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42548 Federal Register / Vol. 70, No.

141 / Monday, July 25, 2005 / Notices

Trans No. Acquiring Acquired Entities

20051207 ......... 2003 Riverside Capital Appreciation Massachusetts Mutual Life Insurance VeriText LLC.
Fund, L.P. Company.
20051212 ......... Linsalata Capital Partners Fund V, L.P .. Monte and Usha Ahuja ........................... Transtar Autobody Technologies, Inc.
Transtar Industries, Inc.
20051213 ......... Welsh, Carson, Anderson & Stowe X, DLJ Real Estate Capital Partners II, L.P Ozburn-Hessey Holding Company, LLC.
L.P.
20051214 ......... TPV Technology Limited ........................ Beijing Orient Top Victory Electronics Beijing Orient Top Victory Electronic Co.
Co. Ltd. Ltd.
20051215 ......... HSBC Holdings plc ................................. Tim Grumbacher ..................................... The Bon-Ton Stores, Inc.
20051219 ......... Bain Capital Fund VIII, L.P ..................... School Speciality, Inc. ............................ School Speciality, Inc.

TRANSACTIONS GRANTED EARLY TERMINATION—07/05/2005

20051167 ......... HSBC Holdings plc ................................. The Neiman Marcus Group, Inc ............. Bergdorf Goodman, Inc.
Neiman Marcus Funding Corporation.

TRANSACTIONS GRANTED EARLY TERMINATION—07/06/2005

20051101 ......... GSCP Athena (LUX) S.a.R.L ................. Pirelli & C. S.p.A. .................................... Pirelli Cavi e Sistemi Telecom S.p.A.
Pirelli Cavi e Sistemi Energia S.p.A.
20051187 ......... NBTY, Inc. .............................................. Wyeth ...................................................... Solgar Vitamin & Herb.
20051198 ......... DLJ Merchant Banking Partners III, L.P Wastequip, Inc. ....................................... Wastequip, Inc.
20051211 ......... Palladium Equity Partners III, L.P .......... JP Acquisition Fund III, L.P .................... TB Corp.
20051221 ......... Cephalon, Inc. ......................................... Cell Therapeutics, Inc. ............................ CTI Technologies, Inc.
PolaRx Biopharmaceuticals, Inc.
20051222 ......... Young’s Holdings, Inc. ............................ Pernod Ricard S.A. ................................. Pernod Ricard USA LLC.
20051223 ......... ABRY Partners V, L.P. ........................... Providence Equity Partners IV L.P ......... F&W Acquisition, Inc.

TRANSACTIONS GRANTED EARLY TERMINATION—07/07/2005

20051093 ......... Amedisys, Inc. ........................................ Allied Capital Corporation ....................... HMR Acquisition, Inc.
Housecall Medical Resources, Inc.

TRANSACTIONS GRANTED EARLY TERMINATION—07/08/2005

20051176 ......... Daiichi Pharmaceutical Co., Ltd ............. Sankyo Company, Limited ...................... Sankyo Company, Limited.
20051177 ......... Sankyo Company, Limited ...................... Daiichi Pharmaceutical Co., Ltd ............. Daiichi Pharmaceutical Co., Ltd.

For Further Information Contact: describes both the allegations in the requesting that any comment filed in
Sandra N. Peay, Contact Representative draft complaint and the terms of the paper form be sent by courier or
or Renee Hallman, Case Management consent order—embodied in the consent overnight service, if possible, because
Assistant: Federal Trade Commission, agreement—that would settle these U.S. postal mail in the Washington area
Premerger Notification Office, Bureau of allegations. and at the Commission is subject to
Competition, Room H–303, Washington, delay due to heightened security
DATES: Comments must be received on
DC 20580; (202) 326–3100. precautions. Comments that do not
or before August 18, 2005.
By Direction of the Commission. contain any nonpublic information may
ADDRESSES: Interested parties are instead be filed in electronic form as
Donald S. Clark,
invited to submit written comments. part of or as an attachment to e-mail
Secretary.
Comments should refer to ‘‘Novartis AG, messages directed to the following e-
[FR Doc. 05–14547 Filed 7–22–05; 8:45 am] File No. 051 0106,’’ to facilitate the mail box: consentagreement@ftc.gov.
BILLING CODE 6750–01–M organization of comments. A comment The FTC Act and other laws the
filed in paper form should include this Commission administers permit the
reference both in the text and on the collection of public comments to
FEDERAL TRADE COMMISSION envelope, and should be mailed or consider and use in this proceeding as
[File No. 051 0106] delivered to the following address: appropriate. All timely and responsive
Federal Trade Commission/Office of the public comments, whether filed in
Novartis AG; Analysis of Agreement Secretary, Room 135–H, 600 paper or electronic form, will be
Containing Consent Order To Aid Pennsylvania Avenue, NW., considered by the Commission, and will
Public Comment Washington, DC 20580. Comments be available to the public on the FTC
containing confidential material must be Web site, to the extent practicable, at
AGENCY: Federal Trade Commission http://www.ftc.gov. As a matter of
(FTC). filed in paper form, must be clearly
labeled ‘‘Confidential,’’ and must discretion, the FTC makes every effort to
ACTION: Proposed consent agreement. remove home contact information for
comply with Commission Rule 4.9(c).
SUMMARY: The consent agreement in this 16 CFR 4.9(c) (2005).1 The FTC is individuals from the public comments it
matter settles alleged violations of receives before placing those comments
1 The comment must be accompanied by an
Federal law prohibiting unfair or
explicit request for confidential treatment, The request will be granted or denied by the
deceptive acts or practices or unfair including the factual and legal basis for the request, Commission’s General Counsel, consistent with
methods of competition. The attached and must identify the specific portions of the applicable law and the public interest. See
Analysis to Aid Public Comment comment to be withheld from the public record. Commission Rule 4.9(c), 16 CFR 4.9(c).

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Federal Register / Vol. 70, No. 141 / Monday, July 25, 2005 / Notices 42549

on the FTC Web site. More information, Amide to market these products until Eon make all six strengths of generic
including routine uses permitted by the Amide obtains Food and Drug desipramine hydrochloride tablets.
Privacy Act, may be found in the FTC’s Administration (‘‘FDA’’) approval to Watson Pharmaceuticals, Inc., the only
privacy policy, at http://www.ftc.gov/ manufacture the products itself. Further, other firm supplying generic
ftc/privacy.htm. Novartis is required to provide desipramine hydrochloride tablets, sells
FOR FURTHER INFORMATION CONTACT: technology transfer assistance to enable only three of the six strengths. The
Elizabeth A. Jex, Bureau of Competition, Amide to obtain all necessary FDA acquisition of Eon by Novartis would
600 Pennsylvania Avenue, NW., approvals as soon as possible. increase significantly the concentration
Washington, DC 20580, (202) 326–3273. The proposed Consent Agreement has in the generic desipramine
been placed on the public record for hydrochloride market. Post-acquisition,
SUPPLEMENTARY INFORMATION: Pursuant
thirty days for receipt of comments by only Novartis would supply the full
to section 6(f) of the Federal Trade
interested persons. Comments received line, accounting for more than 95% of
Commission Act, 38 Stat. 721, 15 U.S.C.
during this period will become part of U.S. generic desipramine hydrochloride
46(f), and § 2.34 of the Commission
the public record. After thirty days, the sales.
Rules of Practice, 16 CFR 2.34, notice is Commission will again review the Orphenadrine citrate is a muscle
hereby given that the above-captioned proposed Consent Agreement and the relaxant. The branded orphenadrine
consent agreement containing a consent comments received, and will decide citrate product, Norflex, does not impact
order to cease and desist, having been whether it should withdraw from the the pricing of generic orphenadrine
filed with and accepted, subject to final proposed Consent Agreement, modify it, citrate other than setting a price ceiling
approval, by the Commission, has been or make final the Decision and Order that is currently many times higher than
placed on the public record for a period (‘‘Order’’). the generic pricing level. In contrast, the
of thirty (30) days. The following Pursuant to an Agreement for competition between producers of
Analysis to Aid Public Comment Purchase and Sale of Stock dated generic orphenadrine citrate tablets has
describes the terms of the consent February 20, 2005, Novartis agreed to a direct and substantial effect on generic
agreement, and the allegations in the purchase 60 million shares of Eon from orphenadrine citrate pricing. Annual
complaint. An electronic copy of the Santo Holding AG (‘‘Santo’’) for $1.72 U.S. sales of generic orphenadrine
full text of the consent agreement billion in cash. These shares represent citrate ER tablets is slightly under $10
package can be obtained from the FTC approximately 67% of the outstanding million. The U.S. market for the
Home Page (for July 19, 2005), on the stock of Eon. Further, Novartis has made manufacture and sale of generic
World Wide Web, at http://www.ftc.gov/ a definitive agreement, approved by the orphenadrine citrate ER tablets is highly
os/2005/07/index.htm. A paper copy Eon Board of Directors, to offer to concentrated. Only Eon, Novartis, and
can be obtained from the FTC Public acquire the remaining 31.9 million fully Impax Laboratories, Inc. (through its
Reference Room, Room 130–H, 600 diluted shares of Eon for $31.00 per generic marketing division, Global
Pennsylvania Avenue, NW., share cash. The Commission’s Pharmaceuticals) manufacture and
Washington, DC 20580, either in person Complaint alleges that the proposed market generic orphenadrine citrate ER
or by calling (202) 326–2222. acquisition, if consummated, would tablets in the United States. The
Public comments are invited, and may violate Section 7 of the Clayton Act, as acquisition would result in a duopoly
be filed with the Commission in either amended, 15 U.S.C. 18, and Section 5 of with Novartis accounting for
paper or electronic form. All comments the FTC Act, as amended, 15 U.S.C. 45, approximately 70% of all prescriptions
should be filed as prescribed in the in the markets for the manufacture and of generic orphenadrine citrate. The
ADDRESSES section above, and must be sale of: (1) Generic desipramine acquisition of Eon by Novartis would
received on or before the date specified hydrochloride tablets, (2) generic increase the concentration in the market
in the DATES section. orphenadrine citrate ER tablets, and (3) significantly.
Analysis of Agreement Containing generic rifampin oral capsules. The Rifampin is one of several drugs used
Consent Order To Aid Public Comment proposed Consent Agreement will in a multi-drug cocktail for the
remedy the alleged violations by treatment of tuberculosis. Rifampin is
The Federal Trade Commission replacing in each of these markets the indicated for the treatment of
(‘‘Commission’’) has accepted, subject to lost competition that would result from tuberculosis. The branded rifampin
final approval, an Agreement the acquisition. product, Rifadin, does not offer any
Containing Consent Order (‘‘Consent Desipramine hydrochloride is a significant price pressure in the generic
Agreement’’) from Novartis AG tricyclic antidepressant. The branded rifampin oral capsule market other than
(‘‘Novartis’’), which is designed to desipramine product, Norpramin, does setting a price ceiling that is currently
remedy the anticompetitive effects of not offer any significant price pressure many times higher than the generic
the acquisition of Eon Labs, Inc. (‘‘Eon’’) in the generic desipramine market other pricing level. In contrast, the
by Novartis. Under the terms of the than setting a price ceiling that is competition between producers of
proposed Consent Agreement, Novartis, currently many times higher than the generic rifampin capsules has a direct
including its generic pharmaceuticals generic pricing level. The brand price is and substantial effect on generic
division Sandoz, Inc. (‘‘Sandoz’’), would essentially irrelevant with respect to the rifampin pricing. Annual U.S. sales of
be required to divest to Amide pricing of generic desipramine tablets. generic rifampin oral capsules is about
Pharmaceutical, Inc. (‘‘Amide’’) the Eon In contrast, the competition between $14.5 million. The U.S. market for the
assets necessary to manufacture and producers of generic desipramine tablets manufacture and sale of generic
market generic desipramine has a direct and substantial effect on rifampin oral capsules is highly
hydrochloride tablets, and the Sandoz generic desipramine pricing. Annual concentrated. Only Eon, Novartis, and
assets necessary to manufacture and U.S. sales of generic desipramine VersaPharm, Incorporated market
market orphenadrine citrate ER tablets hydrochloride tablets are reported to be generic rifampin oral capsules in the
and rifampin oral capsules in the United less than $6 million. The U.S. market for United States. The acquisition would
States. Further, Novartis, through the manufacture and sale of generic result in a duopoly with Novartis
Sandoz, has agreed to enter into a desipramine hydrochloride tablets is accounting for more than 70% of sales
supply agreement with Amide to enable highly concentrated. Only Novartis and of generic rifampin in the United States.

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42550 Federal Register / Vol. 70, No. 141 / Monday, July 25, 2005 / Notices

The acquisition of Eon by Novartis rifampin, and orphenadrine citrate ER the status of the proposed divestitures
would increase the concentration in the assets. and asset transfers.
market significantly. The proposed remedy contains The purpose of this analysis is to
Entry into manufacture and sale of: (1) several provisions designed to ensure facilitate public comment on the
Generic desipramine hydrochloride the successful divestiture of the proposed Consent Agreement, and it is
tablets, (2) generic orphenadrine citrate desipramine hydrochloride, rifampin, not intended to constitute an official
ER tablets, and (3) generic rifampin oral and orphenadrine citrate ER assets to interpretation of the proposed Consent
capsules would not be timely, likely, or Amide. Novartis must provide various Agreement or to modify its terms in any
sufficient in its magnitude, character, transitional services to enable Amide to way.
and scope to deter or counteract the compete against Novartis immediately By direction of the Commission.
anticompetitive effects of the following the divestiture. Novartis is
Donald S. Clark,
acquisition. Developing and obtaining obligated to provide Amide with all
inventory of the three divested products Secretary.
FDA approval for the manufacture and
and to supply Amide the two products [FR Doc. 05–14548 Filed 7–22–05; 8:45 am]
sale of generic desipramine
hydrochloride tablets, generic that Amide does not currently BILLING CODE 6750–01–P

orphenadrine citrate ER tablets, and manufacture—desipramine


generic rifampin oral capsules takes at hydrochloride and orphenadrine citrate
least two years due to substantial ER—while Amide attempts to obtain DEPARTMENT OF HEALTH AND
regulatory, technological, and FDA approval to manufacture the HUMAN SERVICES
intellectual property barriers. products for itself in its own facility.
Novartis will supply Amide with Office of the Secretary
The proposed acquisition would
cause significant anticompetitive harm desipramine hydrochloride for two [Document Identifier: OS–0990–New]
to consumers in the U.S. markets for years, and Amide will have options to
generic desipramine hydrochloride extend that supply for two additional Agency Information Collection
one-year periods if Amide is making Activities; Proposals Submissions,
tablets, generic orphenadrine citrate ER
progress toward approval and needs the and Approvals
tablets, and generic rifampin oral
additional time to obtain FDA approval.
capsules by eliminating actual, direct, AGENCY: Office of the Secretary, Office
Novartis will supply Amide with
and substantial competition between of Assistant Secretary for Planning &
orphenadrine citrate ER for four years,
Novartis and Eon; by increasing the Evaluation
and Amide will again have options to
likelihood that Novartis will be able to Agency Information Collection
extend the supply up to two additional
unilaterally exercise market power; by Activities: Proposed Collection;
one-year periods as it seeks FDA
increasing the likelihood and degree of Comment Request.
approval to manufacture orphenadrine
coordinated interaction between the few In compliance with the requirement
citrate for itself. Novartis is also
remaining competitors; and by required to provide technology transfer of section 3506(c)(2)(A) of the
increasing the likelihood that assistance to enable Amide to obtain all Paperwork Reduction Act of 1995, the
consumers will pay higher prices. necessary FDA approvals to Office of the Secretary (OS), Department
The proposed Consent Agreement manufacture and sell desipramine of Health and Human Services, is
preserves competition in the generic hydrochloride, rifampin, and publishing the following summary of a
desipramine hydrochloride tablets, orphenadrine citrate for itself. proposed collection for public
generic orphenadrine citrate ER tablets, The proposed remedy does not comment. Interested persons are invited
and generic rifampin oral capsules provide for a technology transfer or to send comments regarding this burden
markets by requiring that Novartis supply obligation for rifampin because estimate or any other aspect of this
divest all of the Sandoz orphenadrine Amide is already in possession of the collection of information, including any
citrate ER and rifampin assets and all of manufacturing technology, having of the following subjects: (1) The
Eon’s desipramine hydrochloride assets contract manufactured generic rifampin necessity and utility of the proposed
to Amide no later than ten days after the for Novartis for several years. information collection for the proper
acquisition. Amide, a reputable generic The proposed remedy also performance of the agency’s functions;
manufacturer, is particularly well- incorporates the use of an Interim (2) the accuracy of the estimated
positioned to manufacture and market Trustee, experienced in obtaining burden; (3) ways to enhance the quality,
generic rifampin, because Amide regulatory approval and the utility, and clarity of the information to
already currently contract manufactures manufacture of pharmaceuticals, to be collected; and (4) the use of
generic rifampin capsules for Novartis. oversee the technology transfer and to automated collection techniques or
Amide is also well-positioned to obtain assist Amide and the Commission in the other forms of information technology to
FDA approval to manufacture and event of difficulties with supply or minimize the information collection
market generic desipramine delays in obtaining approval. As part of burden.
hydrochloride and orphenadrine citrate the proposed remedy, Novartis is Type of Information Collection
ER in the near future. If the Commission required to execute an agreement Request: Regular Clearance;
determines that Amide is not an conferring all rights and powers Title of Information Collection:
acceptable purchaser, or that the necessary for the Interim Trustee to Survey of Frontline Supervisors of
manner of the divestiture is not satisfy his responsibilities under the Direct Service Workers Participating in
acceptable, Novartis must rescind the Order to assure successful divestitures the Better Jobs Better Care
transaction with Amide and divest the of the desipramine hydrochloride, Demonstration;
assets to a Commission-approved buyer rifampin, and orphenadrine citrate Form/OMB No.: OS–0990-New;
not later than six months from the date assets. Novartis has selected Francis J. Use: The President’s New Freedom
the Order becomes final. If Novartis fails Civille to be the Interim Monitor and Initiative specifies goals for enhancing
to divest within the six months, the Amide has consented to his selection. the direct service workforce availability
Commission may appoint a trustee to The monitor will ensure that the and capability. There is currently a
divest the desipramine hydrochloride, Commission remains informed about major shortage of direct care workers—

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