc., and that Defendants have been continuously in violation of the
HSR Act since the acquisition;
Whereas, the HSR Act provides that civil penalties may be recovered in a civil action
brought by the United States against persons that fail to comply with its provisions; and
Whereas, Defendants have entered into an Agreement Containing Consent Order with the
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