FTC Plans to Meet as Walgreens-Rite Aid Deadline Looms

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By Alexei Alexis

The Federal Trade Commission’s two sitting members plan to hold a closed-door meeting on June 29 as the agency intensifies its focus on Walgreens Boots Alliance’s bid for Rite Aid Corp., the commission announced Monday.

The commission has until July 7 to either clear or challenge the companies’ deal, which was announced in October 2015. It is valued around $7 billion, according to Bloomberg data, down from around $9.4 billion when the deal was announced.

The content of the meeting isn’t officially known. FTC spokeswoman Betsy Lordan said the agency doesn’t comment on the content of closed-door meetings.

The FTC is required by law to announce meetings between a quorum of commissioners, which in this case is just Acting FTC Chairman Maureen Ohlhausen, a Republican, and Terrell McSweeny, a Democrat.

Because there are only two FTC members, a publicly announced meeting is the only way the two can discuss items on their agenda. The Sunshine Act prevents a quorum of commissioners from meeting informally to discuss pending issues. The only other way matters before the commission can be resolved is by signing off on actions through written circulation.

Ohlhausen and McSweeny have met privately three other times since President Donald Trump took office, and former FTC Chairman Edith Ramirez, a Democrat, left the agency — on June 14, May 16, and March 3, according to the commission’s calendar.

Walgreens-Rite Aid Speculation

Although the subject matter of the meeting is private, there is speculation that the commissioners must decide how to resolve their review of Walgreens and Rite Aid. The transaction would combine the No. 2 and No. 3 pharmacy chains in the U.S. The companies have been struggling for over a year to resolve competition concerns at the FTC.

The July 7 deadline for a decision was triggered on May 8, when the companies “certified compliance” with FTC investigatory demands. When companies file such a document with the commission, it sets up a 30-day clock in which means the commissioners must take action or the deal goes through. In this case, the parties agreed to a 60-day deadline.

Any action, allowing the merger or challenging it, must be agreed by the two commissioners. A deadlock would allow the deal to go through with no conditions.

To contact the reporter on this story: Alexei Alexis in Washington at aalexis@bna.com

To contact the editor responsible for this story: Fawn Johnson at fjohnson@bna.com

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