FTC Pauses Challenge to Amgen’s $27.8 Billion Deal for Horizon Therapeutics
Maneuver suspends agency’s litigation over bid for rare-disease drugmaker and charts a path toward settlement
WASHINGTON—The Federal Trade Commission suspended its challenge of Amgen’s AMGN -0.09%decrease; red down pointing triangle $27.8 billion acquisition of Horizon Therapeutics HZNP 0.31%increase; green up pointing triangle, giving the agency time to weigh a settlement that would allow the deal to close with conditions.
The FTC said in a court filing late Friday that it would pause a challenge it filed in its internal court that alleged the deal violates antitrust law. The FTC’s lawyers have argued that Amgen, one of the world’s largest pharmaceutical companies, could abuse its power to entrench the monopolies of Horizon’s top-selling therapies for thyroid eye disease and gout.
The pause, effective until Sept. 18, allows the FTC’s three commissioners to decide whether the agency should settle the case. Amgen has said its purchase of Horizon would improve the availability of Horizon’s drugs for rare diseases and panned the FTC’s theory opposing it as far-fetched.
Amgen said Friday that it has committed to renounce any future sales tactics that FTC officials believe would be illegal. Amgen said it wouldn’t, for instance, bundle Horizon’s Tepezza and Krystexxa treatments with its own products, which the FTC said could give them a preferred position on insurers’ lists of covered medicines.
“We would be pleased if our commitment were honored instead of going through a lengthy court process,” Amgen said. “That said, we are prepared to demonstrate to the courts that there is no legal or factual reason to prohibit this acquisition of Horizon and to finally bring medicines to more patients suffering from rare diseases.”
A FTC spokesman declined to comment.
If the FTC proceeds to settle the case, it would be a rare instance of the agency throwing in the towel on litigation. The FTC under Chair Lina Khan has been more aggressive about probing deals and then suing to block them. Khan, a merger critic, has said she favors blocking deals outright rather than implementing conditions that allow them to pass legal muster.
But the FTC has stumbled in court several times after filing aggressive merger challenges. It recently lost a federal-court case in which it sought to block Microsoft from buying Activision Blizzard. A judge also rejected its challenge of Meta Platforms’ acquisition of a virtual-reality company.
The internal, or administrative, case the FTC filed against Amgen is part of a two-step legal process often used to thwart mergers. The agency needs time to prosecute the internal case, so it also seeks an injunction in federal court to block the parties from closing while the administrative trial plays out.
The FTC and Amgen are scheduled to argue over the injunction in Chicago federal court next month. If the two sides agree to settle, the injunction hearing won’t be necessary.
Amgen has argued to the federal court that the FTC’s ability to wage merger lawsuits in both administrative and federal court is unconstitutional. The FTC shares antitrust authority with the Justice Department, which can only challenge mergers in federal court.