The FTC voted to close its investigation after the parties abandoned the transaction.
The Federal Trade Commission (FTC) initiated an investigation into Tronox Holdings plc.’s proposed $300 million acquisition of TiZir Titanium and Iron (TTI). U.S.-based Tronox is one of the largest producers of titanium dioxide pigment. TTI, with its smelting facility in Norway, is one of the few producers globally of chloride slag—a key input used to make titanium dioxide pigment. Tronox claimed that the acquisition would help them better fulfill their internal requirements of chloride slag and lower its costs.
The FTC retained Nathan Miller of Georgetown University and Cornerstone Research to assist with its investigation. Professor Miller analyzed the potential for vertical harm in the production of titanium dioxide pigment from the foreclosure of a key input. This case was one of the first vertical merger investigations after the release of the Vertical Merger Guidelines in June 2020.
After the FTC staff had recommended to challenge the transaction, the parties abandoned the transaction. The FTC closed its investigation and concluded that the market for pigment “will not face this vertical threat to competition.”