FTC Receives Application for Approval of Proposed Divestiture from Chicago Bridge & Iron Company; Commission Approves Final Consent Order in the Matter of McCormick & Company and Unilever Group

Application for approval of proposed divestiture – The Commission has received an application for approval of a proposed divestiture from Chicago Bridge & Iron Company N.V. and Chicago Bridge & Iron Company (collectively CB&I). The application was filed in connection with the matter entitled In the Matter of Chicago Bridge & Iron Company N.V. et al., and addresses the Commission’s order to divest that resulted from administrative proceedings by the agency challenging CB&I’s 2001 acquisition of certain assets of Pitt-Des Moines, Inc. (PDM).

On January 25, 2008, the FTC announced that a federal appeals court had ruled in favor of the Commission in the above-titled matter. In issuing its ruling, the court upheld the Commission’s administrative decision and order finding that CB&I’s acquisition of PDM’s assets was anticompetitive. To restore competition as it existed prior to CB&I’s acquisition, the Commission’s order requires CB&I to create two separate, stand-alone divisions capable of competing in four relevant markets in the United States, and to divest one of those divisions. The four relevant markets involve the design, engineering and construction of various types of field-erected specialty and industrial storage tanks: 1) liquefied natural gas (LNG) storage tanks; 2) liquefied petroleum gas (LPG) storage tanks; 3) liquid atmospheric gas (LIN/LOX) storage tanks; and 4) thermal vacuum chambers (TVCs).

In its application, which can be found on the FTC’s Web site and as a link to this press release, CB&I has now requested Commission approval to divest certain tank business operations (collectively, “divestiture assets”) to Matrix Service Company (Matrix). CB&I states that, although the divestiture provisions of the order are still under appeal and thus not final, it has in good faith engaged in a process to divest itself of the assets contemplated by the order and the Commission opinion issued with the order. According to CB&I’s application, the proposed sale of the divestiture assets would accomplish the objectives of the Commission’s order in this matter by restoring competition lost as a result of the acquisition and ensuring the continued operation of the relevant business in the same manner in which it was operated at the time the acquisition was announced. Specifically, the application states, by divesting the assets to Matrix “the marketplace will have the benefit of another significant competitor fully capable of and engaged in the design, engineering, and construction” of the relevant tank business operations.

The FTC is accepting public comments on the proposed divestiture for 30 days, beginning today and ending on October 15, 2008. Comments should be sent to: FTC, Office of the Secretary, 600 Pennsylvania Ave., N.W., Washington, DC 20580. (FTC Docket No. 9300; the staff contact is Elizabeth A. Piotrowski, Bureau of Competition, 202-326-2623; see press release dated January 25, 2008, which can be found at http://www.ftc.gov/opa/2008/01/cbi.shtm.)

Commission approval of final consent order – Following a public comment period, the Commission has approved the issuance of a final consent order in the matter concerning McCormick & Company and Unilever Group. The order concerns McCormick’s recent acquisition of Unilever’s Lawry’s and Adoph’s brands. The vote approving issuance of the final order was 4-0. (FTC File No. 081-0045; the staff contact is Jill M. Frumin, Bureau of Competition, 202-326-2758; see press release dated July 30, 2008, which can be found at http://www.ftc.gov/opa/2008/07/mccormick.shtm.)

Copies of the documents mentioned in this release are available from the FTC’s Web site at http://www.ftc.gov and from the FTC’s Consumer Response Center, Room 130, 600 Pennsylvania Avenue, N.W., Washington, DC 20580. Call toll-free: 1-877-FTC-HELP.

(FYI 45.2.2008.wpd)