FTC Preserves Niche Laser Market

In a move to preserve competition in the North American market for laser microdissection devices, the Federal Trade Commission (FTC) has announced that it will require the divestiture of MDS Inc.’s assets related to its laser microdissection business as a condition of allowing Danaher Corp. and MDS Analytical Technologies (US) Inc. to proceed with their proposed merger.

The parties have agreed to an FTC order requiring them to sell assets related to MDS’ Arcturus brand of laser microdissection devices to Life Technologies Corp. to resolve FTC charges that Danaher’s acquisition of MDS Analytical Technologies would harm competition in the North American market for laser microdissection devices.

Danaher and MDS are two of only four North American suppliers of these devices, which are used to separate small groups of cells – or even one cell – from larger tissue samples for specialized testing, such as DNA analysis, RNA analysis or protein profiling.

“The commission’s order will protect competition in the specialized and highly concentrated market for laser microdissection devices, leading to lower costs and increased innovation,” said Richard Feinstein, director of the FTC Bureau of Competition.

Washington-based Danaher, also parent company of Kollmorgen Electro-Optical in Northampton, Mass., and of MDS (the parent company of MDS Analytical Technologies), based in Concord, Ontario, Canada, are direct competitors in the North American market for laser microdissection devices. The devices are fully integrated machines that incorporate a laser, a computer, and a monitor with a microscope. Although other techniques may be used to separate cells, none are as precise or reliable as laser microdissection.

The acquisition, as it was originally proposed, would have combined Danaher’s Leica brand of devices with MDS’ Arcturus brand. The FTC contends that the combination would have led to increased prices and decreased innovation for this type of equipment. Moreover, entry by a new firm is unlikely to offset the anticompetitive effects of the proposed acquisition, according to the FTC complaint.

Under the proposed order, Danaher and MDS must sell to Life Technologies all of the products and equipment that Life Technologies needs to operate the laser microdissection business. MDS must make all key Arcturus employees available to Life Technologies as well as any other employees who may be needed to ensure the divestiture is a success. In addition, MDS must provide Life Technologies with all of the intellectual property and patent licenses necessary to compete immediately in the North American laser microdissection market.

The commission vote to issue the complaint and approve the proposed consent order was 4-0. The FTC is accepting comments on the proposed order for 30 days, until March 1, 2010, after which it will decide whether to make the order final.

Comments should be sent to: FTC Office of the Secretary, 600 Pennsylvania Ave., NW, Washington, DC 20580.

Comments also can be submitted at: https://public.commentworks.com/ftc/DanaherMDS