Christine P. Bartholomew, University at Buffalo

Albertsons announced on Dec. 11, 2024, that it had called off an attempted merger with Kroger and would sue Kroger for breach of contract. The US$25 billion deal, first announced in 2022, would have combined Cincinnati-based Kroger, already the largest traditional U.S. supermarket chain, with Boise, Idaho-based Albertsons, which is currently the third-biggest grocer.

The Conversation U.S. asked Christine P. Bartholomew, a professor at the University at Buffalo School of Law who researches consumer protection, to explain how the merger failed and why it matters.

Which supermarkets belong to the two companies?

Kroger has 28 subsidiaries with nearly 2,800 supermarkets, including Harris Teeter, Dillon’s, Smith’s, King Soopers, Fry’s, City Market, Owen’s, JayC, Pay Less, Baker’s Gerbes, Pick‘n Save, Metro Market, Mariano’s Fresh Market, QFC, Ralphs and Fred Meyer.

Albertsons owns and operates more than 2,200 supermarkets through its many brands. They include Safeway, Vons, Jewel-Osco, Shaw’s, Acme, Tom Thumb, Randalls, United Supermarkets, Pavilions, Star Market, Haggen, Carrs, Kings Food Market and Balducci’s.

Kroger and Albertsons also operate supermarkets branded with their own names.

Had the merger gone forward, it would have been the largest of its kind in U.S. history, affecting millions of grocery shoppers.

To ward off regulators’ concerns, prior to canceling the transaction, the chains announced in 2023 a plan to sell hundreds of their supermarkets across the United States to C&S Wholesale Grocers. They updated this plan in 2024, pledging to not close any stores.

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Why did Kroger want to acquire Albertsons?

The companies argued that they needed to join forces to compete against even bigger online and big box retailers. In recent years, Walmart and Costco have gained market share, while other chains have held steady or lost ground.

The companies also feared stiff competition from dollar stores, one of the fastest-growing segments of U.S. retail.

The federal government opposed the merger, with the U.S. Federal Trade Commission suing to block it. Had the deal gone through, the new company would have cemented its position, ensuring it has the largest market share for grocery purchases after Walmart.

What happened in court?

In February 2024, the FTC, along with state attorneys general representing consumers in eight states – Arizona, California, Illinois, Maryland, Nevada, New Mexico, Oregon and Wyoming – filed a federal lawsuit in Oregon to block the merger. So did the District of Columbia’s attorney general.

This wasn’t the only legal challenge the merger faced. The Washington and Colorado attorneys general both filed suit in their own states to block the merger.

After hearings in both cases and months of uncertainty, the judges in both Oregon and Washington issued their rulings.

U.S. District Court Judge Adrienne Nelson, in Portland, Oregon, on Dec. 10, which blocked the merger pending the outcome of the administrative proceedings before the FTC.

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A few hours later, Judge Marshall Ferguson in Seattle issued a permanent injunction barring the merger in Washington state only. Both judges determined that the merger risked significantly reducing competition and that the companies didn’t offer enough evidence that the merger would help consumers.

“We’re standing up to mega-monopolies to keep prices down,” Ferguson said. He called the injunction “an important victory for affordability, worker protections and the rule of law.”

Albertsons and Kroger’s plan to offload stores to C&S didn’t impress the judges. Not only did Nelson find the divestiture insufficient in scale, but she ruled it was “structured in a way that will significantly disadvantage C&S as a competitor.”

Albertsons v. Kroger

The morning after the Washington and Oregon decisions were issued, the deal was dead.

Albertsons announced it terminated the merger agreement, citing the court decisions.

Both companies still face significant legal challenges, though. Five minutes after announcing its intent to back out of the deal, Albertsons issued a second press release announcing it had filed a lawsuit against Kroger.

Albertsons said Kroger willfully breached the deal “by repeatedly refusing to divest assets necessary for antitrust approval, ignoring regulators’ feedback, rejecting stronger divestiture buyers and failing to cooperate with Albertsons.” The suit seeks significant damages, including “billions of dollars” for lost shareholder value and legal costs, as well as a $600 million merger breakup fee.

In response, Kroger said that “Albertsons’ claims are baseless and without merit.”

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Albertsons’ suit against Kroger is pending in Delaware Court of Chancery, which hears many legal business disputes. The complaint remains temporarily under seal.

This article includes passages that appeared in an article about the proposed merger that was published on Feb. 28, 2024.

Christine P. Bartholomew, Professor of Law, University at Buffalo

This article is republished from The Conversation under a Creative Commons license. Read the original article.

STM Daily News is a vibrant news blog dedicated to sharing the brighter side of human experiences. Emphasizing positive, uplifting stories, the site focuses on delivering inspiring, informative, and well-researched content. With a commitment to accurate, fair, and responsible journalism, STM Daily News aims to foster a community of readers passionate about positive change and engaged in meaningful conversations. Join the movement and explore stories that celebrate the positive impacts shaping our world.

https://stmdailynews.com/

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Daniel Hall, Miami University

The FBI and police in several states are investigating a wave of hateful texts and emails apparently targeting minorities across the United States following the presidential election.

The anonymously sent messages, which may have numbered up to 500,000, varied in their specific language but had similarly menacing themes. Some referred to recipients as “selected for slavery” and ordered them to a plantation to pick cotton. Others said they’d be picked up for deportation or sent to a reeducation camp.

The threats lacked details on timing, location and the like. Some addressed recipients by name, while others contained no greeting or personal identifier. They seemed to be targeting Black people, immigrants and LGBTQ people but may have been dispatched indiscriminately to a wide swath of Americans.

Information technology experts have expressed confidence that the perpetrators will be identified. Yet it’s not clear to me as a professor of constitutional and criminal law that they can be prosecuted. The First Amendment generally protects free speech, even when it’s heinous.

Free expression rules supreme

Several Supreme Court decisions have established that speech may not be punished just because it is offensive or hateful.

“If there is a bedrock principle underlying the First Amendment, it is that the government may not prohibit the expression of an idea simply because society finds the idea itself offensive or disagreeable,” the justices wrote in Texas v. Johnson, a 1989 case that affirmed flag burning is protected expression.

Snyder v. Phelps, a 2010 case involving anti-LGBTQ protesters who carried hateful signs at the funerals of fallen soldiers, strengthened that precedent.

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“Speech is powerful. It can stir people to action, move them to tears of both joy and sorrow, and – as it did here – inflict great pain,” the justices wrote. Nonetheless, they concluded, “We cannot react to that pain by punishing the speaker. As a Nation we have chosen a different course – to protect even hurtful speech.”

Limits to free speech

The Supreme Court has been cautious in recognizing exceptions to the freedom of speech because of its importance to democracy and individual autonomy. Under special circumstances, however, some types of speech can be illegal.

One recognized exception is a “true threat.”

In the 2023 case Counterman v. Colorado, the Supreme Court held that for speech to cross over the true threat line, the speaker must both express an intent to commit violence and recklessly disregard “a substantial risk that his communications would be viewed as threatening violence.”

An example of a true threat under the Counterman case would be for a scorned lover to barrage their ex with messages promising to kill or maim them.

This standard is so new that it has not been tested thoroughly in the lower courts, making predictions risky at best. In my analysis, however, a message mass distributed to thousands of recipients indicating that they had been “selected” to be a slave might not meet the Counterman standard.

Additionally, “slave” is a legal status that hasn’t existed for over 150 years, so the threat to force someone into enslaved labor likely lacks both the peril of physical harm and the plausibility of harmful action. The anonymity of the senders may add to this implausibility.

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Courts may also find that the communications didn’t create a “significant” risk that a “reasonable” recipient would feel threatened. An anonymous mass message may be interpreted as spam, or trolling.

Accordingly, the messages probably would not rise to the level of “true threat” exceptions to First Amendment protections.

Other exceptions recognized by the Supreme Court are speech that incites others to imminent lawlessness and “fighting words.”

Yet the November messages didn’t call others to violence, nor were their words likely to provoke it – the two hallmarks of incitement. “Fighting words,” meanwhile, require face-to-face communication that is likely to incite a violent reaction. This did not happen in the November messages, either.

So were any laws broken?

There’s another problem with any legal case against the culprits behind the November messages: What crime would they even be charged with?

The law enforcement officials who’ve pledged to get to the bottom of the matter have expressed outrage and concern, but they have not identified what law they believe was broken.

Ohio Attorney General Dave Yost is an exception.

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“Other people have no First Amendment right to your phone, and free speech doesn’t protect telephone harassment,” Yost said in a post on X on Nov. 7 when he opened an inquiry into the hateful texts received by an an unspecified number of Ohioans.

Yost was likely referring to a 2011 Ohio statute that criminalizes telecommunications that are “threatening, intimidating, menacing, coercive, or obscene with the intent to abuse, threaten, or harass the recipient.”

The intersection of telephone harassment and the First Amendment is less clear, in my analysis. Laws vary by state, but illegal harassment and stalking typically involves physical conduct, which is not protected by the First Amendment – for example, repeated unwanted visits to someone’s home or workplace. Continually following someone in a manner intended to cause fear – or which recklessly causes fear or emotional distress – would be another example.

Could a text or email be characterized as conduct rather than speech? That is unsettled law. And where the law is unclear, novel legal strategies can set a new precedent.

If a court were to decide that the act of sending the November messages was “pure conduct,” rather than protected speech, then anti-harassment laws might be used to prosecute the senders.

Private action

Criminal law aside, people are not powerless against vile communications.

Telecommunications companies are free to block messages, both before they are received and in response to customer requests. After the wave of hateful texts in November, many did just that by closing accounts identified as sources of those messages.

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If a blocked sender continues to send similar communications to a target, the elements of harassment would be met. A court could determine that to be expressive conduct or simply speech not protected by the First Amendment.

The U.S. draws the boundary widely around free speech because it enables wide, controversial discussions of politics, law and society. In this case, the senders ran up to the line of protected speech but quite possibility didn’t cross it.

“The trouble with fighting for human freedom is that one spends most of one’s time defending scoundrels,” the author H.L. Mencken once said. “For it is against scoundrels that oppressive laws are first aimed, and oppression must be stopped at the beginning if it is to be stopped at all.”

Daniel Hall, Professor of Political Science & Justice and Community Studies, Miami University

This article is republished from The Conversation under a Creative Commons license. Read the original article.

The Bridge is a section of the STM Daily News Blog meant for diversity, offering real news stories about bona fide community efforts to perpetuate a greater good. The purpose of The Bridge is to connect the divides that separate us, fostering understanding and empathy among different groups. By highlighting positive initiatives and inspirational actions, The Bridge aims to create a sense of unity and shared purpose. This section brings to light stories of individuals and organizations working tirelessly to promote inclusivity, equality, and mutual respect. Through these narratives, readers are encouraged to appreciate the richness of diverse perspectives and to participate actively in building stronger, more cohesive communities.

https://stmdailynews.com/the-bridge

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In recent weeks, New Jersey has found itself at the center of a perplexing enigma—mysterious drones hovering in the night sky over various towns, stirring intrigue and concern among locals and officials alike. Reports of these unidentified flying objects (UFOs) have raised questions regarding their origins, purposes, and safety implications, prompting both state and federal investigations.

Eyewitness Accounts: What Are Residents Seeing?

Reports of these nighttime sightings began surfacing in mid-November. Many residents described seeing groups of drones flying in organized patterns, often noted for their unusual size—some likening them to “SUV-size drones.” Notably, sightings have occurred near sensitive areas such as Picatinny Arsenal, a U.S. military research facility, and even over Donald Trump’s golf course in Bedminster. The objects have also been documented flying over coastal regions, creating a sense of unrest among those who dwell below.

Assemblywoman Dawn Fantasia did not hold back in her fears, describing these drones as potentially 6 feet in diameter and sometimes operating with their lights off. The mystery deepens as some local lawmakers gathered with state police and officials from the Department of Homeland Security to discuss the increasing frequency of these sightings which have spanned across New Jersey and even into parts of Pennsylvania.

Official Responses: Federal and State Action

The increasing reports of drone activity have prompted cautious responses from state and federal officials. The New Jersey State Police, alongside the Federal Aviation Administration (FAA) and the FBI, have started to investigate. These agencies are eager to understand the nature of these unidentified flying objects and urge residents to report any suspicious activity.

White House National Security spokesman John Kirby recently stated that a review of the reported sightings has determined that many of these instances may actually involve manned aircraft operating legally. He affirmed that there has been no evidence of foreign involvement or threats to public safety linked to these sightings thus far.

However, not everyone is at ease. Senator Richard Blumenthal from Connecticut has gone so far as to suggest that unidentified drones spotted over sensitive areas should be shot down. At the same time, apprehensions voiced by New Jersey Governor Phil Murphy echo a collective desire for clarity. Murphy stated, “This is something we’re taking deadly seriously,” emphasizing the need for transparency and prompt actions from federal authorities.

Investigative Challenges: Identifying the Objects

The investigation into these drone sightings faces significant hurdles. Many reports may stem from harmless, legal manned aircraft, according to preliminary assessments. Yet, the mix of anxiety and curiosity has led to calls for stricter regulations on drone flights. Some lawmakers have proposed immediate restrictions, while constituents express frustration at the apparent lack of answers regarding their safety.

Local residents are also contemplating taking matters into their own hands, threatening to shoot down the drones if the government doesn’t provide clarity and action. Such self-directed responses highlight the rising tensions and concerns over privacy and safety.

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What Next? Community and Government Collaboration

As the investigation unfolds, collaboration between community members and officials remains crucial. The FBI has urged residents to share any videos, photographs, or information regarding the drone sightings. Local officials emphasize that vigilance from the public can aid in piecing together the mystery.

In the meantime, experts in drone technology maintain that many of the sightings could indicate unauthorized drone operation, necessitating clearer laws governing drone usage. The law regulating aircraft does not empower police to intervene effectively; hence, an increasing number of legislators are advocating for an examination and potential amendment of existing laws.

While the origin and purpose of these drones remain unsolved, the experience resonates with the broader conversation around drone technology, personal privacy, and safety in increasingly crowded skies. Local communities eagerly await answers, hoping that soon we can demystify what lurks above in our endless night sky.

Conclusion

The mystery of the drones over New Jersey reflects the intersection of technology, safety, and public concern in today’s society. With investigations still ongoing and community engagement essential, residents and officials alike are hoping for clarity as they navigate this aerial enigma together. In an age where the skies are becoming more crowded, understanding the nature and purpose of these flying machines will be paramount for ensuring both safety and peace of mind.

Related links:

https://apnews.com/article/fbi-drones-new-jersey-0f4aba00748ac464d42270fbe7457733

https://www.cbsnews.com/news/drones-new-jersey-what-we-know

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STM Daily News is a vibrant news blog dedicated to sharing the brighter side of human experiences. Emphasizing positive, uplifting stories, the site focuses on delivering inspiring, informative, and well-researched content. With a commitment to accurate, fair, and responsible journalism, STM Daily News aims to foster a community of readers passionate about positive change and engaged in meaningful conversations. Join the movement and explore stories that celebrate the positive impacts shaping our world.

https://stmdailynews.com/

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