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JOINT ANTITRUST SUIT AND PROPOSED SETTLEMENT FILED IN TRASH HAULING ACQUISITION WASHINGTON, D.C. -- In a joint antitrust prosecution, the Department of Justice and the states of Florida and Maryland today sought to block a proposed merger that would have reduced competition in so-called "dumpster" service in Florida and the Mid-Atlantic region, the Department of Justice announced. At the same time, federal and state antitrust enforcers agreed to a proposed settlement that would eliminate the transaction's potential harm to competition. Federal and state officials challenged the proposed cash tender offer by Browning-Ferris Industries Inc., the nation's second largest trash hauling company to acquire one of its major competitors, Attwoods plc, which is headquartered in the United Kingdom. Attwoods has important trash hauling operations in Florida, Maryland, Pennsylvania and Delaware. BFI of Houston, has annual revenues of more than $3 billion and Attwoods' U.S. 1993 revenues were more than $300 million. In September, BFI launched an unsolicited cash tender offer for the shares of Attwoods. Dumpster service, or small containerized waste hauling service, is provided by using metal containers of between one and 10 cubic yards that are generally picked up by a frontload truck. This service is typically used by commercial establishments such as restaurants, retail and wholesale stores and office buildings. Opposition to the proposed acquisition by BFI was announced jointly by the head of the Department's Antitrust Division, Assistant Attorney General Anne K. Bingaman, Florida Attorney General Robert A. Butterworth and Maryland Attorney General J. Joseph Curran Jr. The complaint was filed in U.S. District Court in Washington. The proposed settlement, if approved by the court, would settle the suit. The complaint alleges that the merger would lessen competition in the market for small containerized waste hauling services in Duval, Clay, Polk and Broward counties in Florida; Chester County, Pennsylvania; Sussex County, Delaware; Frederick and Washington counties in Maryland; the southern Eastern Shore of Maryland; and the Baltimore, Maryland area. Under the proposed settlement BFI would: ​ Divest Attwoods' small containerized hauling service assets in several markets, including Chester County, Pennsylvania; Duval and Clay counties, Florida; Frederick and Washington counties, Maryland; and the southern Eastern Shore of Maryland and southern Delaware. ​ Begin to offer new contracts with less restrictive terms to small containerized hauling service customers in the Baltimore area, and in Polk and Broward counties, Florida. These new contracts will help promote opening up these markets to more vigorous competition and provide a level playing field for new entrants. Bingaman said, "This joint settlement preserves competition and protects consumers from higher prices, and is a model for

modern antitrust enforcement. By pooling resources, state and federal antitrust enforcers can conduct their investigations and cases more efficiently and with fewer resources. At the same time, parties to transactions receive the benefits of a more efficient process and avoid the burden of dealing with multiple enforcement agencies." This is the third case in which the Antitrust Division and a state's Attorney General's office have jointly acted to prosecute a civil antitrust case. In May of this year, the Department of Justice and the state of Florida together filed an antitrust suit to challenge the proposed merger of two hospitals in North Pinellas County, Florida. In August of this year, the Department of Justice and the state of Arizona filed a suit against Delta Dental Plan of Arizona Inc., alleging that a statewide agreement between Delta and dentists in Arizona made it impossible for dentists to cut their fees below those offered in the Delta Plan. As required by the Tunney Act, the proposed consent decree will be published in the Federal Register, along with the Department's competitive impact statement. Any person may submit written comments concerning the proposed decree during a 60-day comment period to Anthony V. Nanni, Chief, Litigation I section, Antitrust Division, U.S. Department of Justice, 1401 H St., N.W., Suite 4000, Washington, D.C. 20530 (202/307-6576). ### 94-675