Since the US-FTC and the EC pointed out to the Parties in their investigation processes that the proposed transaction might bring serious adverse effects on competition in some relevant markets including those of 3 products mentioned above, the Parties proposed to sell Micro/ portable GC business owned by Agilent to INFICON Holding AG (based in Switzerland hereinafter "INFICON") as well as to sell Triple quadrupole GC-MS business and ICP-MS business owned by Varian to Bruker Corporation (based in the United States hereinafter "Bruker").
In light of the situations above, the JFTC defined the following 3 products markets in Japan as relevant markets, respectively.ī Proposal of remedial measures by the Parties Since the users in Japan, in selecting products,put the emphasis on quality of products and level of after-the-sale services, they usually purchase products which are produced by the manufacturers whose headquarter, agents or dealers are located in Japan. There are various types of analytical instruments, and the following 3 products which both parties produce are considered to have serious competitive effects. The parties distribute analytical instruments all over the world, and they also distribute their products in Japan through their Japanese affiliates etc. pursuant to the provisions of the Antimonopoly Act and has investigated in detail.Īgilent,which manufactures and distributes analytical instruments etc., plans to acquire all of the shares of Varian, which also manufactures and distributes analytical instruments etc., thereby to make Varian a wholly owned subsidiary. This is the first case that the JFTC has requested to submit necessary reports etc. Just as other types of business combinations such as merger, pre-notification system for acquisition of shares was introduced by the amendment of the Antimonopoly Act in 2009 (put into force in January 1, 2010). Federal Trade Commission (hereinafter "US-FTC") and the European Commission (hereinafter "EC"), and the JFTC has been conducting the investigation exchanging information with the US-FTC. In addition to the JFTC, this case has also been examined by foreign competition authorities such as the U.S. Accordingly, the JFTC quitted the investigation. As a result of the investigation, the JFTC decided that there would be no violation of the Antimonopoly Act, on condition that the business transfers of certain products had been implemented by the parties. The JFTC requested Agilent to submit necessary reports, information or materials pursuant to the provisions of Paragraph 9, Article 10 of the Antimonopoly Act, in order to investigate further the effect of the transaction on competition in Japanese analytical instruments markets. (based in the United States hereinafter "Varian") by Agilent on January 22, 2010. (based in the United States hereinafter "Agilent") with regard to the acquisition of shares of Varian, Inc. The Japan Fair Trade Commission (hereinafter “JFTC”) accepted a notification from Agilent Technologies,Inc. The Proposed Acquisition of Shares of Varian, Inc． by Agilent Technologies, Inc． (tentative translation)
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