Foremost Dairies, Inc.

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In Tue Marrer or FOREMOST DAIRIES, INC.

MODIFIED ORDER, ETC., IN REGARD TO THE ALLEGED VIOLATION OF THE FEDERAL TRADE COMMISSION ACT AND SEC. 7 OF THE CLAYTON ACT Docket 6495. Complaint, Jan. 17, 1956—Decision Mar. 5, 1965 Order modifying by banning other acquisitions for a period of ten years without the prior approval of the Federal Trade Commission, pursuant to a decision of the Court of Appeals, Fifth Circuit, dated February 24, 1965, FOREMOST DAIRIES, INC. 2838 282 Order 7S. & D, 1148, a divestiture order dated April 30, 1962, GO F.T.C. 944, 1099, which required a major dairy company to sell certain of its acquired companies.

Mopirtep Orver Foremost Dairies, Inc., having filed in the United States Court of Appeals for the Fifth Circuit on July 13, 1962, a petition to review and set aside the order of divestiture issued herein on April 30, 1962; and the Commission and Foremost Dairies, Inc., having subsequently agreed upon a plan of divestiture and upon the provisions of a final order modifying the order entered by the Commission on April 30, 1962; and the Court, on February 24, 1965, having issued its final order affirming and enforcing said order as submitted by the Commission and Foremost Dairies, Inc.; Vow, therefore, it is hereby ordered, That the order of April 30, 1962 [60 F.T.C. $44], be, and it hereby is, modified in accordance with the final order of the Court to read as follows: It ts ordered, That respondent, Foremost: Dairies, Inc., before December 81, 1965, shall divest itself absolutely, in good faith, of all of the assets and properties incident to the operation of the facilities referred to in Schedule 1 hereto, together with all plants, machinery, buildings, improvements, equipment and other property that have been or may be added thereto or placed on such premises by respondent, such divestiture to be effected subject to prior approval of the Commission by sales of assets to third persons, firms or corporations as may be necessary to restore the properties as competitive entities, all as hereinafter provided.

It is further ordered, That such divestiture shall be effected subject to the following:

1. Upon the completion of such transfer of assets to the third person, firm or corporation (herein called the “transferee”), respondent, its officers, directors, agents, representatives or employees shall not exercise any control or supervision over the policies, control, management, operation or acts of transferee, or any successor in interest to transferee : Provided, That respondent may license the use of any of its trademarks in the territory of the transferee during a period of twelve (12) years from the date this order is issued only after it has obtained prior approval by the Commission of each license.

Order 67 EVTC.

2. By these divestitures, none of the stocks, assets, properties, rights or privileges, tangible or intangible, shall be sold or transferred, directly or indirectly, to anyone who is at the time of the divestiture an officer, director, employee or agent of, or under the control or direction of, respondent or any of respondent's divisions, subsidiaries or affiliated corporations, or who owns or controls, directly or indirectly, more than one (1) percent of the outstanding shares of common stock of respondent, nor to anyone who is not approved as a purchaser by the Federal Trade Commission in advance.

Lt ts further ordered, That, as used in this order, the term “anyone” or “person” shall include natural persons who are members of the immediate family by reason of blood relationship, marriage, adoption, or living in the same household. It is further ordered, That for a period of ten (10) years after the date of service of this Order upon respondent, respondent and its successor in interest shall cease and desist from acquiring, directly or indirectly, through subsidiaries or otherwise, the whole or any part of the stock, share capital or assets (other than products sold in the course of business) of any concern, corporate or noncorporate, engaged principally or as one of its major commodity lines at the time of such acquisition in any State of the United States in the business of manufacturing, processing or selling at wholesale or on retail milk routes (a) fluid milk, or (b) ice cream, ice milk, Mellorine, sherbet or water ices, without the prior approval of the Federal Trade Commission.

t ts further ordered, That respondent shall submit to the Commission on the first day of each calendar month a report in writing setting forth its efforts and progress in carrying out the divestiture requirements of this order until all the assets have been divested with the approval of the Commission; and respondent shall submit to the Commission on the first day of each calendar year a report in writing setting forth its compliance with the cease and desist provisions of this order. FOREMOST DAIRIES, INC, Order SCHEDULE I SourHEASTERN Reqion BRISTOL, VA. DISTRICT Processing plants Bristol—Milk Bristol—Ice Cream Kangsport—Milk Spartanburg—Ice Cream Welch—Milk Charlotte—Milk Sales Branches Appalachia Ashland Bluefield Bristol Charlotte Columbia, S.C.

Johnson City Kingsport Richlands Spartanburg Welch Williamson JACKSONVILLE, FLA. DISTRICT Processing plants Daytona—Milk Savannah—Milk St. Petersburg—Milk Jacksonville—Milk Jacksonville—Ice Cream Sales Branches Daytona Gainsville Jacksonville Ovlando Savannah St. Augustine St. Petersburg Tallahassee Tampa Valdosta San Juan MIAMI, FLA, DISTRICT Processing Plants Miami—Milk Miami—Ice Cream Sales Branches Miami Ft. Lauderdale-West Palin Beach MONTGOMERY, ALA, DISTRICT Processing Plants Atlanta—Milk Birmingham—Milk Afontgomery—Milk Sylacauga—Ice Cream Sales Branches Atlanta Birmingham Columbus, Ga.

Fayetteville Montgomery Huntsville Pensacola Sylacauga Tuscumbia COLUMBIA, TENN, DISTRICT Processing Plants Columbia FLORIDA JUICE Processing Plant. .

Miami, Fla.

Nales Branch Miami, Fla.

Order 67 F.T.C.

PHILADELPHIA Dairy PHILADELPHIA, PA. MILK DISTRICT Processing Plants Philadelphia—Milk Ardmore—Milk Sales Branches Allentown Ardmore Darby Blenheim, N.J.

Philadelphia Paoli Somerton DISTRICT I (PHILADELPHIA— ICE CREAM) Processing Plants Philadelphia Ice Cream Sales Branches Allentown Atlantic City Harrisburg Laurel Philadelphia Pottstown DISTRICT II (NORTHEAST, PA— ICE CREAM) Processing Plants Wilkes-Barre—Ice Cream Dushore—Ice Cream SIOUX FALLS, S. DAK. DISTRICT Processing Plants Sioux Falls—Milk Sales Branches Scranton Wilkes-Barre Dushore Portville, N.Y.

Sayre Williamsport DISTRICT III (NORTHERN NEW JER- SEY : NEW YORK— ICE CREAM) Sales Branches Asbury Park Newark Monticello RICHMOND, VA. DISTRICT Processing Plants Richmond—Ailk Richmond—lice Cream Sales Branches Richmond Waynesboro SCRANTON, PA. DISTRICT Processing Plants Scranton—Milk Sales Branches Seranton Wilkes-Barre Dairy Sales Branches Hawarden, Iowa Madison, S$. Dak.

Sioux Falls Worthington, Minn.

Commissioner MacIntyre not participating. UNIVERSAL BUSINESS FORMS CO. ET AL. 287 Complaint