Penn National Gaming, Inc.; Analysis of Proposed Consent Order To Aid Public Comment, 46177-46179 [05-15685]

Download as PDF Federal Register / Vol. 70, No. 152 / Tuesday, August 9, 2005 / Notices more broadly to suggest that the requirement for clear and prominent disclosure is necessarily limited to those situations. Moreover, the problem here was not the security software that Advertising.com disseminated with its adware. Instead, it was the respondents’ practice of downloading software onto users’ computers, without adequate notice and consent, that generated repeated pop-up ads as the computer users surfed the Web. Part I of the proposed order prohibits respondents from making any representation about the performance, benefits, efficacy, or features of SpyBlast or any of respondents’ other executable computer software programs whose principal function is to enhance security or privacy, unless respondents disclose clearly and conspicuously that consumers who install the program will receive advertisements, if that is the case. Parts II through VI require respondents to keep copies of relevant advertisements and materials substantiating claims made in the advertisements; to provide copies of the order to certain of their personnel; to notify the Commission of changes in corporate structure (for the corporate respondents) and changes in employment (for the individual respondent) that might affect compliance obligations under the order; and to file compliance reports with the Commission. Part VII provides that the order will terminate after twenty (20) years under certain circumstances. The purpose of this analysis is to facilitate public comment on the proposed order, and it is not intended to constitute an official interpretation of the agreement and proposed order or to modify in any way their terms. By direction of the Commission. Donald S. Clark, Secretary. [FR Doc. 05–15684 Filed 8–8–05; 8:45 am] BILLING CODE 6750–01–P FEDERAL TRADE COMMISSION [File No. 051–0029] Penn National Gaming, Inc.; Analysis of Proposed Consent Order To Aid Public Comment Federal Trade Commission. Proposed consent agreement. AGENCY: ACTION: SUMMARY: The consent agreement in this matter settles alleged violations of Federal law prohibiting unfair or deceptive acts or practices or unfair methods of competition. The attached VerDate jul<14>2003 15:52 Aug 08, 2005 Jkt 205001 Analysis to Aid Public Comment describes both the allegations in the draft complaint and the terms of the consent order—embodied in the consent agreement—that would settle these allegations. Comments must be received on or before August 25, 2005. DATES: Interested parties are invited to submit written comments. Comments should refer to ‘‘Penn National Gaming, Inc., et al., File No. 051 0029,’’ to facilitate the organization of comments. A comment filed in paper form should include this reference both in the text and on the envelope, and should be mailed or delivered to the following address: Federal Trade Commission/Office of the Secretary, Room 135–H, 600 Pennsylvania Avenue, NW., Washington, DC 20580. Comments containing confidential material must be filed in paper form, must be clearly labeled ‘‘Confidential,’’ and must comply with Commission Rule 4.9(c). 16 CFR 4.9(c) (2005).1 The FTC is requesting that any comment filed in paper form be sent by courier or overnight service, if possible, because U.S. postal mail in the Washington area and at the Commission is subject to delay due to heightened security precautions. Comments that do not contain any nonpublic information may instead be filed in electronic form as part of or as an attachment to e-mail messages directed to the following email box: consentagreement@ftc.gov. The FTC Act and other laws the Commission administers permit the collection of public comments to consider and use in this proceeding as appropriate. All timely and responsive public comments, whether filed in paper or electronic form, will be considered by the Commission, and will be available to the public on the FTC Web site, to the extent practicable, at https://www.ftc.gov. As a matter of discretion, the FTC makes every effort to remove home contact information for individuals from the public comments it receives before placing those comments on the FTC Web site. More information, including routine uses permitted by the Privacy Act, may be found in the FTC’s privacy policy, at https://www.ftc.gov/ ftc/privacy.htm. ADDRESSES: 1 The comment must be accompanied by an explicit request for confidential treatment, including the factual and legal basis for the request, and must identify the specific portions of the comment to be withheld from the public record. The request will be granted or denied by the Commission’s General Counsel, consistent with applicable law and the public interest. See Commission Rule 4.9(c), 16 CFR 4.9(c). PO 00000 Frm 00046 Fmt 4703 Sfmt 4703 46177 FOR FURTHER INFORMATION CONTACT: Joseph Lipinsky, FTC Northwest Region, Seattle (206) 220–4473. SUPPLEMENTARY INFORMATION: Pursuant to section 6(f) of the Federal Trade Commission Act, 38 Stat. 721, 15 U.S.C. 46(f), and § 2.34 of the Commission Rules of Practice, 16 CFR 2.34, notice is hereby given that the above-captioned consent agreement containing a consent order to cease and desist, having been filed with and accepted, subject to final approval, by the Commission, has been placed on the public record for a period of thirty (30) days. The following Analysis to Aid Public Comment describes the terms of the consent agreement, and the allegations in the complaint. An electronic copy of the full text of the consent agreement package can be obtained from the FTC Home Page (for July 27, 2005), on the World Wide Web, at https://www.ftc.gov/ os/2005/07/index.htm. A paper copy can be obtained from the FTC Public Reference Room, Room 130–H, 600 Pennsylvania Avenue, NW., Washington, DC 20580, either in person or by calling (202) 326–2222. Public comments are invited, and may be filed with the Commission in either paper or electronic form. All comments should be filed as prescribed in the ADDRESSES section above, and must be received on or before the date specified in the DATES section. I. Analysis of Agreement Containing Consent Order To Aid Public Comment The Federal Trade Commission (‘‘Commission’’) has accepted, subject to final approval, an Agreement Containing Consent Orders (‘‘Consent Agreement’’) from Penn National Gaming, Inc. (‘‘PNG’’), which is designed to remedy the likely anticompetitive effects resulting from Penn’s acquisition of Argosy Gaming Company (‘‘Argosy’’). If the Commission grants final approval, PNG will be required to divest Argosy’s Baton Rouge, Louisiana, casino and associated assets to Columbia Sussex Corporation within four (4) months after the Consent Agreement becomes final. The Consent Agreement also includes an Order to Hold Separate and Maintain Assets (‘‘Hold Separate Order’’) that requires PNG to preserve Argosy’s Baton Rouge casino and associated assets as a viable, competitive, and ongoing operation until the divestiture is achieved. The Commission has issued the Hold Separate Order. The proposed Consent Agreement has been placed on the public record for thirty (30) days to solicit comments from interested persons. Comments received during this period will become E:\FR\FM\09AUN1.SGM 09AUN1 46178 Federal Register / Vol. 70, No. 152 / Tuesday, August 9, 2005 / Notices part of the public record. After thirty (30) days, the Commission will again review the proposed Consent Agreement and the comments received and will decide whether it should withdraw from the proposed Consent Agreement or make it final. Pursuant to the November 3, 2004, merger agreement, PNG proposes to acquire Argosy (‘‘Proposed Acquisition’’). The total value of the Proposed Acquisition is approximately $2.2 billion. The Commission’s Complaint alleges that the Proposed Acquisition, if consummated, would violate 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, by lessening competition in the Baton Rouge, Louisiana, metropolitan area casino services market. II. The Parties PNG is a publicly traded company headquartered in Wyomissing, Pennsylvania. The company owns and operates: Casino Rouge in Baton Rouge, Louisiana; Hollywood Casino in Aurora, Illinois; Charles Town Races & Slots in Charles Town, West Virginia; the Bullwhackers casino properties in Black Hawk, Colorado; and three Mississippi casinos: Hollywood Casino in Tunica, Casino Magic in Bay St. Louis, and the Boomtown Biloxi casino in Biloxi. Penn also operates Casino Rama, a gaming facility located approximately 90 miles north of Toronto in Ontario, Canada, pursuant to a management contract. Argosy is a publicly traded company headquartered in Alton, Illinois. The company owns and operates casinos and related entertainment and hotel facilities in the Midwestern and Southern United States. Argosy owns and operates the Argosy Casino-Baton Rouge in Baton Rouge, Louisiana; the Alton Belle Casino in Alton, Illinois; the Argosy Casino-Riverside in Riverside, Missouri; the Argosy Casino-Sioux City in Sioux City, Iowa; the Argosy CasinoLawrenceburg in Lawrenceburg, Indiana; and the Empress Casino Joliet in Joliet, Illinois. III. Casino Services The casino services market includes a combination of slot machine, video poker machine, and table gaming services, and associated amenities such as parking, food and beverages, and entertainment. There are three main categories of casino gaming: Slot machines, video poker machines, and table and counter games. Coin or ticket-operated slot machines usually are allocated the largest portion of the gaming floor. VerDate jul<14>2003 15:52 Aug 08, 2005 Jkt 205001 These machines are controlled by random-number-generating computer chips that are set to return a percentage of the amount played to the player (‘‘player win’’) and to keep a percentage for the casino (‘‘casino win’’ or ‘‘hold’’). The machines may be programmed to provide many different game styles or themes, but they all fall into the subcategories of traditional ‘‘reel’’ slot machines or video slot machines. Video poker machines sometimes are counted among the slot machines, but they actually represent a separate gaming category. While still based on a random-number-generating computer chip, the programming of the video poker rules and pay tables allows an element of player skill to affect the outcome of a game. Table and counter games represent the third gaming category. Table games include blackjack, craps, poker, and let it ride. Counter games, which are played without cards, include roulette and keno. Casinos have been quick to capitalize on their consumers’ preference for slot machines, as those machines require far less labor, consume fewer square feet of the casino floor, and generate both greater profits and higher profit margins than other types of casino gaming. Louisiana’s riverboat casinos offer a number of games from each of the three main gaming categories. Each riverboat casino has a similar number of gaming machines and tables, because they are limited by statute to a maximum of 30,000 square feet of aggregated casino floor space. When riverboat casinos differ in gaming minimums, limits, denominations, and hold rates, it is likely in response to highly localized competition. Other differences among riverboat casinos are the colors and layout of the casino’s decks, and the level of amenities provided within the shoreside pavilions alongside of which the riverboats are moored. In December 2004, Louisiana’s riverboat casinos generated nearly $125 million in gaming revenue.2 IV. The Complaint The Commission’s Complaint alleges that the Proposed Acquisition would create a monopoly in the Baton Rouge, Louisiana, metropolitan area casino services market. This includes the combination of slot machine, video poker machine, and table gaming, and associated amenities such as parking, food and beverages, and entertainment. The Proposed Acquisition would combine the only two casinos—one owned by PNG, the other by Argosy— PO 00000 2 Louisiana Frm 00047 State Police, Gaming Revenue Report. Fmt 4703 Sfmt 4703 in Baton Rouge, Louisiana. Industry participants refer to the Baton Rouge, Louisiana, riverboat casinos as ‘‘locals’ casinos’’ because the vast majority of their revenue comes from consumers who make frequent visits to the casinos and live in the Baton Rouge, Louisiana, metropolitan area. The Complaint further alleges that new entry into the Baton Rouge, Louisiana, metropolitan area casino services market is not likely to occur in a timely manner, even if prices increased substantially after the Proposed Acquisition, because there are significant impediments to such entry. Louisiana law allows the operation of only 15 riverboat casinos, four racinos, and one non-Native American landbased casino. All those licenses have been granted, and there is no evidence that any of the licensees are planning to relocate. V. The Consent Agreement The Consent Agreement effectively remedies the Proposed Acquisition’s likely anticompetitive effects in the Baton Rouge, Louisiana, metropolitan area casino services market by requiring PNG to divest Argosy’s Baton Rouge casino and associated assets. Pursuant to the Consent Agreement, PNG is required to divest Argosy’s Baton Rouge casino to Columbia Sussex Corporation within four (4) months from the date the consent order is final. This period may be extended for an additional two (2) months to allow the State of Louisiana to determine whether to grant regulatory approvals required to operate the casino. If Columbia Sussex Corporation does not obtain regulatory approvals, the Consent Agreement provides PNG with up to ten (10) months from the date the Consent Agreement becomes final to divest the casino to a buyer approved by the Commission. The Commission’s goal in evaluating possible purchasers of divested assets is to ensure that the competitive environment that existed prior to the acquisition is maintained. A proposed acquirer of divested assets must not itself present competitive problems. Should PNG fail to accomplish the divestiture within the time and in the manner required by the Consent Agreement, the Commission may appoint a trustee to divest these assets. If approved, the trustee would have the exclusive power and authority to accomplish the divestiture within six (6) months of being appointed, subject to any necessary extensions by the Commission. The Consent Agreement requires PNG to provide the trustee with access to information related to Argosy’s E:\FR\FM\09AUN1.SGM 09AUN1 Federal Register / Vol. 70, No. 152 / Tuesday, August 9, 2005 / Notices Baton Rouge casino as necessary to fulfill his or her obligations. The Commission’s Hold Separate Order requires that PNG hold separate and maintain the viability of the Argosy Baton Rouge casino as a competitive operation from the date PNG acquires Argosy until the business is transferred to the Commission-approved acquirer. Furthermore, it contains measures designed to ensure that no material confidential information is exchanged between the PNG and the Argosy Baton Rouge casino (except as otherwise provided in the Consent Agreement), and provisions designed to prevent interim harm to competition in the Baton Rouge, Louisiana, metropolitan area casino services market pending divestiture. The Hold Separate Order names Frank Quigley, the present general manager of the casino, as the Hold Separate Trustee who is charged with the duty of monitoring Penn’s compliance with the Consent Agreement and Hold Separate Order until the casino is divested. In order to ensure that the Commission remains informed about the status of Argosy’s Baton Rouge casino’s pending divestiture, and about the efforts being made to accomplish the divestiture, the Consent Agreement requires PNG to file periodic reports with the Commission until the divestiture is completed. The purpose of this analysis is to facilitate public comment on the Consent Agreement, and is not intended to constitute an official interpretation of the proposed Decision and Order or the Order to Maintain Assets, or to modify their terms in any way. By direction of the Commission. Donald S. Clark, Secretary. [FR Doc. 05–15685 Filed 8–8–05; 8:45 am] BILLING CODE 6750–01–P DEPARTMENT OF HEALTH AND HUMAN SERVICES Centers for Disease Control and Prevention [Request for Application 05033] Cooperative Agreement With the Joint United Nations Programme on HIV/ AIDS (UNAIDS) Through the World Health Organization (WHO) as Bona Fide Agent; Notice of Intent To Fund Single Eligibility Award A. Purpose The purpose of the program is to support the field-centered technical collaborations between the U.S. VerDate jul<14>2003 15:52 Aug 08, 2005 Jkt 205001 46179 Government and the United Nations in support of national HIV/AIDS programs and strategies in priority countries. In particular, CDC Global AIDS Program and the Joint United Nations Programme on HIV/AIDS (UNAIDS) will serve as primary collaborators on behalf of their organizational counterparts and, through this program, facilitate the technical cooperation between the U.S. Government and the United Nations. The Catalog of Federal Domestic Assistance number for this program is 93.067. Dated: August 3, 2005. Alan A. Kotch, Acting Director, Procurement and Grants Office, Centers for Disease Control and Prevention. [FR Doc. 05–15699 Filed 8–8–05; 8:45 am] B. Eligible Applicant [Request for Application (RFA) AA051] Applications may only be submitted by the Joint United Nations Programme on HIV/AIDS (UNAIDS), through a Bona Fide agent, if necessary. A Bona Fide Agent is an agency/ organization identified by the applicant as eligible to submit an application under the UNAIDS eligibility in lieu of an application submitted directly by UNAIDS. This is done specifically in recognition that WHO is the bona fide agent for HIV/AIDS as it relates to the receipt of external funds for program implementation. In applying as a bona fide agent of UNAIDS, WHO must provide a letter from UNAIDS as documentation of its status. Place this documentation behind the first page of your application form. Program To Reduce the Impact of HIV/ AIDS Within the Correctional Services System of South Africa; Notice of Intent To Fund Single Eligibility Award C. Funding Approximately $2,000,000 is available in FY 2005 to fund this award. It is expected that the award will begin on or before August 31, 2005, and will be made for a 12-month budget period within a project period of up to four years. Funding estimates may change. D. Where To Obtain Additional Information For general comments or questions about this announcement, contact: Technical Information Management, CDC Procurement and Grants Office, 2920 Brandywine Road, Atlanta, GA 30341–4146. Telephone: 770–488–2700. For technical questions about this program, contact: Dr. Jacob A. Gayle, Project Officer, CDC Global AIDS Program/Geneva, Switzerland, 20 Avenue Appia: WCC 448, 1211 Geneva 27 Switzerland. Telephone: +41–22. 791.4430. E-mail: jgayle@cdc.gov. For financial, grants management, or budget assistance, contact: Vivian Walker, Contract Specialist, CDC Procurement and Grants Office, U.S. Department of Health and Human Services, 2920 Brandywine Road, Atlanta, GA 30341. Telephone:770–488– 2724. E-mail: vwalker@cdc.gov. PO 00000 Frm 00048 Fmt 4703 Sfmt 4703 BILLING CODE 4163–18–P DEPARTMENT OF HEALTH AND HUMAN SERVICES Centers for Disease Control and Prevention A. Purpose The Centers for Disease Control and Prevention (CDC) announces the intent to award fiscal year (FY) 2005 funds for a cooperative agreement program. The purpose of the program is to continue and expand the HIV/AIDS prevention, care and support services currently available to prisoners and staff in the correctional centers in all nine provinces of South Africa. The program will focus on the following key areas: Prevention, care and support, capacity building, policy implementation, and monitoring and evaluation. The Catalog of Federal Domestic Assistance number for this program is 93.067. B. Eligible Applicant Assistance will be provided only to the South Africa DCS. No other applications are solicited. The South Africa DCS is the only appropriate and qualified organization to conduct a specific set of activities supportive of the CDC GAP’s technical assistance to South Africa because the DCS is uniquely positioned, in terms of legal authority and commitment, to continue and expand HIV/AIDS prevention, care and support services to the prisoners and staff in correctional centers in South Africa. C. Funding Approximately $1,000,000 is available in FY 2005 to fund this award. It is expected that the award will begin on or before August 31, 2005, and will be made for a 12-month budget period within a project period of up to five years. Funding estimates may change. D. Where To Obtain Additional Information For general comments or questions about this announcement, contact: E:\FR\FM\09AUN1.SGM 09AUN1

Agencies

[Federal Register Volume 70, Number 152 (Tuesday, August 9, 2005)]
[Notices]
[Pages 46177-46179]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 05-15685]


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FEDERAL TRADE COMMISSION

[File No. 051-0029]


Penn National Gaming, Inc.; Analysis of Proposed Consent Order To 
Aid Public Comment

AGENCY: Federal Trade Commission.

ACTION: Proposed consent agreement.

-----------------------------------------------------------------------

SUMMARY: The consent agreement in this matter settles alleged 
violations of Federal law prohibiting unfair or deceptive acts or 
practices or unfair methods of competition. The attached Analysis to 
Aid Public Comment describes both the allegations in the draft 
complaint and the terms of the consent order--embodied in the consent 
agreement--that would settle these allegations.

DATES: Comments must be received on or before August 25, 2005.

ADDRESSES: Interested parties are invited to submit written comments. 
Comments should refer to ``Penn National Gaming, Inc., et al., File No. 
051 0029,'' to facilitate the organization of comments. A comment filed 
in paper form should include this reference both in the text and on the 
envelope, and should be mailed or delivered to the following address: 
Federal Trade Commission/Office of the Secretary, Room 135-H, 600 
Pennsylvania Avenue, NW., Washington, DC 20580. Comments containing 
confidential material must be filed in paper form, must be clearly 
labeled ``Confidential,'' and must comply with Commission Rule 4.9(c). 
16 CFR 4.9(c) (2005).\1\ The FTC is requesting that any comment filed 
in paper form be sent by courier or overnight service, if possible, 
because U.S. postal mail in the Washington area and at the Commission 
is subject to delay due to heightened security precautions. Comments 
that do not contain any nonpublic information may instead be filed in 
electronic form as part of or as an attachment to e-mail messages 
directed to the following e-mail box: consentagreement@ftc.gov.
---------------------------------------------------------------------------

    \1\ The comment must be accompanied by an explicit request for 
confidential treatment, including the factual and legal basis for 
the request, and must identify the specific portions of the comment 
to be withheld from the public record. The request will be granted 
or denied by the Commission's General Counsel, consistent with 
applicable law and the public interest. See Commission Rule 4.9(c), 
16 CFR 4.9(c).
---------------------------------------------------------------------------

    The FTC Act and other laws the Commission administers permit the 
collection of public comments to consider and use in this proceeding as 
appropriate. All timely and responsive public comments, whether filed 
in paper or electronic form, will be considered by the Commission, and 
will be available to the public on the FTC Web site, to the extent 
practicable, at https://www.ftc.gov. As a matter of discretion, the FTC 
makes every effort to remove home contact information for individuals 
from the public comments it receives before placing those comments on 
the FTC Web site. More information, including routine uses permitted by 
the Privacy Act, may be found in the FTC's privacy policy, at https://
www.ftc.gov/ftc/privacy.htm.

FOR FURTHER INFORMATION CONTACT: Joseph Lipinsky, FTC Northwest Region, 
Seattle (206) 220-4473.

SUPPLEMENTARY INFORMATION: Pursuant to section 6(f) of the Federal 
Trade Commission Act, 38 Stat. 721, 15 U.S.C. 46(f), and Sec.  2.34 of 
the Commission Rules of Practice, 16 CFR 2.34, notice is hereby given 
that the above-captioned consent agreement containing a consent order 
to cease and desist, having been filed with and accepted, subject to 
final approval, by the Commission, has been placed on the public record 
for a period of thirty (30) days. The following Analysis to Aid Public 
Comment describes the terms of the consent agreement, and the 
allegations in the complaint. An electronic copy of the full text of 
the consent agreement package can be obtained from the FTC Home Page 
(for July 27, 2005), on the World Wide Web, at https://www.ftc.gov/os/
2005/07/index.htm. A paper copy can be obtained from the FTC Public 
Reference Room, Room 130-H, 600 Pennsylvania Avenue, NW., Washington, 
DC 20580, either in person or by calling (202) 326-2222.
    Public comments are invited, and may be filed with the Commission 
in either paper or electronic form. All comments should be filed as 
prescribed in the ADDRESSES section above, and must be received on or 
before the date specified in the DATES section.

I. Analysis of Agreement Containing Consent Order To Aid Public Comment

    The Federal Trade Commission (``Commission'') has accepted, subject 
to final approval, an Agreement Containing Consent Orders (``Consent 
Agreement'') from Penn National Gaming, Inc. (``PNG''), which is 
designed to remedy the likely anticompetitive effects resulting from 
Penn's acquisition of Argosy Gaming Company (``Argosy''). If the 
Commission grants final approval, PNG will be required to divest 
Argosy's Baton Rouge, Louisiana, casino and associated assets to 
Columbia Sussex Corporation within four (4) months after the Consent 
Agreement becomes final. The Consent Agreement also includes an Order 
to Hold Separate and Maintain Assets (``Hold Separate Order'') that 
requires PNG to preserve Argosy's Baton Rouge casino and associated 
assets as a viable, competitive, and ongoing operation until the 
divestiture is achieved. The Commission has issued the Hold Separate 
Order.
    The proposed Consent Agreement has been placed on the public record 
for thirty (30) days to solicit comments from interested persons. 
Comments received during this period will become

[[Page 46178]]

part of the public record. After thirty (30) days, the Commission will 
again review the proposed Consent Agreement and the comments received 
and will decide whether it should withdraw from the proposed Consent 
Agreement or make it final.
    Pursuant to the November 3, 2004, merger agreement, PNG proposes to 
acquire Argosy (``Proposed Acquisition''). The total value of the 
Proposed Acquisition is approximately $2.2 billion. The Commission's 
Complaint alleges that the Proposed Acquisition, if consummated, would 
violate 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, by lessening competition in the Baton Rouge, Louisiana, 
metropolitan area casino services market.

II. The Parties

    PNG is a publicly traded company headquartered in Wyomissing, 
Pennsylvania. The company owns and operates: Casino Rouge in Baton 
Rouge, Louisiana; Hollywood Casino in Aurora, Illinois; Charles Town 
Races & Slots in Charles Town, West Virginia; the Bullwhackers casino 
properties in Black Hawk, Colorado; and three Mississippi casinos: 
Hollywood Casino in Tunica, Casino Magic in Bay St. Louis, and the 
Boomtown Biloxi casino in Biloxi. Penn also operates Casino Rama, a 
gaming facility located approximately 90 miles north of Toronto in 
Ontario, Canada, pursuant to a management contract.
    Argosy is a publicly traded company headquartered in Alton, 
Illinois. The company owns and operates casinos and related 
entertainment and hotel facilities in the Midwestern and Southern 
United States. Argosy owns and operates the Argosy Casino-Baton Rouge 
in Baton Rouge, Louisiana; the Alton Belle Casino in Alton, Illinois; 
the Argosy Casino-Riverside in Riverside, Missouri; the Argosy Casino-
Sioux City in Sioux City, Iowa; the Argosy Casino-Lawrenceburg in 
Lawrenceburg, Indiana; and the Empress Casino Joliet in Joliet, 
Illinois.

III. Casino Services

    The casino services market includes a combination of slot machine, 
video poker machine, and table gaming services, and associated 
amenities such as parking, food and beverages, and entertainment.
    There are three main categories of casino gaming: Slot machines, 
video poker machines, and table and counter games. Coin or ticket-
operated slot machines usually are allocated the largest portion of the 
gaming floor. These machines are controlled by random-number-generating 
computer chips that are set to return a percentage of the amount played 
to the player (``player win'') and to keep a percentage for the casino 
(``casino win'' or ``hold''). The machines may be programmed to provide 
many different game styles or themes, but they all fall into the 
subcategories of traditional ``reel'' slot machines or video slot 
machines.
    Video poker machines sometimes are counted among the slot machines, 
but they actually represent a separate gaming category. While still 
based on a random-number-generating computer chip, the programming of 
the video poker rules and pay tables allows an element of player skill 
to affect the outcome of a game.
    Table and counter games represent the third gaming category. Table 
games include blackjack, craps, poker, and let it ride. Counter games, 
which are played without cards, include roulette and keno. Casinos have 
been quick to capitalize on their consumers' preference for slot 
machines, as those machines require far less labor, consume fewer 
square feet of the casino floor, and generate both greater profits and 
higher profit margins than other types of casino gaming.
    Louisiana's riverboat casinos offer a number of games from each of 
the three main gaming categories. Each riverboat casino has a similar 
number of gaming machines and tables, because they are limited by 
statute to a maximum of 30,000 square feet of aggregated casino floor 
space. When riverboat casinos differ in gaming minimums, limits, 
denominations, and hold rates, it is likely in response to highly 
localized competition. Other differences among riverboat casinos are 
the colors and layout of the casino's decks, and the level of amenities 
provided within the shoreside pavilions alongside of which the 
riverboats are moored. In December 2004, Louisiana's riverboat casinos 
generated nearly $125 million in gaming revenue.\2\
---------------------------------------------------------------------------

    \2\ Louisiana State Police, Gaming Revenue Report.
---------------------------------------------------------------------------

IV. The Complaint

    The Commission's Complaint alleges that the Proposed Acquisition 
would create a monopoly in the Baton Rouge, Louisiana, metropolitan 
area casino services market. This includes the combination of slot 
machine, video poker machine, and table gaming, and associated 
amenities such as parking, food and beverages, and entertainment. The 
Proposed Acquisition would combine the only two casinos--one owned by 
PNG, the other by Argosy--in Baton Rouge, Louisiana. Industry 
participants refer to the Baton Rouge, Louisiana, riverboat casinos as 
``locals' casinos'' because the vast majority of their revenue comes 
from consumers who make frequent visits to the casinos and live in the 
Baton Rouge, Louisiana, metropolitan area.
    The Complaint further alleges that new entry into the Baton Rouge, 
Louisiana, metropolitan area casino services market is not likely to 
occur in a timely manner, even if prices increased substantially after 
the Proposed Acquisition, because there are significant impediments to 
such entry. Louisiana law allows the operation of only 15 riverboat 
casinos, four racinos, and one non-Native American land-based casino. 
All those licenses have been granted, and there is no evidence that any 
of the licensees are planning to relocate.

V. The Consent Agreement

    The Consent Agreement effectively remedies the Proposed 
Acquisition's likely anticompetitive effects in the Baton Rouge, 
Louisiana, metropolitan area casino services market by requiring PNG to 
divest Argosy's Baton Rouge casino and associated assets. Pursuant to 
the Consent Agreement, PNG is required to divest Argosy's Baton Rouge 
casino to Columbia Sussex Corporation within four (4) months from the 
date the consent order is final. This period may be extended for an 
additional two (2) months to allow the State of Louisiana to determine 
whether to grant regulatory approvals required to operate the casino. 
If Columbia Sussex Corporation does not obtain regulatory approvals, 
the Consent Agreement provides PNG with up to ten (10) months from the 
date the Consent Agreement becomes final to divest the casino to a 
buyer approved by the Commission. The Commission's goal in evaluating 
possible purchasers of divested assets is to ensure that the 
competitive environment that existed prior to the acquisition is 
maintained. A proposed acquirer of divested assets must not itself 
present competitive problems.
    Should PNG fail to accomplish the divestiture within the time and 
in the manner required by the Consent Agreement, the Commission may 
appoint a trustee to divest these assets. If approved, the trustee 
would have the exclusive power and authority to accomplish the 
divestiture within six (6) months of being appointed, subject to any 
necessary extensions by the Commission. The Consent Agreement requires 
PNG to provide the trustee with access to information related to 
Argosy's

[[Page 46179]]

Baton Rouge casino as necessary to fulfill his or her obligations.
    The Commission's Hold Separate Order requires that PNG hold 
separate and maintain the viability of the Argosy Baton Rouge casino as 
a competitive operation from the date PNG acquires Argosy until the 
business is transferred to the Commission-approved acquirer. 
Furthermore, it contains measures designed to ensure that no material 
confidential information is exchanged between the PNG and the Argosy 
Baton Rouge casino (except as otherwise provided in the Consent 
Agreement), and provisions designed to prevent interim harm to 
competition in the Baton Rouge, Louisiana, metropolitan area casino 
services market pending divestiture. The Hold Separate Order names 
Frank Quigley, the present general manager of the casino, as the Hold 
Separate Trustee who is charged with the duty of monitoring Penn's 
compliance with the Consent Agreement and Hold Separate Order until the 
casino is divested.
    In order to ensure that the Commission remains informed about the 
status of Argosy's Baton Rouge casino's pending divestiture, and about 
the efforts being made to accomplish the divestiture, the Consent 
Agreement requires PNG to file periodic reports with the Commission 
until the divestiture is completed.
    The purpose of this analysis is to facilitate public comment on the 
Consent Agreement, and is not intended to constitute an official 
interpretation of the proposed Decision and Order or the Order to 
Maintain Assets, or to modify their terms in any way.

    By direction of the Commission.
Donald S. Clark,
Secretary.
[FR Doc. 05-15685 Filed 8-8-05; 8:45 am]
BILLING CODE 6750-01-P
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