## Facts

- F. Hoffmann-La Roche Ltd. (Roche), a Swiss vitamin manufacturer, participated with other vitamin producers in a worldwide agreement to fix vitamin prices and control sales volumes.
- Conspirators assigned each participating company a percentage share of the relevant global vitamin market and coordinated pricing and output to maintain those allocations.
- In the United States, Roche and another co-conspirator met to divide customers between themselves.
- For vitamin-related bids, Roche and the co-conspirator reviewed bid requests together and coordinated the amount each company would bid, resulting in non-competitive, collusive bids.
- Roche often initiated changes to the conspiracy’s scope and operation.
- To conceal the conduct, Roche and its co-conspirator destroyed documents after meetings.
- Roche sold more than $3.2 billion in vitamins under the conspiracy.
- The United States charged Roche in a one-count criminal information with conspiring to restrain trade in violation of Sherman Act § 1, 15 U.S.C. § 1.
- Dr. Kuno Sommer, a Roche executive responsible for Roche’s participation, lied to DOJ investigators during an interview about the conspiracy.
- Roche later admitted the collusion and began cooperating with the DOJ.
- Before this vitamins prosecution, Roche had reached a plea agreement with the DOJ concerning a separate alleged Sherman Act violation involving citric acid.

## Issues

1. Whether Roche’s agreements with competitors to fix worldwide vitamin prices, allocate sales volumes/market shares, and coordinate bids and U.S. customer allocations constituted a criminal restraint of trade under Sherman Act § 1.
2. Whether the district court should accept Roche’s negotiated guilty plea and impose the agreed criminal sentence, including a $500 million corporate fine.

## Decision

- Roche pleaded guilty to one count of violating Sherman Act § 1.
- The court accepted the guilty plea.
- The court imposed the negotiated sentence, including a $500 million criminal fine.

## Legal Principles

- Horizontal agreements among competitors to fix prices, allocate customers or market shares, or coordinate bids are treated as unlawful restraints of trade under Sherman Act § 1 in criminal antitrust cases.
- U.S. criminal antitrust enforcement reaches cartel conduct by foreign firms when the conduct involves U.S. commerce, including sales and bidding affecting U.S. customers.
- Corporate antitrust prosecutions commonly resolve through negotiated guilty pleas that include substantial fines and cooperation obligations.
- In setting corporate antitrust penalties, courts and prosecutors commonly consider the scale of affected commerce, the firm’s role in the conspiracy, prior antitrust history, obstruction-type conduct (such as lies to investigators or destruction of documents), and the extent of cooperation.

## Conclusion

In *United States v. F. Hoffmann-La Roche Ltd.*, the Northern District of Texas accepted Roche’s guilty plea to a Sherman Act § 1 charge arising from a global vitamins cartel that fixed prices, controlled sales volumes, and coordinated U.S. customer allocations and bids; the case ended with the negotiated disposition, including a then-record $500 million criminal fine and Roche’s cooperation with the DOJ.


United States v. F. Hoffmann-La Roche Ltd., No. 3:99-CR-184-R (May 20, 1999)