Man in violation of privacy law

Breaking news and expert analysis on legal and compliance issues

[Back To Home][Back To Archives]

From Antitrust Law Daily, July 20, 2017

Baxter, Claris to divest products to win FTC approval of acquisition

By Jeffrey May, J.D.

The FTC will allow Baxter International Inc. to proceed with its proposed $625 million acquisition of the injectable drugs business of India-based Claris Lifesciences Limited, subject to the divestiture of Claris’s rights to antifungal agent fluconazole in saline intravenous bags and milrinone in dextrose intravenous bags. The divestitures would settle FTC concerns that the proposed acquisition would harm competition in the U.S. markets for fluconazole in saline intravenous bags and milrinone in dextrose intravenous bags (In the Matter of Baxter International Inc., FTC File No. 171 0052).

Current, future competitive harm alleged. The proposed transaction was announced in December 2016. According to the FTC complaint, the transaction would have (1) reduced current competition in the United States for the fluconazole in saline intravenous bags, which is used to treat fungal and yeast infections; and (2) reduced imminent, future competition in the U.S. market for intravenous milrinone, a vasodilator that dilates the blood vessels, lowering blood pressure and allowing blood to flow more easily through the cardiovascular system. The FTC identified four "significant" competitors in the market for intravenous fluconazole bags in the United States, including Baxter and Claris. The FTC alleged that only three companies—Baxter, Hikma Pharmaceuticals PLC, and Pfizer Inc.—currently selling generic intravenous fluconazole bags in the United States. Claris is one of a limited number of suppliers capable of entering the market for milrinone in dextrose intravenous bags in the near future, according to the FTC.

Proposed consent order. Under the terms of a proposed FTC consent order, the parties will divest all of Claris’s rights to fluconazole in saline intravenous bags and milrinone in dextrose intravenous bags to New Jersey-based pharmaceutical company Renaissance Lakewood LLC. If Renaissance is found not to be an acceptable acquirer, or that the divestiture is not carried out in an acceptable way, the parties are required to unwind the sale of rights to Renaissance and divest the products to a Commission-approved acquirer within six months of the date the order becomes final. The Commission may also appoint a trustee in the event that the parties fail to divest the products as required, and may appoint an Interim Monitor to ensure the parties’ compliance with the Commission’s order, including the parties’ transfer of the relevant business information and provision of the specified transition services, according to the FTC announcement.

The order requires Baxter to supply Renaissance with fluconazole in saline intravenous bags and milrinone in dextrose intravenous bags for up to five years while transferring the manufacturing technology to Renaissance or its contract manufacturing designee. Baxter is also required to assist Renaissance in establishing its manufacturing capabilities and securing the necessary Food and Drug Administration approvals.

Attorneys: James R. Weiss, Jr. for FTC. Pamela L. Taylor (Jones Day) for Baxter International Inc. William J. Kolasky (Hughes Hubbard & Reed LLP) for Claris Lifesciences Ltd.

Companies: Baxter International Inc.; Claris Lifesciences Ltd.; Renaissance Lakewood LLC

MainStory: TopStory AcquisitionsMergers Antitrust FederalTradeCommissionNews

Back to Top

Antitrust Law Daily

Introducing Wolters Kluwer Antitrust Law Daily — a daily reporting service created by attorneys, for attorneys — providing same-day coverage of breaking news, court decisions, legislation, and regulatory activity.

A complete daily report of the news that affects your world

  • View full summaries of federal and state court decisions.
  • Access full text of legislative and regulatory developments.
  • Customize your daily email by topic and/or jurisdiction.
  • Search archives for stories of interest.

Not just news — the right news

  • Get expert analysis written by subject matter specialists—created by attorneys for attorneys.
  • Track law firms and organizations in the headlines with our new “Who’s in the News” feature.
  • Promote your firm with our new reprint policy.

24/7 access for a 24/7 world

  • Forward information with special copyright permissions, encouraging collaboration between counsel and colleagues.
  • Save time with mobile apps for your BlackBerry, iPhone, iPad, Android, or Kindle.
  • Access all links from any mobile device without being prompted for user name and password.