[Ouml]ssur Hf.; Analysis of Agreement Containing Consent Order To Aid Public Comment, 20277-20279 [2020-07588]

Download as PDF lotter on DSKBCFDHB2PROD with NOTICES Federal Register / Vol. 85, No. 70 / Friday, April 10, 2020 / Notices issues raised in the Public Notice relating to how the Commission’s action affects public safety. NASUCA expressed support for the Extension Request. As set forth in section 1.46 of the Commission’s rules, it is the policy of the Commission that extensions of time shall not be routinely granted. The deadlines stated in the Public Notice provided interested parties more than a month to submit comments, and an additional month for reply comments. Nevertheless, we find that Requesters have shown good cause for an extension of the comment cycle, and that the public interest will be served by extending the comment and reply deadlines. Requesters assert that staff, officials, and first responders who possess knowledge relevant to the public safety-related questions raised in the Public Notice are presently occupied with preparing for and conducting emergency responses to the COVID–19 public safety crisis. Under such circumstances, we agree that an extension of three weeks for each deadline is warranted. At the same time, we agree with Requesters that ‘‘the Commission has a duty to conduct its remand proceedings in an expeditious manner,’’ and we find that this consideration counsels for a shorter extension than the full 30 days requested. These proceedings shall be treated as a ‘‘permit-but-disclose’’ proceeding in accordance with the Commission’s ex parte rules. Persons making ex parte presentations must file a copy of any written presentation or a memorandum summarizing any oral presentation within two business days after the presentation (unless a different deadline applicable to the Sunshine period applies). Persons making oral ex parte presentations are reminded that memoranda summarizing the presentation must (1) list all persons attending or otherwise participating in the meeting at which the ex parte presentation was made, and (2) summarize all data presented and arguments made during the presentation. If the presentation consisted in whole or in part of the presentation of data or arguments already reflected in the presenter’s written comments, memoranda or other filings in the proceeding, the presenter may provide citations to such data or arguments in his or her prior comments, memoranda, or other filings (specifying the relevant page and/or paragraph numbers where such data or arguments can be found) in lieu of summarizing them in the memorandum. Documents shown or given to Commission staff VerDate Sep<11>2014 18:00 Apr 09, 2020 Jkt 250001 during ex parte meetings are deemed to be written ex parte presentations and must be filed consistent with rule 1.1206(b). In proceedings governed by rule 1.49(f) or for which the Commission has made available a method of electronic filing, written ex parte presentations and memoranda summarizing oral ex parte presentations, and all attachments thereto, must be filed through the electronic comment filing system available for that proceeding, and must be filed in their native format (e.g., .doc, .xml, .ppt, searchable .pdf). Participants in this proceeding should familiarize themselves with the Commission’s ex parte rules. Pursuant to sections 1.415 and 1.419 of the Commission’s rules, 47 CFR 1.415, 1.419, interested parties may file comments and reply comments on or before the dates indicated on the first page of this document. Comments may be filed using the Commission’s Electronic Comment Filing System (ECFS). See Electronic Filing of Documents in Rulemaking Proceedings, 63 FR 24121 (1998). D Electronic Filers: Comments may be filed electronically using the internet by accessing the ECFS: http://apps.fcc.gov/ ecfs/. D Paper Filers: Parties who choose to file by paper must file an original and one copy of each filing. If more than one docket or rulemaking number appears in the caption of this proceeding, filers must submit two additional copies for each additional docket or rulemaking number. Filings can be sent by hand or messenger delivery, by commercial overnight courier, or by first-class or overnight U.S. Postal Service mail. All filings must be addressed to the Commission’s Secretary, Office of the Secretary, Federal Communications Commission. D Commercial overnight mail (other than U.S. Postal Service Express Mail and Priority Mail) must be sent to 9050 Junction Drive, Annapolis Junction, MD 20701. D U.S. Postal Service first-class, Express, and Priority mail must be addressed to 445 12th Street SW, Washington, DC 20554. D Effective March 19, 2020, and until further notice, the Commission no longer accepts any hand or messenger delivered filings. This is a temporary measure taken to help protect the health and safety of individuals, and to mitigate the transmission of COVID–19. See FCC Announces Closure of FCC Headquarters Open Window and Change in Hand-Delivery Policy, Public Notice, DA 20–304 (March 19, 2020). PO 00000 Frm 00039 Fmt 4703 Sfmt 4703 20277 https://www.fcc.gov/document/fcccloses-headquarters-open-window-andchanges-hand-delivery-policy. D During the time the Commission’s building is closed to the general public and until further notice, if more than one docket or rulemaking number appears in the caption of a proceeding, paper filers need not submit two additional copies for each additional docket or rulemaking number; an original and one copy are sufficient. People With Disabilities: To request materials in accessible formats for people with disabilities (braille, large print, electronic files, audio format), send an email to fcc504@fcc.gov or call the Consumer & Governmental Affairs Bureau at 202–418–0530 (voice), 202– 418–0432 (tty). Accordingly, it is ordered, pursuant to sections 0.204, 0.291, and 1.46 of the Commission’s rules, 47 CFR 0.204, 0.291, 1.46, that the Motion for Extension of Time filed by Requestors on March 11, 2020 is granted to the extent described herein. It is also ordered that the date for filing comments on the Public Notice is extended to April 20, 2020, and the date for filing reply comments is extended to May 20, 2020. Federal Communications Commission. Daniel Kahn, Associate Chief, Wireline Competition Bureau. [FR Doc. 2020–07586 Filed 4–9–20; 8:45 am] BILLING CODE 6712–01–P FEDERAL TRADE COMMISSION [File No. 191 0177] ¨ ssur Hf.; Analysis of Agreement O Containing Consent Order To Aid Public Comment Federal Trade Commission. Proposed consent agreement; request for comment. AGENCY: ACTION: The consent agreement in this matter settles alleged violations of federal law prohibiting unfair methods of competition. The attached Analysis of Agreement Containing Consent Order to Aid Public Comment describes both the allegations in the 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 May 11, 2020. ADDRESSES: Interested parties may file comments online or on paper, by following the instructions in the Request for Comment part of the SUPPLEMENTARY INFORMATION section SUMMARY: E:\FR\FM\10APN1.SGM 10APN1 lotter on DSKBCFDHB2PROD with NOTICES 20278 Federal Register / Vol. 85, No. 70 / Friday, April 10, 2020 / Notices ¨ ssur Hf.; File No. below. Please write: ‘‘O 191 0177’’ on your comment, and file your comment online at https:// www.regulations.gov by following the instructions on the web-based form. If you prefer to file your comment on paper, please mail your comment to the following address: Federal Trade Commission, Office of the Secretary, 600 Pennsylvania Avenue NW, Suite CC–5610 (Annex D), Washington, DC 20580; or deliver your comment to the following address: Federal Trade Commission, Office of the Secretary, Constitution Center, 400 7th Street SW, 5th Floor, Suite 5610 (Annex D), Washington, DC 20024. FOR FURTHER INFORMATION CONTACT: Emily Bowne (202–326–2552), Bureau of Competition, Federal Trade Commission, 600 Pennsylvania Avenue NW, Washington, DC 20580. SUPPLEMENTARY INFORMATION: Pursuant to Section 6(f) of the Federal Trade Commission Act, 15 U.S.C. 46(f), and FTC Rule 2.34, 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 of Agreement Containing Consent Order 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 website (for April 7, 2020), at this web address: https://www.ftc.gov/newsevents/commission-actions. You can file a comment online or on paper. For the Commission to consider your comment, we must receive it on or ¨ ssur Hf.; before May 11, 2020. Write ‘‘O File No. 191 0177’’ on your comment. Your comment—including your name and your state—will be placed on the public record of this proceeding, including, to the extent practicable, on the https://www.regulations.gov website. Due to the public health emergency in response to the COVID–19 outbreak and the agency’s heightened security screening, postal mail addressed to the Commission will be subject to delay. We strongly encourage you to submit your comments online through the https:// www.regulations.gov website. If you prefer to file your comment on ¨ ssur Hf.; File No. 191 paper, write ‘‘O 0177’’ on your comment and on the envelope, and mail your comment to the following address: Federal Trade Commission, Office of the Secretary, VerDate Sep<11>2014 18:00 Apr 09, 2020 Jkt 250001 600 Pennsylvania Avenue NW, Suite CC–5610 (Annex D), Washington, DC 20580; or deliver your comment to the following address: Federal Trade Commission, Office of the Secretary, Constitution Center, 400 7th Street SW, 5th Floor, Suite 5610 (Annex D), Washington, DC 20024. If possible, submit your paper comment to the Commission by courier or overnight service. Because your comment will be placed on the publicly accessible website at https://www.regulations.gov, you are solely responsible for making sure that your comment does not include any sensitive or confidential information. In particular, your comment should not include any sensitive personal information, such as your or anyone else’s Social Security number; date of birth; driver’s license number or other state identification number, or foreign country equivalent; passport number; financial account number; or credit or debit card number. You are also solely responsible for making sure your comment does not include any sensitive health information, such as medical records or other individually identifiable health information. In addition, your comment should not include any ‘‘trade secret or any commercial or financial information which . . . is privileged or confidential’’—as provided by Section 6(f) of the FTC Act, 15 U.S.C. 46(f), and FTC Rule 4.10(a)(2), 16 CFR 4.10(a)(2)— including in particular competitively sensitive information such as costs, sales statistics, inventories, formulas, patterns, devices, manufacturing processes, or customer names. Comments containing material for which confidential treatment is requested must be filed in paper form, must be clearly labeled ‘‘Confidential,’’ and must comply with FTC Rule 4.9(c). In particular, the written request for confidential treatment that accompanies the comment must include the factual and legal basis for the request, and must identify the specific portions of the comment to be withheld from the public record. See FTC Rule 4.9(c). Your comment will be kept confidential only if the General Counsel grants your request in accordance with the law and the public interest. Once your comment has been posted on the public FTC website—as legally required by FTC Rule 4.9(b)—we cannot redact or remove your comment from the FTC website, unless you submit a confidentiality request that meets the requirements for such treatment under FTC Rule 4.9(c), and the General Counsel grants that request. PO 00000 Frm 00040 Fmt 4703 Sfmt 4703 Visit the FTC website at http:// www.ftc.gov to read this Notice and the news release describing this matter. The FTC Act and other laws that the Commission administers permit the collection of public comments to consider and use in this proceeding, as appropriate. The Commission will consider all timely and responsive public comments that it receives on or before May 11, 2020. For information on the Commission’s privacy policy, including routine uses permitted by the Privacy Act, see https://www.ftc.gov/ site-information/privacy-policy. Analysis of Agreement Containing Consent Order To Aid Public Comment Introduction The Federal Trade Commission (‘‘Commission’’) has accepted from ¨ ssur Hf., O ¨ ssur Americas Holdings, O ¨ ssur’’) and College Inc., (collectively ‘‘O Park Industries, Inc., (‘‘College Park’’), subject to final approval, an Agreement Containing Consent Order (‘‘Consent Agreement’’) designed to remedy the anticompetitive effects that would likely ¨ ssur’s proposed acquisition result from O of College Park. The proposed Decision and Order (‘‘Order’’) contained in the Consent Agreement requires College Park to divest its myoelectric elbow business to Hugh Steeper Ltd. (‘‘Steeper’’). The proposed Consent Agreement has been placed on the public record for thirty days for receipt of comments by interested persons. Comments received during this period will become part of the public record. After thirty days, the Commission will review the comments received and decide whether it should withdraw, modify, or make final the Consent Agreement. Pursuant to a Stock Purchase ¨ ssur Agreement dated July 19, 2019, O agreed to acquire College Park (the ‘‘Acquisition’’). 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 FTC Act, as amended, 15 U.S.C. 45, by substantially lessening future competition between College Park and ¨ ssur in the development, O manufacturing, marketing, distribution, and sale of myoelectric elbows. The proposed Consent Agreement would remedy the alleged violations by preserving the competition that otherwise would be lost in this market as a result of the proposed Acquisition. The Parties Headquartered in Reykjavik, Iceland, ¨ ssur Hf. is engaged in the O E:\FR\FM\10APN1.SGM 10APN1 Federal Register / Vol. 85, No. 70 / Friday, April 10, 2020 / Notices development, manufacture, sale, and distribution of upper and lower-limb ¨ ssur Hf. markets prosthetic devices. O and sells its prosthetics throughout the United States through its subsidiary, ¨ ssur Americas Holdings, Inc., which is O headquartered in Foothill Ranch, California. College Park, headquartered in Warren, Michigan, also is engaged in the development, manufacture, sale, and distribution of upper and lower-limb prosthetics. The Relevant Product Market and Market Structure The relevant product market in which to assess the competitive effects of the proposed acquisition is no broader than the development, manufacturing, marketing, distribution, and sale of myoelectric elbows. Myoelectric, or powered, elbows use electromyographic signals and battery-powered motors to control movement of the prosthetic. Myoelectric elbows fit directly on the residual limb and use electrical signals generated by muscles to move the motorized elbow componentry. Myoelectric elbows provide substantial functional advantages over mechanical elbows, such as being easier and more natural to control than mechanical elbows. The relevant geographic area in which to assess the competitive effects of the Acquisition is the United States. The United States has unique regulatory and reimbursement requirements that distinguish it from other countries where myoelectric elbows are sold, and manufacturers require U.S. sales and clinical personnel to support their U.S. clinic customers. The U.S. market for myoelectric elbows is highly concentrated. Respondent College Park is a leading supplier of myoelectric elbows and ¨ ssur is currently Respondent O developing its own myoelectric elbow. The only other participants in the U.S. myoelectric elbow market are Otto Bock Healthcare North America and Fillauer LLC. lotter on DSKBCFDHB2PROD with NOTICES Effects of the Acqusition Absent a divestiture, the Acquisition is likely to harm customers of myoelectric elbows in the United States. College Park is currently a leading manufacturer of myoelectric elbows in ¨ ssur is the largest the United States. O prosthetic manufacturer in the United States that does not currently offer a myoelectric elbow, but it is developing a myoelectric elbow to enter the market. Absent the Acquisition, the highly concentrated myoelectric elbow market likely would benefit significantly from VerDate Sep<11>2014 18:00 Apr 09, 2020 Jkt 250001 ¨ ssur’s entry and O ¨ ssur would compete O directly for College Park’s customers. Entry Entry into the myoelectric elbow market would not be timely, likely, or sufficient in magnitude, character, and scope to deter or counteract the anticompetitive effects of the proposed Acquisition. De novo entry is unlikely to occur in a timely manner because the time required for product development and market adoption is lengthy, and the only passive and body-powered elbow manufacturers already sell myoelectric elbows. The Consent Agreement The proposed Order would remedy the competitive concerns raised by the ¨ ssur proposed transaction by requiring O to divest to Steeper the worldwide College Park myoelectric elbow business. The divestiture package consists of the following assets and rights: all assets and rights to research, develop, manufacture, market, and sell the College Park myoelectric elbow products, including all related intellectual property and other confidential business information, manufacturing technology, and existing inventory. Steeper will also be hiring several key College Park employees who are essential to the divested business. Additionally, the Order requires that, at ¨ ssur must the request of Steeper, O provide transitional assistance for up to fifteen months following the divestiture date (with an option to extend further with Commission approval). These services include logistical, administrative, and sales and marketing support. The Order also includes other standard terms designed to ensure the viability of the divested business. The provisions of the proposed Consent Agreement position Steeper to become an effective competitor in the market for myoelectric elbows in the United States. Under the Order, College Park is required to divest its myoelectric elbow business no later than ten days from the ¨ ssur. If the close of its acquisition by O Commission determines that Steeper is not an acceptable acquirer, or that the manner of the divestiture is not acceptable, the Order requires College Park to either unwind the sale of rights and assets to Steeper and then divest the assets to a Commission-approved acquirer within 180 days of the date the Order becomes final, or modify the divestiture to Steeper in the manner the Commission determines is necessary to satisfy the requirements of the Order. The Order also requires a monitor to ¨ ssur’s compliance with the oversee O obligations set forth in the Order. If PO 00000 Frm 00041 Fmt 4703 Sfmt 4703 20279 ¨ ssur does not fully comply with the O divestiture and other requirements of the Order, the Commission may appoint a Divestiture Trustee to divest the myoelectric elbow assets and perform ¨ ssur’s other obligations consistent O with the Order. The Order also requires ¨ ssur shall not acquire, without that O providing advance written notification to the Commission, any myoelectric prosthetic elbow manufacturer or product for a period of five years from the date the Order is issued. The purpose of this analysis is to facilitate public comment on the Consent Agreement to aid the Commission in determining whether it should make the Consent Agreement final. This analysis is not an official interpretation of the proposed Consent Agreement and does not modify its terms in any way. By direction of the Commission. April J. Tabor, Acting Secretary. [FR Doc. 2020–07588 Filed 4–9–20; 8:45 am] BILLING CODE 6750–01–P DEPARTMENT OF HEALTH AND HUMAN SERVICES Agency for Healthcare Research and Quality Notice of Meetings Agency for Healthcare Research and Quality (AHRQ), HHS. ACTION: Notice of five AHRQ subcommittee meetings. AGENCY: The subcommittees listed below are part of AHRQ’s Health Services Research Initial Review Group Committee. Grant applications are to be reviewed and discussed at these meetings. Each subcommittee meeting will be closed to the public. DATES: See below for dates of meetings: 1. Health Care Research and Training (HCRT) Date: May 20–22, 2020 2. Health System and Value Research (HSVR) Date: June 2–3, 2020 3. Healthcare Information Technology Research (HITR) Date: June 3–5, 2020 4. Healthcare Effectiveness and Outcomes Research (HEOR) Date: June 10–11, 2020 5. Healthcare Safety and Quality Improvement Research (HSQR) Date: June 9–11, 2020 ADDRESSES: Agency for Healthcare Research and Quality (Virtual Review), 5600 Fishers Lane, Rockville, Maryland 20857. SUMMARY: E:\FR\FM\10APN1.SGM 10APN1

Agencies

[Federal Register Volume 85, Number 70 (Friday, April 10, 2020)]
[Notices]
[Pages 20277-20279]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-07588]


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FEDERAL TRADE COMMISSION

[File No. 191 0177]


[Ouml]ssur Hf.; Analysis of Agreement Containing Consent Order To 
Aid Public Comment

AGENCY: Federal Trade Commission.

ACTION: Proposed consent agreement; request for comment.

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

SUMMARY: The consent agreement in this matter settles alleged 
violations of federal law prohibiting unfair methods of competition. 
The attached Analysis of Agreement Containing Consent Order to Aid 
Public Comment describes both the allegations in the 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 May 11, 2020.

ADDRESSES: Interested parties may file comments online or on paper, by 
following the instructions in the Request for Comment part of the 
SUPPLEMENTARY INFORMATION section

[[Page 20278]]

below. Please write: ``[Ouml]ssur Hf.; File No. 191 0177'' on your 
comment, and file your comment online at https://www.regulations.gov by 
following the instructions on the web-based form. If you prefer to file 
your comment on paper, please mail your comment to the following 
address: Federal Trade Commission, Office of the Secretary, 600 
Pennsylvania Avenue NW, Suite CC-5610 (Annex D), Washington, DC 20580; 
or deliver your comment to the following address: Federal Trade 
Commission, Office of the Secretary, Constitution Center, 400 7th 
Street SW, 5th Floor, Suite 5610 (Annex D), Washington, DC 20024.

FOR FURTHER INFORMATION CONTACT: Emily Bowne (202-326-2552), Bureau of 
Competition, Federal Trade Commission, 600 Pennsylvania Avenue NW, 
Washington, DC 20580.

SUPPLEMENTARY INFORMATION: Pursuant to Section 6(f) of the Federal 
Trade Commission Act, 15 U.S.C. 46(f), and FTC Rule 2.34, 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 of Agreement Containing Consent Order 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 website (for 
April 7, 2020), at this web address: https://www.ftc.gov/news-events/commission-actions.
    You can file a comment online or on paper. For the Commission to 
consider your comment, we must receive it on or before May 11, 2020. 
Write ``[Ouml]ssur Hf.; File No. 191 0177'' on your comment. Your 
comment--including your name and your state--will be placed on the 
public record of this proceeding, including, to the extent practicable, 
on the https://www.regulations.gov website.
    Due to the public health emergency in response to the COVID-19 
outbreak and the agency's heightened security screening, postal mail 
addressed to the Commission will be subject to delay. We strongly 
encourage you to submit your comments online through the https://www.regulations.gov website.
    If you prefer to file your comment on paper, write ``[Ouml]ssur 
Hf.; File No. 191 0177'' on your comment and on the envelope, and mail 
your comment to the following address: Federal Trade Commission, Office 
of the Secretary, 600 Pennsylvania Avenue NW, Suite CC-5610 (Annex D), 
Washington, DC 20580; or deliver your comment to the following address: 
Federal Trade Commission, Office of the Secretary, Constitution Center, 
400 7th Street SW, 5th Floor, Suite 5610 (Annex D), Washington, DC 
20024. If possible, submit your paper comment to the Commission by 
courier or overnight service.
    Because your comment will be placed on the publicly accessible 
website at https://www.regulations.gov, you are solely responsible for 
making sure that your comment does not include any sensitive or 
confidential information. In particular, your comment should not 
include any sensitive personal information, such as your or anyone 
else's Social Security number; date of birth; driver's license number 
or other state identification number, or foreign country equivalent; 
passport number; financial account number; or credit or debit card 
number. You are also solely responsible for making sure your comment 
does not include any sensitive health information, such as medical 
records or other individually identifiable health information. In 
addition, your comment should not include any ``trade secret or any 
commercial or financial information which . . . is privileged or 
confidential''--as provided by Section 6(f) of the FTC Act, 15 U.S.C. 
46(f), and FTC Rule 4.10(a)(2), 16 CFR 4.10(a)(2)--including in 
particular competitively sensitive information such as costs, sales 
statistics, inventories, formulas, patterns, devices, manufacturing 
processes, or customer names.
    Comments containing material for which confidential treatment is 
requested must be filed in paper form, must be clearly labeled 
``Confidential,'' and must comply with FTC Rule 4.9(c). In particular, 
the written request for confidential treatment that accompanies the 
comment must include the factual and legal basis for the request, and 
must identify the specific portions of the comment to be withheld from 
the public record. See FTC Rule 4.9(c). Your comment will be kept 
confidential only if the General Counsel grants your request in 
accordance with the law and the public interest. Once your comment has 
been posted on the public FTC website--as legally required by FTC Rule 
4.9(b)--we cannot redact or remove your comment from the FTC website, 
unless you submit a confidentiality request that meets the requirements 
for such treatment under FTC Rule 4.9(c), and the General Counsel 
grants that request.
    Visit the FTC website at http://www.ftc.gov to read this Notice and 
the news release describing this matter. The FTC Act and other laws 
that the Commission administers permit the collection of public 
comments to consider and use in this proceeding, as appropriate. The 
Commission will consider all timely and responsive public comments that 
it receives on or before May 11, 2020. For information on the 
Commission's privacy policy, including routine uses permitted by the 
Privacy Act, see https://www.ftc.gov/site-information/privacy-policy.

Analysis of Agreement Containing Consent Order To Aid Public Comment

Introduction

    The Federal Trade Commission (``Commission'') has accepted from 
[Ouml]ssur Hf., [Ouml]ssur Americas Holdings, Inc., (collectively 
``[Ouml]ssur'') and College Park Industries, Inc., (``College Park''), 
subject to final approval, an Agreement Containing Consent Order 
(``Consent Agreement'') designed to remedy the anticompetitive effects 
that would likely result from [Ouml]ssur's proposed acquisition of 
College Park. The proposed Decision and Order (``Order'') contained in 
the Consent Agreement requires College Park to divest its myoelectric 
elbow business to Hugh Steeper Ltd. (``Steeper'').
    The proposed Consent Agreement has been placed on the public record 
for thirty days for receipt of comments by interested persons. Comments 
received during this period will become part of the public record. 
After thirty days, the Commission will review the comments received and 
decide whether it should withdraw, modify, or make final the Consent 
Agreement.
    Pursuant to a Stock Purchase Agreement dated July 19, 2019, 
[Ouml]ssur agreed to acquire College Park (the ``Acquisition''). 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 FTC Act, as amended, 15 U.S.C. 45, by 
substantially lessening future competition between College Park and 
[Ouml]ssur in the development, manufacturing, marketing, distribution, 
and sale of myoelectric elbows. The proposed Consent Agreement would 
remedy the alleged violations by preserving the competition that 
otherwise would be lost in this market as a result of the proposed 
Acquisition.

The Parties

    Headquartered in Reykjavik, Iceland, [Ouml]ssur Hf. is engaged in 
the

[[Page 20279]]

development, manufacture, sale, and distribution of upper and lower-
limb prosthetic devices. [Ouml]ssur Hf. markets and sells its 
prosthetics throughout the United States through its subsidiary, 
[Ouml]ssur Americas Holdings, Inc., which is headquartered in Foothill 
Ranch, California. College Park, headquartered in Warren, Michigan, 
also is engaged in the development, manufacture, sale, and distribution 
of upper and lower-limb prosthetics.

The Relevant Product Market and Market Structure

    The relevant product market in which to assess the competitive 
effects of the proposed acquisition is no broader than the development, 
manufacturing, marketing, distribution, and sale of myoelectric elbows. 
Myoelectric, or powered, elbows use electromyographic signals and 
battery-powered motors to control movement of the prosthetic. 
Myoelectric elbows fit directly on the residual limb and use electrical 
signals generated by muscles to move the motorized elbow componentry. 
Myoelectric elbows provide substantial functional advantages over 
mechanical elbows, such as being easier and more natural to control 
than mechanical elbows.
    The relevant geographic area in which to assess the competitive 
effects of the Acquisition is the United States. The United States has 
unique regulatory and reimbursement requirements that distinguish it 
from other countries where myoelectric elbows are sold, and 
manufacturers require U.S. sales and clinical personnel to support 
their U.S. clinic customers.
    The U.S. market for myoelectric elbows is highly concentrated. 
Respondent College Park is a leading supplier of myoelectric elbows and 
Respondent [Ouml]ssur is currently developing its own myoelectric 
elbow. The only other participants in the U.S. myoelectric elbow market 
are Otto Bock Healthcare North America and Fillauer LLC.

Effects of the Acqusition

    Absent a divestiture, the Acquisition is likely to harm customers 
of myoelectric elbows in the United States. College Park is currently a 
leading manufacturer of myoelectric elbows in the United States. 
[Ouml]ssur is the largest prosthetic manufacturer in the United States 
that does not currently offer a myoelectric elbow, but it is developing 
a myoelectric elbow to enter the market. Absent the Acquisition, the 
highly concentrated myoelectric elbow market likely would benefit 
significantly from [Ouml]ssur's entry and [Ouml]ssur would compete 
directly for College Park's customers.

Entry

    Entry into the myoelectric elbow market would not be timely, 
likely, or sufficient in magnitude, character, and scope to deter or 
counteract the anticompetitive effects of the proposed Acquisition. De 
novo entry is unlikely to occur in a timely manner because the time 
required for product development and market adoption is lengthy, and 
the only passive and body-powered elbow manufacturers already sell 
myoelectric elbows.

The Consent Agreement

    The proposed Order would remedy the competitive concerns raised by 
the proposed transaction by requiring [Ouml]ssur to divest to Steeper 
the worldwide College Park myoelectric elbow business. The divestiture 
package consists of the following assets and rights: all assets and 
rights to research, develop, manufacture, market, and sell the College 
Park myoelectric elbow products, including all related intellectual 
property and other confidential business information, manufacturing 
technology, and existing inventory. Steeper will also be hiring several 
key College Park employees who are essential to the divested business. 
Additionally, the Order requires that, at the request of Steeper, 
[Ouml]ssur must provide transitional assistance for up to fifteen 
months following the divestiture date (with an option to extend further 
with Commission approval). These services include logistical, 
administrative, and sales and marketing support. The Order also 
includes other standard terms designed to ensure the viability of the 
divested business. The provisions of the proposed Consent Agreement 
position Steeper to become an effective competitor in the market for 
myoelectric elbows in the United States.
    Under the Order, College Park is required to divest its myoelectric 
elbow business no later than ten days from the close of its acquisition 
by [Ouml]ssur. If the Commission determines that Steeper is not an 
acceptable acquirer, or that the manner of the divestiture is not 
acceptable, the Order requires College Park to either unwind the sale 
of rights and assets to Steeper and then divest the assets to a 
Commission-approved acquirer within 180 days of the date the Order 
becomes final, or modify the divestiture to Steeper in the manner the 
Commission determines is necessary to satisfy the requirements of the 
Order.
    The Order also requires a monitor to oversee [Ouml]ssur's 
compliance with the obligations set forth in the Order. If [Ouml]ssur 
does not fully comply with the divestiture and other requirements of 
the Order, the Commission may appoint a Divestiture Trustee to divest 
the myoelectric elbow assets and perform [Ouml]ssur's other obligations 
consistent with the Order. The Order also requires that [Ouml]ssur 
shall not acquire, without providing advance written notification to 
the Commission, any myoelectric prosthetic elbow manufacturer or 
product for a period of five years from the date the Order is issued.
    The purpose of this analysis is to facilitate public comment on the 
Consent Agreement to aid the Commission in determining whether it 
should make the Consent Agreement final. This analysis is not an 
official interpretation of the proposed Consent Agreement and does not 
modify its terms in any way.

    By direction of the Commission.
April J. Tabor,
Acting Secretary.
[FR Doc. 2020-07588 Filed 4-9-20; 8:45 am]
BILLING CODE 6750-01-P