3602 Federal Register / Vol. 66, No. 10 / Tuesday, January 16, 2001 / Notices

Trans No. Acquiring Acquired Entities

20011060 ...... The Drees Company ...... Allen G. Zaring, III ...... Zaring Homes, Inc., Zaring Homes of Indiana LLC. Zaring National Corporation. 20011064 ...... Mott MacDonald Group Limited ...... Thermo Electron Corporation ...... The Killam Group Inc. 20011065 ...... IAWS Group plc ...... Marvin M. Schwan ...... Orion Food Systems International, Inc. 20011072 ...... Stone Energy Corporation ...... Basin Exploration, Inc...... Basin Exploration, Inc. 20011074 ...... Toyota Automatic Loom Works, Ltd. ... Toyota Motor Corporation ...... Toyota Motor Sales U.S.A., Inc. Toyota-Lift of Los Angeles, Inc. 20011077 ...... The Auto Club Group f/k/a/ AAA Michi- Cornhusker Motor Club ...... Cornhusker Motor Club. gan/Wisconsin, Inc. 20011082 ...... Caterpillar Inc...... J. Garner Scott ...... Federal Financial Services, Inc. IronMart, Inc. Pioneer Machinery, Inc. 20011095 ...... Boston Ventures Limited Partnership V Jeremiah J. Harris ...... Production Resource Group, L.L.C., Signal Perfection, Ltd.

FOR FURTHER INFORMATION CONTACT: 46 and § 2.34 of the Commission’s Rules complaint that the Commission Sandra M. Peay or Parcellena P. of Practice (16 CFR 2.34), notice is contemplates issuing. The proposed Fielding, Contact Representatives, hereby given that the above-captioned consent order is designed to furnish the Federal Trade Commission, Premerger consent agreement containing a consent Commission with prospective relief in Notification Office, Bureau of order to cease and desist, having been the markets affected by the proposed Competition, Room 303, Washington, filed with and accepted, subject to final acquisition by Winn-Dixie of DC 20580, (202) 326–3100. approval, by the Commission, has been supermarkets and other assets of Jitney- By Direction of the Commission. placed on the public record for a period Jungle Stores of America, Inc. (‘‘Jitney- Donald S. Clark, of thirty (30) days. The following Jungle’’). A plan of sale pertaining to the Analysis to Aid Public Comment Secretary. supermarkets involved in this case has describes the terms of the consent [FR Doc. 01–1169 Filed 1–12–01; 8:45 am] been confirmed by the United States agreement, and the allegations in the Bankruptcy Court for the Eastern BILLING CODE 6750±01±M complaint. An electronic copy of the District of Louisiana in In re Jitney- full text of the consent agreement Jungle Stores of America, Case No. 99– package can be obtained from the FTC FEDERAL TRADE COMMISSION Home Page (for January 9, 2001), on the 17191, on December 15, 2000. [File No. 011 0022] World Wide Web, at http://www.ftc.gov/ II. Description of the Parties and the os/2001/01/index.htm. A paper copy Proposed Acquisition Winn-Dixie Stores, Inc., Analysis To can be obtained from the FTC Public Aid Public Comment Reference Room, Room H–130, 600 Jitney-Jungle, owned principally by Pennsylvania Avenue, NW., Bruckmann, Rosser, Sherill & Co., an AGENCY: Federal Trade Commission. Washington, D.C. 20580, either in investment company, runs most of its ACTION: Proposed consent agreement. person or by calling (202) 326–3627. stores under the names ‘‘Jitney-Jungle’’ SUMMARY: The consent agreement in this Public comment is invited. Comments and ‘‘Delchamps.’’ Prior to its filing matter settles alleged violations of should be directed to: FTC/Office of the under Chapter 11 of the Bankruptcy Act federal law prohibiting unfair or Secretary, Room 159, 600 Pennsylvania, on October 12, 1999, Jitney-Jungle deceptive acts or practices or unfair Ave., NW., Washington, DC 20580. Two operated nearly 200 supermarkets, and methods of competition. The attached paper copies of each comment should a lesser number of nearby gas stations 1 Analysis to Aid Public Comment be accompanied, if possible, by a 3 ⁄2 and liquor stores, in Mississippi, describes both the allegations in the inch diskette containing an electronic Alabama, Louisiana, Florida, Arkansas, draft complaint that accompanies the copy of the comment. Such comments and Tennessee. Following that filing, consent agreement and the terms of the or views will be considered by the Jitney-Jungle has closed more than 45 Commission and will be available for consent order—embodied in the consent supermarkets and sold off at least ten inspection and copying at its principal agreement—that would settle these (10) others. Following the solicitation of office in accordance with § 4.9(b)(6)(ii) allegations. buyers for any and all of its stores, of the Commission’s Rules of Practice DATES: Comments must be received on (16 CFR 4.9(b)(6)(ii)). Jitney-Jungle proposed to sell 72 or before February 8, 2001. supermarkets to Winn-Dixie for a total Analysis of the Complaint and ADDRESSES: Comments should be purchase price of $85 million. Proposed Consent Order To Aid Public directed to: FTC/Office of the Secretary, Following an auction held under the Comment Room 159, 600 Pennsylvania Ave., NW., auspices of the bankruptcy court, and as Washington, DC 20580. I. Introduction limited by the proposed consent order, Winn-Dixie plans instead to acquire 68 FOR FURTHER INFORMATION CONTACT: The Federal Trade Commission of the Jitney-Jungle stores for a reduced Richard Parker or James Fishkin, FTC/ (‘‘Commission’’) has accepted for public consideration. H–374, 600 Pennsylvania Ave., NW., comment from Winn-Dixie Stores, Inc. Washington, DC 20580. (202) 326–3300 ‘‘Winn-Dixie’’ or ‘‘the Proposed Winn-Dixie is a Florida corporation or 326–2663. Respondent’’) and Agreement headquartered in Jacksonville, Florida. SUPPLEMENTARY INFORMATION: Pursuant Containing Consent Order ‘‘the It operates more than 1,000 to Section 6(f) of the Federal Trade proposed consent order’’). The Proposed Commission Act, 38 Stat. 721, 15 U.S.C. Responent has also reviewed a draft

VerDate 112000 21:51 Jan 12, 2001 Jkt 194001 PO 00000 Frm 00071 Fmt 4703 Sfmt 4703 E:\FR\FM\16JAN1.SGM pfrm11 PsN: 16JAN1 Federal Register / Vol. 66, No. 10 / Tuesday, January 16, 2001 / Notices 3603 supermarkets in fourteen southeastern area of Mississippi, which consists of and culminating in the previously states and the Bahamas. Winn-Dixie the parts of Hancock, Harrison, and mentioned auction sale under the reported sales of $14.1 billion for fiscal Jackson counties that include Waveland, auspices of the bankruptcy court, Jitney- 1999. Bay Saint Louis, Pass Christian, Long Jungle has sought to elicit reasonable Beach, Gulfport, Biloxi D’Iberville, and III. The Draft Complaint alternative bids. In the four Relevant Ocean Springs, and narrower markets Geographic Markets, Jitney-Jungle has The draft complaint alleges that the contained therein, including Gulfport been able to elicit bids that are timely, relevant line of commerce (i.e., the and Biloxi (the ‘‘Relevant Geographic above the liquidation value of the assets, product market) is the retail sale of food Markets’’). and otherwise acceptable to creditors. and grocery items in supermarkets. Jitney-Jungle and Winn-Dixie are Therefore, the Commission concluded Supermarkets provide a distinct set of actual and direct competitors in all of that in the Relevant Geographic Markets products and services for consumers the above listed markets. The the proposed acquisition would be who desire to one-stop shop for food acquisition will eliminate that anticompetitive because it would and grocery products. They carry a full competition. The draft complaint alleges eliminate substantial, direct, and line and wide selection of both food and that each of the post-merger markets ongoing competition. In all other areas nonfood products (typically more than would be highly concentrated, whether where Winn-Dixie directly competes 10,000 different stock-keeping units measured by the Herfindahl-Hirschman against Jitney-Jungle, Jitney-Jungle has (‘‘SKUs’’)), as well as a deep inventory Index (commonly referred to as ‘‘HHI’’) been unable to elicit bids that are of those SKUs in a variety of brand or by four-firm concentration ratios.1 timely, likely, above liquidation value of names and sizes. To accommodate the The acquisition would substantially the assets, and otherwise acceptable to large number of food and nonfood increase concentration in each market. creditors. Therefore, the other areas products necessary for one-stop Jitney-Jungle and Winn-Dixie would where Winn-Dixie and Jitney-Jungle shopping, supermarkets are large stores have a combined market share that directly compete are not being that typically have at least 10,000 square ranges from slightly less than 34% to challenged. feet of selling space. So called 100% in the Relevant Geographic The draft complaint alleges that ‘‘supercenters’’ operated by mass Markets. The post-acquisition HHIs in Winn-Dixie’s proposed acquisition of merchants such as Wal-Mart, which the Relevant Geographic Markets range various supermarket assets of Jitney- have full-line supermarkets attached to from just over 2,400 points to 10,000 Jungle, if consummated, may general merchandise stores, are points. included in the product market. The draft complaint further alleges substantially lessen competition in the Supermarkets compete primarily with that entry is difficult and would not be four Relevant Geographic Markets in other supermarkets that provide one- timely, likely, or sufficient to prevent violation of Section 7 of the Clayton stop shopping for food and grocery anticompetitive effects in the Relevant Act, as amended, 15 U.S.C. 18, and products. Supermarkets base their food Geographic Markets. Section 5 of the Federal Trade and grocery prices on the prices Notwithstanding all of this, Winn- Commission Act, as amended, 15 U.S.C. primarily of food and grocery products Dixie’s acquisition of Jitney-Jungle 45, by eliminating direct competition sold at nearby supermarkets. They do assets is not likely to create or enhance between supermarkets presently owned not regularly price-check food and market power, or facilitate its exercise, or controlled by Jitney-Jungle and grocery products sold at other types of to the extent that the imminent failure supermarkets owned or controlled by stores such as cub stores or limited of Jitney-Jungle would cause those Winn-Dixie; by increasing the assortment stores, and do not assets, or some of them, to exit the likelihood that Winn-Dixie will significantly change their food and market. To that extent, post-acquisition unilaterally exercise market power; and grocery prices in response to prices at performance in the relevant market is by increasing the likelihood of, or other types of stores. Most consumers not likely to be worse than performance facilitating, collusion or coordinated shopping for food and grocery products had the acquisition been blocked and interaction among the remaining at supermarkets are not likely to shop the assets exited. supermarket firms. Each of these effects elsewhere in response to a small price As previously indicated, Jitney-Jungle raises the likelihood that the prices of increase by supermarkets. has sought protection from its creditors food, groceries or services will increase, Retail stores other than supermarkets pursuant to Chapter 11 of the and the quality and selection of food, that sell food and grocery products, Bankruptcy Act. A review of that groceries or services will decrease, in such as neighborhood ‘‘mom & pop’’ proceeding indicates that Jitney-Jungle the Relevant Geographic Markets grocery stores, limited assortment will not be able to reorganize alleged in the proposed complaint. stores, convenience stores, specialty successfully under Chapter 11, and that food stores (e.g., seafood markets, IV. Terms of the Agreement Containing but for the auction sale conducted under Consent Order bakeries, etc.), club stores, and mass the auspices of the bankruptcy court merchants, do not effectively constrain Jitney-Jungle would be thrown into The proposed consent order will most prices at supermarkets. These liquidation proceedings under Chapter 7 furnish prospective relief in the markets other stores operate significantly of the Bankruptcy Act. The key affected by the proposed acquisition.2 different retail formats and sell far more question, therefore, is whether Jitney- Under the terms of the proposed limited assortments of items. None of Jungle has made unsuccessful good-faith consent order, the Proposed Respondent these formats would constrain a price efforts to elicit reasonable alternative must not, for a period of ten (10) years increase taken by supermarkets. offers of acquisition of the Jitney-Jungle from the date the proposed consent The draft complaint alleges that the assets. Through a variety of means, order becomes final, acquire any interest relevant sections of the country in including the retention of appropriate in four identified Jitney-Jungle which to analyze the acquisition professionals to elicit offers for its assets include, among others, the areas in and 2 Acceptance of the proposed consent order for near the following cities and towns: 1 The HHI is a measurement of market public comment terminates the Hart-Scott-Rodino Niceville, Florida; Gulf Breeze, Florida; concentration calculated by summing the squares of waiting period and enables Winn-Dixie Destin, Florida; and the Gulfport-Biloxi the individual market shares of all the participants. immediately to acquire the Jitney-Jungle assets.

VerDate 112000 20:56 Jan 12, 2001 Jkt 194001 PO 00000 Frm 00072 Fmt 4703 Sfmt 4703 E:\FR\FM\16JAN1.SGM pfrm02 PsN: 16JAN1 3604 Federal Register / Vol. 66, No. 10 / Tuesday, January 16, 2001 / Notices supermarkets without the prior approval will decide whether it should withdraw Subcommittee on Standards and of the Commission. from the agreement or make the Security. Also for a period of ten (10) years, the proposed consent order final. Time and Date: 8:30 a.m. to 5 p.m., Proposed Respondent must provide By accepting the proposed consent February 1, 2001 or ; 8:30 a.m. to 2 p.m., written notice to the Commission prior order subject to final approval, the February 2, 2001. to acquiring any interest in a Commission anticipates that the supermarket owner or operator, or any competitive problems alleged in the Place: Room 705A, Hubert H. facility that has operated as a complaint will be resolved. The purpose Humphrey Building, 200 Independence supermarket within the previous six (6) of this analysis is to invite public Avenure, SW, Washington, DC 20201. months, located in any of the Relevant comment on the proposed consent order Status: Open. Geographic Markets. Following notice, to aid the Commission in its Purpose: The purpose of this hearing Proposed Respondent may not complete determination of whether to make the is to monitor to the progress of such an acquisition until after it has proposed consent order final. This provided any information requested by analysis is not intended to constitute an implementation of the Administrative the Commission during a specified official interpretation of the proposed Simplification Provisions of the Health waiting period. This provision does not consent order nor is it intended to Insurance Portability and restrict the Proposed Respondent’s modify the terms of the proposed Accountability Act (HIPAA) and construction of new supermarket consent order in any way. identified issues that need to be facilities on its own; nor does it restrict addressed to insure successful By direction of the Commission. the Proposed Respondent from leasing implementation. Specific hearing topics facilities not operated as supermarkets Donald S. Clark, for the first day include: the Designated within the previous six (6) months. Secretary. Standard Maintenance Organization’s The proposed consent order also [FR Doc. 01–1167 Filed 1–12–01; 8:45 am] change process; data and transaction prohibits the Proposed Respondent, for BILLING CODE 6750±01±M standard issues identify by the ten (10) years, from entering into or Healthcare Industry to date; enforcing any agreement that restricts Institutional Provider NDC code set the ability of any acquirer of any GENERAL SERVICES concerns; and a status report from the supermarket, leasehold interest in a ADMINISTRATION/DEPARTMENT OF standard developers on digital/ supermarket, or interest in any retail STATE location used as a supermarket within electronic signature standards. The second half-day session will include a Okaloosa, Santa Rosa or Walton Office of Communications; discussion of the Subcommittee’s next counties in Florida; Hancock, Harrison, Cancellation of an Optional Form Jackson or Lauderdale counties in steps related to Patient’s Medical Record Mississippi; St. Tammany Parish, AGENCY: General Services Information standards and the annual Louisiana; or Mobile County, Alabama Administration. NCVHS report to Congress on HIPAA on or after January 1, 2000, to operate ACTION: Notice. Administrative Simplification a supermarket at that site if such implementation progress. SUMMARY: supermarket was formerly owned or The Department of State is Notice: In the interest of security, the cancelling the following Optional Form operated by the Proposed Respondent. Department has instituted stringent because of low usage: In addition, the Proposed Respondent procedures for entrance to the Hubert H. may not remove fixtures or equipment OF 298, Interagency Foreign Service National Employee Position Humphrey building by non-government from a store or property owned or leased employees. Thus, persons without a in these counties that is no longer in Description. government identification card will operation as a supermarket, except (1) DATES: Effective January 16, 2001. have to have the guard call for an escort prior to a sale, sublease, assignment, or FOR FURTHER INFORMATION CONTACT: Ms. to the meeting. change in occupancy, (2) to relocate Barbara Williams, General Services such fixtures or equipment in the Administration, (202) 501–0581. CONTACT PERSON FOR MORE INFORMATION: ordinary course of business to any other Substantive program information as supermarket owned or operated by Dated: January 3, 2001. well as summaries of meetings and a Proposed Respondent, or (3) otherwise Barbara M. Williams, roster of committee members may be with the prior approval of the Deputy Standard and Optional Forms obtained from J. Michael Fitzmaurice, Commission. Management Officer. Ph.D., Senior Science Advisor for The Proposed Respondent is required [FR Doc. 01–1210 Filed 1–12–01; 8:45 am] Information Technology, Agency for to provide to the Commission a report BILLING CODE 6820±34±M Health Care Research and Quality, 2101 of compliance with the consent order East Jefferson Street, #600, Rockville, beginning one (1) year from the date the MD 20852, phone: (301) 594–3938; or proposed consent order becomes final DEPARTMENT OF HEALTH AND Marjorie S. Greenberg, Executive and annually for each of the following HUMAN SERVICES Secretary, NCVHS, National Center for nine (9) years. Health Statistics, Centers for Disease V. Opportunity for Public Comment National Committee on Vital and Health Control and Prevention, Room 1100, Statistics: Meeting The proposed consent order has been Presidential Building, 6525 Belcrest placed on the public record for 30 days Pursuant to the Federal Advisory Road, Hyattsville, Maryland 20782, for receipt of comments by interested Committee Act, the Department of telephone (301) 458–4245. Information persons. Comments received during this Health and Human Services announces also is available on the NCVHS home period will become part of the public the following advisory committee page of the HHS website: http:// record. After 30 days, the Commission meeting. www.ncvhs.hhs.gov/ where an agenda will again review the proposed consent Name: National Committee on Vital for the meeting will be posted when order and the comments received and and Health Statistics (NCVHS), available.

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