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Thursday, May 30, 2019

Justice Department Requires Amcor to Divest Medical Flexible Packaging Assets in Order to Proceed with Bemis Acquisition

Divestiture Will Preserve Competition in Markets for Medical Packaging that Keep Medical Devices Sterile

The Department of Justice announced today that Amcor Limited will be required to divest three manufacturing facilities and other assets in order to proceed with its $6.8 billion acquisition of Bemis Company Inc.  The Department said that, without the divestiture, the proposed acquisition would eliminate competition between two of only three significant suppliers of three medical packaging products that are critical to the safe transportation and use of medical devices.

The Department’s Antitrust Division filed a civil antitrust lawsuit today in the U.S. District Court for the District of Columbia to block the proposed transaction.  At the same time, the Department filed a proposed settlement that, if approved by the court, would resolve the Department’s competitive concerns.

“The medical packaging products that Amcor and Bemis manufacture are integral to the safe sterilization, transportation, and use of medical devices in hospitals, medical offices, and labs around the country,” said Assistant Attorney General Makan Delrahim of the Justice Department’s Antitrust Division.  “Today’s settlement, which requires Amcor to divest its medical flexible packaging business at these three facilities, will ensure that medical care providers continue to benefit from competition for these critical products.”  

According to the Department’s complaint, Amcor and Bemis both supply three types of heat-seal, coated medical packaging products critical to the safe transportation and use of medical devices: medical-grade Tyvek rollstock, medical-grade paper rollstock, and medical-grade Tyvek die-cut lidding.  Due to Amcor’s and Bemis’s collective overall expertise in meeting the needs of doctors and hospitals, Amcor and Bemis are two major competitors supplying these products.  According to the complaint, the combination of Amcor and Bemis would eliminate head-to-head competition between the companies in the markets for these products and threaten the benefits that medical care providers have realized from that competition in the form of lower prices and better service. 

Under the terms of the proposed settlement, Amcor must divest manufacturing facilities located in Ashland, Massachusetts; Milwaukee, Wisconsin; and Madison, Wisconsin; along with certain related assets, to Tekni-Plex Inc., or an alternate acquirer approved by the United States. Tekni-Plex is an international leader in flexible films and medical supplies.   

Amcor, headquartered in Zurich, Switzerland, had total sales of over $9 billion in 2018, including approximately $288 million in sales of flexible packaging for medical use in the United States.

Bemis, a Missouri corporation headquartered in Neenah, Wisconsin, had total sales of over $4 billion in 2018, including approximately $260.9 million in sales of flexible packaging for medical use in the United States. 

As required by the Tunney Act, the proposed consent decree, along with the Department’s competitive impact statement, will be published in the Federal Register.  Any person may submit written comments concerning the proposed settlement within 60 days of its publication to Maribeth Petrizzi, Chief, Defense, Industrials, and Aerospace Section, Antitrust Division, U.S. Department of Justice, 450 Fifth Street, N.W., Suite 8700, Washington, D.C. 20530.  At the conclusion of the 60-day comment period, the court may enter the final judgment upon a finding that it serves the public interest.

Updated May 30, 2019