Key Takeaways

  • The FTC settled its complaint against Southern Glazer’s, marking its first Robinson-Patman Act enforcement action since 2000.
  • The settlement imposes a six-year monitoring regime, with escalating cure payments designed to deter future violations. 
  • Chairman Ferguson, who dissented from issuing the complaint in 2024, supported the settlement and affirmed that the Robinson-Patman Act “remains good law,” signaling future enforcement in appropriate cases.
  • The FTC has signaled continued interest in Robinson-Patman Act enforcement, and Chairman Ferguson specifically noted that such resources would be better focused on cases “involving buyers with market power.”
  • In a separate statement, Commissioner Meador recommended that the FTC develop guidance on Robinson-Patman Act enforcement, expressing reservations about bringing the case in the alcohol distribution industry and favoring future inquiries in sectors like food and groceries that more directly affect the cost of living.

Background

The Robinson-Patman Act is a federal antitrust law that bars sellers from charging different prices to different purchasers of the same commodity where competition may be injured. It was enacted during the Depression to protect small, independent businesses from being undercut by discounts larger competitors can obtain. After more than 20 years of not bringing any enforcement actions under the Robinson-Patman Act, the Federal Trade Commission (FTC) sued Southern Glazer’s Wine and Spirits, LLC (Southern), the largest wine and spirits distributor in the United States, in December 2024.

The FTC alleged that Southern sold wine and spirits to small, independent retailers at prices substantially higher than those charged to large national and regional chains, in violation of the Robinson-Patman Act’s prohibition on price discrimination that may injure competition. The case remained in litigation for nearly two years, spanning two administrations, before the FTC and the parties reached a proposed consent decree, filed with the court on October 2, 2026, rather than proceeding to trial.

Although Chairman Andrew Ferguson dissented from the FTC’s December 2024 decision to sue Southern, arguing the case faced significant merits and resource-allocation problems, he did not seek to dismiss the case after becoming Chairman and instead allowed it to proceed. In his statement accompanying the settlement, he emphasized that the Robinson-Patman Act “remains good law, and where the FTC sees evidence of unlawful price discrimination that injures disfavored retailers and consumers, it will act to protect competition in our markets.”

The Settlement

The proposed order establishes a detailed compliance framework rather than a general injunction to “obey the law.” As Chairman Ferguson explained in his statement, the order is limited to prospective relief because the Supreme Court held in AMG Capital Management, LLC v. FTC, 593 U.S. 67, 75 (2021), that Section 13(b) of the FTC Act does not give the FTC the authority to seek monetary remedies in court; as a result, even an FTC win at trial could not have compensated Southern’s customers for past conduct. The order’s key features include:

  1. Monitoring: for six years, Southern must submit sales data twice a year to an independent monitor, appointed by and answerable to the FTC, but funded by Southern, covering “paired transactions” involving sales of the same product to a major chain retailer and a competing independent retailer.
  2. Cure payments: if the monitor finds that aggregated excess payments to an independent retailer, net of permitted cost and support allowances, exceed $5,000 within a 12-month period, Southern can cure by paying the retailer that amount plus a 50% penalty.
  3. Escalating remedy: if Southern does not voluntarily cure, and the FTC must bring an enforcement action, the payment to the affected retailer doubles to twice the excess payment.
  4. Defenses preserved: Southern retains the ability to assert the Robinson-Patman Act’s functional availability, meeting competition, and changed market conditions defenses, subject to specific documentation and procedural requirements set out in the order.
  5. Anti-circumvention and compliance program: Southern is barred from restructuring its supplier-support practices to evade the order and must maintain a Robinson-Patman Act compliance program, including training for executive and commercial staff and confidential reporting channels.

Why It Matters

The settlement offers insights into how the current FTC views Robinson-Patman enforcement. It confirms that the FTC, despite internal skepticism about the wisdom of the original case, views the Robinson-Patman Act as active law that it is prepared to enforce where it can show injury to both disfavored retailers and consumers. Commissioner Meador, while supporting the settlement, noted separately that alcohol distribution’s complex, state-specific regulatory regimes make it a particularly difficult sector for Robinson-Patman Act enforcement, and that he would support targeted inquiries in sectors that impact the cost of living such as food and groceries. Chairman Ferguson’s statement frames this as a narrower enforcement posture than the prior approach by the FTC. He has indicated that future cases are more likely where there is clear consumer harm, rather than cases that primarily protect retailer margins.

The settlement also offers a template for how the FTC may structure Robinson-Patman Act remedies going forward: a self-executing, data-driven monitoring and cure mechanism rather than a traditional injunction, reflecting the practical difficulty of drafting enforceable Robinson-Patman Act relief after decades without enforcement experience.