Washington, DC - Chemical companies Quaker Chemical Corp and Houghton International Inc. have agreed to divest certain products and related assets to a subsidiary of French multinational corporation Total S.A., to settle Federal Trade Commission charges that Quaker’s proposed $1.4 billion acquisition of Houghton would violate federal antitrust law.

The FTC’s complaint alleges that the proposed acquisition would harm competition in the North American market for aluminum hot rolling oil, or AHRO, and associated technical support services, and in the North American market for steel cold rolling oil, or SCRO, and associated technical support services. According to the complaint, the SCRO market includes steel cold rolling oil, tin plate rolling oil, or TPRO, and pickle oil. AHRO, SCRO, TPRO, and pickle oil are critical inputs in the production of sheet metal.

The complaint alleges the proposed transaction may substantially lessen competition in the markets for SCRO, AHRO, and their associated technical support services. Quaker and Houghton are the only two commercial suppliers of AHRO in North America and the two largest commercial suppliers of SCRO in North America, according to the complaint.

Under the proposed settlement agreement, Quaker must divest Houghton’s North American AHRO and SCRO product lines and related assets to Total. The proposed settlement agreement also requires Quaker to divest to Total certain product lines used in conjunction with AHRO and SCRO, including steel cleaners and AHRO compatible hydraulic fluids.

Further details about the consent agreement, which allows the Commission to appoint a monitor, are set forth in the analysis to aid public comment for this matter.

The Commission vote to issue the complaint and accept the proposed consent order for public comment was 5-0. The FTC will publish the consent agreement package in the Federal Register shortly. Instructions for filing comments appear in the published notice. Comments must be received 30 days after publication in the Federal Register. Once processed, comments will be posted on Regulations.gov.

The Commission issues an administrative complaint when it has “reason to believe” that the law has been or is being violated, and it appears to the Commission that a proceeding is in the public interest. When the Commission issues a consent order on a final basis, it carries the force of law with respect to future actions. Each violation of such an order may result in a civil penalty of up to $42,530.