Today, the FTC announced a consent agreement on the Boston Scientific/Guidant deal. According to the complaint, the transaction would have anticompetitive effects in each of the relevant product markets defined as 1) drug eluting stents (DES) with the rapid exchange delivery system; 2) percutaneous transluminal coronary angioplasty (PTCA) balloon catheters; 3) coronary guidewires; and 4) implantable cardioverter defibrillators (ICD).
The complaint alleges that Boston Scientific’s acquisition of Guidant 1) would remove Guidant as the only potential competitor in a DES market that includes only two competitors, Boston Scientific and Johnson & Johnson; 2) would cause competitive harm in the markets for PTCA balloon catheters and coronary guidewires by eliminating competition between Boston Scientific and Guidant and reducing the number of significant competitors in the market, allowing the combined Boston Scientific/Guidant to raise prices unilaterally for both PTCA balloon catheters and coronary guidewires; and 3) may adversely affect competition in the ICD market by allowing Boston Scientific to receive information and exercise control over Cameron Health, Inc. (Cameron), a potential significant competitor.
The consent agreement purports to address these competitive concerns by requiring Boston Scientific and Guidant to:
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Divest all assets – including intellectual property – related to Guidant’s vascular business to a third party, enabling that third party to sell DES products, PTCA's, and coronary guidewires; and
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Reform certain contractual rights between Boston Scientific and Cameron to limit Boston Scientific’s control over certain Cameron actions and the sharing of nonpublic information about Cameron’s ICD product.
