81_FR_11836 81 FR 11792 - Hikma Pharmaceuticals PLC; Analysis To Aid Public Comment

81 FR 11792 - Hikma Pharmaceuticals PLC; Analysis To Aid Public Comment

FEDERAL TRADE COMMISSION

Federal Register Volume 81, Issue 44 (March 7, 2016)

Page Range11792-11794
FR Document2016-04884

The consent agreement in this matter settles alleged violations of federal law prohibiting unfair methods of competition. The attached Analysis to Aid Public Comment describes both the allegations in the draft complaint and the terms of the consent orders--embodied in the consent agreement--that would settle these allegations.

Federal Register, Volume 81 Issue 44 (Monday, March 7, 2016)
[Federal Register Volume 81, Number 44 (Monday, March 7, 2016)]
[Notices]
[Pages 11792-11794]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-04884]


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FEDERAL TRADE COMMISSION

[File No. 151 0198]


Hikma Pharmaceuticals PLC; Analysis To Aid Public Comment

AGENCY: Federal Trade Commission.

ACTION: Proposed Consent Agreement.

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SUMMARY: The consent agreement in this matter settles alleged 
violations of federal law prohibiting unfair methods of competition. 
The attached Analysis to Aid Public Comment describes both the 
allegations in the draft complaint and the terms of the consent 
orders--embodied in the consent agreement--that would settle these 
allegations.

DATES: Comments must be received on or before March 29, 2016.

ADDRESSES: Interested parties may file a comment at https://ftcpublic.commentworks.com/ftc/hikmaroxaneconsent online or on paper, 
by following the instructions in the Request for Comment part of the 
SUPPLEMENTARY INFORMATION section below. Write ``In the Matter of Hikma 
Pharmaceuticals PLC,--Consent Agreement; File No. 151-0198'' on your 
comment and file your comment online at https://ftcpublic.commentworks.com/ftc/hikmaroxaneconsent by following the 
instructions on the Web-based form. If you prefer to file your comment 
on paper, write ``In the Matter of Hikma Pharmaceuticals PLC,--Consent 
Agreement; File No. 151-0198'' 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.

FOR FURTHER INFORMATION CONTACT: Jacqueline Mendel (202-326-2603), 
Bureau of Competition, 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 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 Home Page (for February 26, 2016), on the World Wide Web, 
at http://www.ftc.gov/os/actions.shtm.
    You can file a comment online or on paper. For the Commission to 
consider your comment, we must receive it on or before March 29, 2016. 
Write ``In the Matter of Hikma Pharmaceuticals PLC,--Consent Agreement; 
File No. 151-0198'' 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 public Commission Web 
site, at http://www.ftc.gov/os/publiccomments.shtm. As a matter of 
discretion, the Commission tries to remove individuals' home contact 
information from comments before placing them on the Commission Web 
site.
    Because your comment will be made public, you are solely 
responsible for making sure that your comment does not include any 
sensitive personal information, like anyone'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 that your comment does not include any 
sensitive health information, like medical records or other 
individually identifiable health information. In addition, do not 
include any ``[t]rade secret or any commercial or financial information 
which . . . is privileged or confidential,'' as discussed in 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). In particular, do not include competitively sensitive 
information such as costs, sales statistics, inventories, formulas, 
patterns, devices, manufacturing processes, or customer names.
    If you want the Commission to give your comment confidential 
treatment, you must file it in paper form, with a request for 
confidential treatment, and you have to follow the procedure explained 
in FTC Rule 4.9(c), 16 CFR 4.9(c).\1\ Your comment will be kept 
confidential only if the FTC General Counsel, in his or her sole 
discretion, grants your request in accordance with the law and the 
public interest.
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    \1\ 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), 16 CFR 4.9(c).
---------------------------------------------------------------------------

    Postal mail addressed to the Commission is subject to delay due to 
heightened security screening. As a result, we encourage you to submit 
your comments online. To make sure that the Commission considers your 
online comment, you must file it at https://ftcpublic.commentworks.com/ftc/hikmaroxaneconsent by following the instructions on the Web-based 
form. If this Notice appears at http://www.regulations.gov/#!home, you 
also may file a comment through that Web site.
    If you file your comment on paper, write ``In the Matter of Hikma 
Pharmaceuticals PLC,--Consent Agreement; File No. 151-0198'' 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.
    Visit the Commission Web site at http://www.ftc.gov to read this 
Notice and the news release describing it. 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 March 29, 2016. You can find

[[Page 11793]]

more information, including routine uses permitted by the Privacy Act, 
in the Commission's privacy policy, at http://www.ftc.gov/ftc/privacy.htm.

Analysis of Agreement Containing Consent Orders To Aid Public Comment

    The Federal Trade Commission ``Commission'') has accepted, subject 
to final approval, an Agreement Containing Consent Orders (``Consent 
Agreement'') from Hikma Pharmaceuticals PLC (``Hikma'') that is 
designed to remedy the anticompetitive effects resulting from Hikma's 
acquisition of Roxane Laboratories, Inc. and Boehringer Ingelheim 
Roxane, Inc. (jointly, ``Roxane'') from Boehringer Ingelheim 
Corporation (``BI''). Under the terms of the proposed Consent 
Agreement, Hikma must divest all of its rights and assets related to 5 
mg, 10 mg, and 20 mg generic prednisone tablets and to generic lithium 
carbonate capsules to Renaissance Acquisition Holdings LLC 
(``Renaissance''), and to divest all marketing rights and ownership 
interests in generic flecainide tablets to Unimark Remedies Ltd 
(``Unimark'').
    The Commission has placed the proposed Consent Agreement on the 
public record for thirty days for receipt of comments from interested 
persons. Comments received during this period will become part of the 
public record. After thirty days, the Commission will again evaluate 
the proposed Consent Agreement, along with the comments received, to 
make a final decision as to whether it should withdraw from the 
proposed consent Agreement or make final the Decision and Order 
(``Order'').
    Pursuant to a Stock Purchase Agreement dated July 28, 2015, Hikma 
proposed to acquire 100% of the issued and outstanding shares of Roxane 
for approximately $2.65 billion. On February 10, 2016, the purchase 
price was reduced to approximately $2 billion (the ``Proposed 
Acquisition''). The Commission alleges in its Complaint 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 Federal 
Trade Commission Act, as amended, 15 U.S.C. 45, by lessening current 
competition in the markets for 5 mg, 10 mg, and 20 mg generic 
prednisone tablets and in the generic lithium carbonate capsules 
market, and future competition in the market for generic flecainide 
tablets in the United States. The proposed Consent Agreement will 
remedy the alleged violations by preserving the competition that the 
Proposed Acquisition would otherwise eliminate.

I. The Products and Structure of the Markets

    The Proposed Acquisition would reduce the number of current 
suppliers in the markets for 5 mg, 10 mg, and 20 mg generic prednisone 
tablets and for generic lithium carbonate capsules, and reduce the 
number of future suppliers in the market for generic flecainide 
tablets.
    Prednisone is a corticosteroid that prevents the release of 
substances in the body that cause inflammation. It is used to treat 
arthritis, allergies, and other conditions. Prednisone is also 
prescribed as an immunosuppressant medication. Generic prednisone is 
available in six tablet strengths: 1 mg, 2.5 mg, 5 mg, 10 mg, 20 mg, 
and 50 mg. Hikma and Roxane both market three of the six tablet 
strengths: 5 mg, 10 mg, and 20 mg. In addition to Hikma and Roxane, 
Endo International plc, Allergan, Inc., and Jubilant Cadista 
Pharmaceuticals, Inc. also offer 5 mg, 10 mg, and 20 mg generic 
prednisone tablets in the United States.
    Lithium carbonate capsules are prescribed for the treatment of 
manic episodes of bipolar disorder and for the maintenance treatment of 
bipolar disorder. Lithium therapy reduces the frequency of manic 
episodes and diminishes the intensity of episodes when they occur. In 
addition to Hikma and Roxane, two other firms currently supply generic 
lithium carbonate capsules in the United States: Glenmark 
Pharmaceuticals Ltd. and Camber Pharmaceuticals Inc.
    Flecainide acetate is an antiarrhythmic drug used to prevent and 
treat abnormally fast heart rhythms. Four firms currently market 
generic flecainide tablets: Roxane, Amneal Pharmaceuticals, ANI 
Pharmaceuticals, Inc., and Citron Pharma. Hikma owns the U.S. marketing 
rights to a generic flecainide in development at Unimark Remedies Ltd. 
Hikma is one of few suppliers that can enter the United States market 
in the near future.

II. Entry

    Entry into the relevant markets would not be timely, likely, or 
sufficient in magnitude, character, and scope to deter or counteract 
the anticompetitive effects of the Proposed Acquisition. The 
combination of drug development times and regulatory requirements, 
including approval by the United States Food and Drug Administration 
(``FDA''), is costly and lengthy.

III. Effects

    The Proposed Acquisition likely would cause significant 
anticompetitive harm to consumers by eliminating current competition 
between Hikma and Roxane in the markets for 5 mg, 10 mg, and 20 mg 
generic prednisone tablets and in the generic lithium carbonate capsule 
market. Market participants characterize both generic prednisone 
tablets and generic lithium carbonate capsules as commodity products, 
and prices are typically inversely correlated with the number of 
competitors in each market. As the number of suppliers offering a 
therapeutically equivalent drug increases, the price for that drug 
generally decreases due to the direct competition between the existing 
suppliers and each additional supplier. The Proposed Acquisition would 
combine two of five companies offering the 5 mg, 10 mg, and 20 mg 
strengths of generic prednisone tablets, and two of four firms offering 
generic lithium carbonate capsules, likely leading consumers to pay 
higher prices.
    In addition, the Proposed Acquisition likely would harm consumers 
by eliminating future generic competition that would otherwise have 
occurred in the generic flecainide market if Hikma and Roxane remained 
independent. The Proposed Acquisition would likely harm competition by 
eliminating an additional independent entrant in the market for generic 
flecainide. Customers view the price of this pharmaceutical product as 
less competitive than it would be in a market with more participants, 
including Hikma. Thus, absent a remedy, the Proposed Acquisition would 
likely cause U.S. consumers to pay significantly higher prices for 
generic flecainide tablets.

IV. The Consent Agreement

    The proposed Consent Agreement effectively remedies the competitive 
concerns raised by the acquisition by requiring Hikma to divest all its 
rights and assets relating to 5 mg, 10 mg, and 20 mg generic prednisone 
and those relating to generic lithium carbonate capsules to 
Renaissance. Established in 2010 and based in Newtown, Pennsylvania, 
Renaissance is a privately held pharmaceutical company that 
manufactures and markets both generic and branded prescription drugs in 
the United States. In addition, the proposed Consent Agreement requires 
Hikma to return its rights to market generic flecainide tablets in the 
United States to Unimark, along with its equity interest in Unimark.
    The Commission's goal in evaluating possible purchasers of divested 
assets is to maintain the competitive environment that existed prior to 
the proposed acquisition. If the Commission determines that Renaissance 
is not an acceptable acquirer, or that the manner

[[Page 11794]]

of the divestitures is not acceptable, the proposed Order requires 
Hikma to unwind the sale of rights to Renaissance and then divest the 
products to a Commission-approved acquirer within six months of the 
date the Order becomes final. The proposed Order further allows the 
Commission to appoint a trustee should the parties fail to divest the 
products as required.
    The proposed Consent Agreement and Order contain several provisions 
to help ensure that the divestitures are successful. The proposed Order 
requires that Hikma supply Renaissance with 5 mg, 10 mg, and 20 mg 
generic prednisone tablets and with generic lithium carbonate capsules 
for eighteen months while Hikma transfers the manufacturing technology 
to Renaissance's facility. The proposed Order also requires Hikma to 
provide a back-up supply of active pharmaceutical ingredient for 
generic prednisone tablets should the need for it arise. To ensure the 
success of these divestitures, the proposed Order requires Hikma to 
provide transitional services to assist Renaissance in establishing its 
manufacturing capabilities and securing all of the necessary FDA 
approvals. The transitional services include technical assistance to 
manufacture the product in substantially the same manner and quality 
employed or achieved by Hikma, and advice and training from 
knowledgeable employees of the parties. In addition, to ensure that 
Hikma complies with the terms of the Consent Agreement, the Commission 
has appointed Owen Richards of Quantic Regulatory Services, LLC as the 
Interim Monitor.
    To remedy competitive concerns raised by the acquisition in the 
market for generic flecainide tablets, the proposed Order requires 
Hikma to divest its approximately 23% ownership interest in Unimark and 
to return to Unimark all rights it has to commercialize generic 
flecainide tablets in the United States. Unimark has selected another 
firm, Bion Pharma, of Princeton, New Jersey, to market generic 
flecainide tablets in the United States upon the product's approval by 
the FDA.
    The purpose of this analysis is to facilitate public comment on the 
proposed Consent Agreement, and it is not intended to constitute an 
official interpretation of the proposed Order or to modify its terms in 
any way.

    By direction of the Commission.
Donald S. Clark,
Secretary.
[FR Doc. 2016-04884 Filed 3-4-16; 8:45 am]
BILLING CODE 6750-01-P



                                                    11792                          Federal Register / Vol. 81, No. 44 / Monday, March 7, 2016 / Notices

                                                    Federal Register document of January                    NW., Suite CC–5610 (Annex D),                         privileged or confidential,’’ as discussed
                                                    15, 2016 (81 FR 2212) (FRL–9940–82).                    Washington, DC 20580, or deliver your                 in Section 6(f) of the FTC Act, 15 U.S.C.
                                                    In that document, EPA opened a                          comment to the following address:                     46(f), and FTC Rule 4.10(a)(2), 16 CFR
                                                    comment period for a draft pollinator-                  Federal Trade Commission, Office of the               4.10(a)(2). In particular, do not include
                                                    only ecological risk assessment for the                 Secretary, Constitution Center, 400 7th               competitively sensitive information
                                                    registration review of imidacloprid. EPA                Street SW., 5th Floor, Suite 5610                     such as costs, sales statistics,
                                                    is hereby extending the comment                         (Annex D), Washington, DC 20024.                      inventories, formulas, patterns, devices,
                                                    period, which was set to end on March                   FOR FURTHER INFORMATION CONTACT:                      manufacturing processes, or customer
                                                    15, 2016, to April 14, 2016.                            Jacqueline Mendel (202–326–2603),                     names.
                                                       To submit comments, or access the                    Bureau of Competition, 600                               If you want the Commission to give
                                                    docket, please follow the detailed                      Pennsylvania Avenue NW., Washington,                  your comment confidential treatment,
                                                    instructions provided under ADDRESSES                   DC 20580.                                             you must file it in paper form, with a
                                                    in the Federal Register document of                                                                           request for confidential treatment, and
                                                                                                            SUPPLEMENTARY INFORMATION: Pursuant
                                                    January 15, 2016. If you have questions,                                                                      you have to follow the procedure
                                                                                                            to Section 6(f) of the Federal Trade
                                                    consult the person listed under FOR                                                                           explained in FTC Rule 4.9(c), 16 CFR
                                                                                                            Commission Act, 15 U.S.C. 46(f), and
                                                    FURTHER INFORMATION CONTACT.                                                                                  4.9(c).1 Your comment will be kept
                                                                                                            FTC Rule 2.34, 16 CFR 2.34, notice is
                                                                                                                                                                  confidential only if the FTC General
                                                       Authority: 7 U.S.C. 136 et seq.                      hereby given that the above-captioned
                                                                                                                                                                  Counsel, in his or her sole discretion,
                                                      Dated: February 29, 2016.                             consent agreement containing a consent
                                                                                                                                                                  grants your request in accordance with
                                                    Yu-Ting Guilaran,
                                                                                                            order to cease and desist, having been                the law and the public interest.
                                                                                                            filed with and accepted, subject to final                Postal mail addressed to the
                                                    Director, Pesticide Re-Evaluation, Office of
                                                    Pesticide Programs.
                                                                                                            approval, by the Commission, has been                 Commission is subject to delay due to
                                                                                                            placed on the public record for a period              heightened security screening. As a
                                                    [FR Doc. 2016–05033 Filed 3–4–16; 8:45 am]
                                                                                                            of thirty (30) days. The following                    result, we encourage you to submit your
                                                    BILLING CODE 6560–50–P
                                                                                                            Analysis to Aid Public Comment                        comments online. To make sure that the
                                                                                                            describes the terms of the consent                    Commission considers your online
                                                                                                            agreement, and the allegations in the                 comment, you must file it at https://
                                                    FEDERAL TRADE COMMISSION                                complaint. An electronic copy of the                  ftcpublic.commentworks.com/ftc/
                                                    [File No. 151 0198]                                     full text of the consent agreement                    hikmaroxaneconsent by following the
                                                                                                            package can be obtained from the FTC                  instructions on the Web-based form. If
                                                    Hikma Pharmaceuticals PLC; Analysis                     Home Page (for February 26, 2016), on                 this Notice appears at http://
                                                    To Aid Public Comment                                   the World Wide Web, at http://                        www.regulations.gov/#!home, you also
                                                                                                            www.ftc.gov/os/actions.shtm.                          may file a comment through that Web
                                                    AGENCY:    Federal Trade Commission.                       You can file a comment online or on                site.
                                                    ACTION:   Proposed Consent Agreement.                   paper. For the Commission to consider                    If you file your comment on paper,
                                                                                                            your comment, we must receive it on or                write ‘‘In the Matter of Hikma
                                                    SUMMARY:    The consent agreement in this               before March 29, 2016. Write ‘‘In the
                                                    matter settles alleged violations of                                                                          Pharmaceuticals PLC,—Consent
                                                                                                            Matter of Hikma Pharmaceuticals                       Agreement; File No. 151–0198’’ on your
                                                    federal law prohibiting unfair methods                  PLC,—Consent Agreement; File No.
                                                    of competition. The attached Analysis to                                                                      comment and on the envelope, and mail
                                                                                                            151–0198’’ on your comment. Your                      your comment to the following address:
                                                    Aid Public Comment describes both the                   comment—including your name and
                                                    allegations in the draft complaint and                                                                        Federal Trade Commission, Office of the
                                                                                                            your state—will be placed on the public               Secretary, 600 Pennsylvania Avenue
                                                    the terms of the consent orders—                        record of this proceeding, including, to
                                                    embodied in the consent agreement—                                                                            NW., Suite CC–5610 (Annex D),
                                                                                                            the extent practicable, on the public                 Washington, DC 20580, or deliver your
                                                    that would settle these allegations.                    Commission Web site, at http://                       comment to the following address:
                                                    DATES: Comments must be received on                     www.ftc.gov/os/publiccomments.shtm.                   Federal Trade Commission, Office of the
                                                    or before March 29, 2016.                               As a matter of discretion, the                        Secretary, Constitution Center, 400 7th
                                                    ADDRESSES: Interested parties may file a                Commission tries to remove individuals’               Street SW., 5th Floor, Suite 5610
                                                    comment at https://                                     home contact information from                         (Annex D), Washington, DC 20024. If
                                                    ftcpublic.commentworks.com/ftc/                         comments before placing them on the                   possible, submit your paper comment to
                                                    hikmaroxaneconsent online or on                         Commission Web site.                                  the Commission by courier or overnight
                                                    paper, by following the instructions in                    Because your comment will be made                  service.
                                                    the Request for Comment part of the                     public, you are solely responsible for                   Visit the Commission Web site at
                                                    SUPPLEMENTARY INFORMATION section                       making sure that your comment does                    http://www.ftc.gov to read this Notice
                                                    below. Write ‘‘In the Matter of Hikma                   not include any sensitive personal                    and the news release describing it. The
                                                    Pharmaceuticals PLC,—Consent                            information, like anyone’s Social                     FTC Act and other laws that the
                                                    Agreement; File No. 151–0198’’ on your                  Security number, date of birth, driver’s              Commission administers permit the
                                                    comment and file your comment online                    license number or other state                         collection of public comments to
                                                    at https://ftcpublic.commentworks.com/                  identification number or foreign country              consider and use in this proceeding as
                                                    ftc/hikmaroxaneconsent by following                     equivalent, passport number, financial                appropriate. The Commission will
                                                    the instructions on the Web-based form.                 account number, or credit or debit card               consider all timely and responsive
asabaliauskas on DSK3SPTVN1PROD with NOTICES




                                                    If you prefer to file your comment on                   number. You are also solely responsible               public comments that it receives on or
                                                    paper, write ‘‘In the Matter of Hikma                   for making sure that your comment does                before March 29, 2016. You can find
                                                    Pharmaceuticals PLC,—Consent                            not include any sensitive health
                                                    Agreement; File No. 151–0198’’ on your                  information, like medical records or                     1 In particular, the written request for confidential

                                                    comment and on the envelope, and mail                   other individually identifiable health                treatment that accompanies the comment must
                                                                                                                                                                  include the factual and legal basis for the request,
                                                    your comment to the following address:                  information. In addition, do not include              and must identify the specific portions of the
                                                    Federal Trade Commission, Office of the                 any ‘‘[t]rade secret or any commercial or             comment to be withheld from the public record. See
                                                    Secretary, 600 Pennsylvania Avenue                      financial information which . . . is                  FTC Rule 4.9(c), 16 CFR 4.9(c).



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                                                                                   Federal Register / Vol. 81, No. 44 / Monday, March 7, 2016 / Notices                                             11793

                                                    more information, including routine                     I. The Products and Structure of the                  current competition between Hikma and
                                                    uses permitted by the Privacy Act, in                   Markets                                               Roxane in the markets for 5 mg, 10 mg,
                                                    the Commission’s privacy policy, at                        The Proposed Acquisition would                     and 20 mg generic prednisone tablets
                                                    http://www.ftc.gov/ftc/privacy.htm.                     reduce the number of current suppliers                and in the generic lithium carbonate
                                                                                                            in the markets for 5 mg, 10 mg, and 20                capsule market. Market participants
                                                    Analysis of Agreement Containing
                                                                                                                                                                  characterize both generic prednisone
                                                    Consent Orders To Aid Public Comment                    mg generic prednisone tablets and for
                                                                                                                                                                  tablets and generic lithium carbonate
                                                       The Federal Trade Commission                         generic lithium carbonate capsules, and
                                                                                                                                                                  capsules as commodity products, and
                                                    ‘‘Commission’’) has accepted, subject to                reduce the number of future suppliers in
                                                                                                                                                                  prices are typically inversely correlated
                                                    final approval, an Agreement                            the market for generic flecainide tablets.
                                                                                                                                                                  with the number of competitors in each
                                                    Containing Consent Orders (‘‘Consent                       Prednisone is a corticosteroid that
                                                                                                                                                                  market. As the number of suppliers
                                                    Agreement’’) from Hikma                                 prevents the release of substances in the
                                                                                                                                                                  offering a therapeutically equivalent
                                                    Pharmaceuticals PLC (‘‘Hikma’’) that is                 body that cause inflammation. It is used
                                                                                                                                                                  drug increases, the price for that drug
                                                    designed to remedy the anticompetitive                  to treat arthritis, allergies, and other
                                                                                                                                                                  generally decreases due to the direct
                                                    effects resulting from Hikma’s                          conditions. Prednisone is also
                                                                                                                                                                  competition between the existing
                                                    acquisition of Roxane Laboratories, Inc.                prescribed as an immunosuppressant                    suppliers and each additional supplier.
                                                    and Boehringer Ingelheim Roxane, Inc.                   medication. Generic prednisone is                     The Proposed Acquisition would
                                                    (jointly, ‘‘Roxane’’) from Boehringer                   available in six tablet strengths: 1 mg,              combine two of five companies offering
                                                    Ingelheim Corporation (‘‘BI’’). Under the               2.5 mg, 5 mg, 10 mg, 20 mg, and 50 mg.                the 5 mg, 10 mg, and 20 mg strengths
                                                    terms of the proposed Consent                           Hikma and Roxane both market three of                 of generic prednisone tablets, and two of
                                                    Agreement, Hikma must divest all of its                 the six tablet strengths: 5 mg, 10 mg,                four firms offering generic lithium
                                                    rights and assets related to 5 mg, 10 mg,               and 20 mg. In addition to Hikma and                   carbonate capsules, likely leading
                                                    and 20 mg generic prednisone tablets                    Roxane, Endo International plc,                       consumers to pay higher prices.
                                                    and to generic lithium carbonate                        Allergan, Inc., and Jubilant Cadista                     In addition, the Proposed Acquisition
                                                    capsules to Renaissance Acquisition                     Pharmaceuticals, Inc. also offer 5 mg, 10             likely would harm consumers by
                                                    Holdings LLC (‘‘Renaissance’’), and to                  mg, and 20 mg generic prednisone                      eliminating future generic competition
                                                    divest all marketing rights and                         tablets in the United States.                         that would otherwise have occurred in
                                                    ownership interests in generic                             Lithium carbonate capsules are                     the generic flecainide market if Hikma
                                                    flecainide tablets to Unimark Remedies                  prescribed for the treatment of manic                 and Roxane remained independent. The
                                                    Ltd (‘‘Unimark’’).                                      episodes of bipolar disorder and for the              Proposed Acquisition would likely
                                                       The Commission has placed the                        maintenance treatment of bipolar                      harm competition by eliminating an
                                                    proposed Consent Agreement on the                       disorder. Lithium therapy reduces the                 additional independent entrant in the
                                                    public record for thirty days for receipt               frequency of manic episodes and                       market for generic flecainide. Customers
                                                    of comments from interested persons.                    diminishes the intensity of episodes                  view the price of this pharmaceutical
                                                    Comments received during this period                    when they occur. In addition to Hikma                 product as less competitive than it
                                                    will become part of the public record.                  and Roxane, two other firms currently                 would be in a market with more
                                                    After thirty days, the Commission will                  supply generic lithium carbonate                      participants, including Hikma. Thus,
                                                    again evaluate the proposed Consent                     capsules in the United States: Glenmark               absent a remedy, the Proposed
                                                    Agreement, along with the comments                      Pharmaceuticals Ltd. and Camber                       Acquisition would likely cause U.S.
                                                    received, to make a final decision as to                Pharmaceuticals Inc.                                  consumers to pay significantly higher
                                                    whether it should withdraw from the                        Flecainide acetate is an                           prices for generic flecainide tablets.
                                                    proposed consent Agreement or make                      antiarrhythmic drug used to prevent and
                                                    final the Decision and Order (‘‘Order’’).               treat abnormally fast heart rhythms.                  IV. The Consent Agreement
                                                       Pursuant to a Stock Purchase                         Four firms currently market generic                      The proposed Consent Agreement
                                                    Agreement dated July 28, 2015, Hikma                    flecainide tablets: Roxane, Amneal                    effectively remedies the competitive
                                                    proposed to acquire 100% of the issued                  Pharmaceuticals, ANI Pharmaceuticals,                 concerns raised by the acquisition by
                                                    and outstanding shares of Roxane for                    Inc., and Citron Pharma. Hikma owns                   requiring Hikma to divest all its rights
                                                    approximately $2.65 billion. On                         the U.S. marketing rights to a generic                and assets relating to 5 mg, 10 mg, and
                                                    February 10, 2016, the purchase price                   flecainide in development at Unimark                  20 mg generic prednisone and those
                                                    was reduced to approximately $2 billion                 Remedies Ltd. Hikma is one of few                     relating to generic lithium carbonate
                                                    (the ‘‘Proposed Acquisition’’). The                     suppliers that can enter the United                   capsules to Renaissance. Established in
                                                    Commission alleges in its Complaint                     States market in the near future.                     2010 and based in Newtown,
                                                    that the Proposed Acquisition, if                                                                             Pennsylvania, Renaissance is a privately
                                                    consummated, would violate Section 7                    II. Entry                                             held pharmaceutical company that
                                                    of the Clayton Act, as amended, 15                        Entry into the relevant markets would               manufactures and markets both generic
                                                    U.S.C. 18, and Section 5 of the Federal                 not be timely, likely, or sufficient in               and branded prescription drugs in the
                                                    Trade Commission Act, as amended, 15                    magnitude, character, and scope to deter              United States. In addition, the proposed
                                                    U.S.C. 45, by lessening current                         or counteract the anticompetitive effects             Consent Agreement requires Hikma to
                                                    competition in the markets for 5 mg, 10                 of the Proposed Acquisition. The                      return its rights to market generic
                                                    mg, and 20 mg generic prednisone                        combination of drug development times                 flecainide tablets in the United States to
                                                    tablets and in the generic lithium                                                                            Unimark, along with its equity interest
asabaliauskas on DSK3SPTVN1PROD with NOTICES




                                                                                                            and regulatory requirements, including
                                                    carbonate capsules market, and future                   approval by the United States Food and                in Unimark.
                                                    competition in the market for generic                   Drug Administration (‘‘FDA’’), is costly                 The Commission’s goal in evaluating
                                                    flecainide tablets in the United States.                and lengthy.                                          possible purchasers of divested assets is
                                                    The proposed Consent Agreement will                                                                           to maintain the competitive
                                                    remedy the alleged violations by                        III. Effects                                          environment that existed prior to the
                                                    preserving the competition that the                       The Proposed Acquisition likely                     proposed acquisition. If the Commission
                                                    Proposed Acquisition would otherwise                    would cause significant anticompetitive               determines that Renaissance is not an
                                                    eliminate.                                              harm to consumers by eliminating                      acceptable acquirer, or that the manner


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                                                    11794                          Federal Register / Vol. 81, No. 44 / Monday, March 7, 2016 / Notices

                                                    of the divestitures is not acceptable, the              DEPARTMENT OF DEFENSE                                 check www.regulations.gov,
                                                    proposed Order requires Hikma to                                                                              approximately two to three days after
                                                    unwind the sale of rights to Renaissance                GENERAL SERVICES                                      submission to verify posting (except
                                                    and then divest the products to a                       ADMINISTRATION                                        allow 30 days for posting of comments
                                                    Commission-approved acquirer within                                                                           submitted by mail).
                                                    six months of the date the Order                        NATIONAL AERONAUTICS AND
                                                                                                            SPACE ADMINISTRATION                                  FOR FURTHER INFORMATION CONTACT:    Mr.
                                                    becomes final. The proposed Order
                                                    further allows the Commission to                                                                              Curtis E. Glover, Sr., Procurement
                                                                                                            [OMB Control No. 9000–0077; Docket 2016–              Analyst, Contract Policy Division, at
                                                    appoint a trustee should the parties fail               0053; Sequence 13]
                                                    to divest the products as required.                                                                           202–501–1448 or email curtis.glover@
                                                       The proposed Consent Agreement and                                                                         gsa.gov.
                                                                                                            Information Collection; Quality
                                                    Order contain several provisions to help                Assurance Requirements                                SUPPLEMENTARY INFORMATION:
                                                    ensure that the divestitures are
                                                    successful. The proposed Order requires                 AGENCY:  Department of Defense (DOD),                 A. Purpose
                                                    that Hikma supply Renaissance with 5                    General Services Administration (GSA),
                                                    mg, 10 mg, and 20 mg generic                            and National Aeronautics and Space                       Supplies and services acquired under
                                                    prednisone tablets and with generic                     Administration (NASA).                                Government contracts must conform to
                                                    lithium carbonate capsules for eighteen                                                                       the contract’s quality and quantity
                                                                                                            ACTION: Notice of request for public
                                                    months while Hikma transfers the                                                                              requirements. FAR Part 46 prescribes
                                                                                                            comments regarding an extension to an
                                                    manufacturing technology to                                                                                   inspection, acceptance, warranty, and
                                                                                                            existing OMB clearance.
                                                    Renaissance’s facility. The proposed                                                                          other measures associated with quality
                                                    Order also requires Hikma to provide a                  SUMMARY:   Under the provisions of the                requirements. Standard clauses related
                                                    back-up supply of active pharmaceutical                 Paperwork Reduction Act, Regulatory                   to inspection require the contractor to
                                                    ingredient for generic prednisone tablets               Secretariat Division will be submitting               provide and maintain an inspection
                                                    should the need for it arise. To ensure                 to the Office of Management and Budget                system that is acceptable to the
                                                    the success of these divestitures, the                  (OMB) a request to review and approve                 Government; gives the Government the
                                                    proposed Order requires Hikma to                        an extension of a previously approved                 right to make inspections and test while
                                                    provide transitional services to assist                 information collection requirement                    work is in process; and requires the
                                                    Renaissance in establishing its                         concerning quality assurance                          contractor to keep complete, and make
                                                    manufacturing capabilities and securing                 requirements.                                         available to the Government, records of
                                                    all of the necessary FDA approvals. The                                                                       its inspection work.
                                                                                                            DATES:  Submit comments on or before
                                                    transitional services include technical                 May 6, 2016.                                          B. Annual Reporting Burden
                                                    assistance to manufacture the product in
                                                                                                            ADDRESSES: Submit comments                              Respondents: 138,292.
                                                    substantially the same manner and
                                                                                                            identified by Information Collection
                                                    quality employed or achieved by Hikma,                                                                          Responses Per Respondent: 1.03226.
                                                                                                            9000–0077, Quality Assurance
                                                    and advice and training from                                                                                    Total Responses: 142,753.
                                                                                                            Requirements, by any of the following
                                                    knowledgeable employees of the parties.
                                                                                                            methods:                                                Hours Per Response: .83511.
                                                    In addition, to ensure that Hikma
                                                                                                               • Regulations.gov: http://
                                                    complies with the terms of the Consent                                                                          Total Burden hours: 119,214.
                                                                                                            www.regulations.gov. Submit comments
                                                    Agreement, the Commission has
                                                                                                            via the Federal eRulemaking portal by                 C. Public Comments
                                                    appointed Owen Richards of Quantic
                                                                                                            searching the OMB control number.
                                                    Regulatory Services, LLC as the Interim                                                                          Public comments are particularly
                                                                                                            Select the link ‘‘Submit a Comment’’
                                                    Monitor.                                                                                                      invited on: Whether this collection of
                                                                                                            that corresponds with ‘‘Information
                                                       To remedy competitive concerns                                                                             information is necessary for the proper
                                                                                                            Collection 9000–0077, Quality
                                                    raised by the acquisition in the market                                                                       performance of functions of the FAR,
                                                                                                            Assurance Requirements’’. Follow the
                                                    for generic flecainide tablets, the                                                                           and whether it will have practical
                                                                                                            instructions provided at the ‘‘Submit a
                                                    proposed Order requires Hikma to                                                                              utility; whether our estimate of the
                                                                                                            Comment’’ screen. Please include your
                                                    divest its approximately 23% ownership                                                                        public burden of this collection of
                                                                                                            name, company name (if any), and
                                                    interest in Unimark and to return to                                                                          information is accurate, and based on
                                                                                                            ‘‘Information Collection 9000–0077,
                                                    Unimark all rights it has to                                                                                  valid assumptions and methodology;
                                                                                                            Quality Assurance Requirements’’ on
                                                    commercialize generic flecainide tablets                                                                      ways to enhance the quality, utility, and
                                                                                                            your attached document.
                                                    in the United States. Unimark has                                                                             clarity of the information to be
                                                                                                               • Mail: General Services
                                                    selected another firm, Bion Pharma, of                                                                        collected; and ways in which we can
                                                                                                            Administration, Regulatory Secretariat
                                                    Princeton, New Jersey, to market generic                                                                      minimize the burden of the collection of
                                                                                                            Division (MVCB), 1800 F Street NW.,
                                                    flecainide tablets in the United States                                                                       information on those who are to
                                                                                                            Washington, DC 20405. ATTN: Ms.
                                                    upon the product’s approval by the                                                                            respond, through the use of appropriate
                                                                                                            Flowers/IC 9000–0077, Quality
                                                    FDA.                                                                                                          technological collection techniques or
                                                       The purpose of this analysis is to                   Assurance Requirements.
                                                                                                               Instructions: Please submit comments               other forms of information technology.
                                                    facilitate public comment on the
                                                    proposed Consent Agreement, and it is                   only and cite Information Collection                     Obtaining Copies of Proposals:
                                                                                                            9000–0077, Quality Assurance                          Requesters may obtain a copy of the
asabaliauskas on DSK3SPTVN1PROD with NOTICES




                                                    not intended to constitute an official
                                                    interpretation of the proposed Order or                 Requirements, in all correspondence                   information collection documents from
                                                    to modify its terms in any way.                         related to this collection. Comments                  the General Services Administration,
                                                                                                            received generally will be posted                     Regulatory Secretariat Division (MVCB),
                                                      By direction of the Commission.                       without change to http://                             1800 F Street NW., Washington, DC
                                                    Donald S. Clark,                                        www.regulations.gov, including any                    20405, telephone 202–501–4755. Please
                                                    Secretary.                                              personal and/or business confidential                 cite OMB Control No. 9000–0077,
                                                    [FR Doc. 2016–04884 Filed 3–4–16; 8:45 am]              information provided. To confirm                      Quality Assurance Requirements, in all
                                                    BILLING CODE 6750–01–P                                  receipt of your comment(s), please                    correspondence.


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Document Created: 2018-02-02 15:07:32
Document Modified: 2018-02-02 15:07:32
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
ActionProposed Consent Agreement.
DatesComments must be received on or before March 29, 2016.
ContactJacqueline Mendel (202-326-2603), Bureau of Competition, 600 Pennsylvania Avenue NW., Washington, DC 20580.
FR Citation81 FR 11792 

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