On October 8, 2026, the Federal Trade Commission said it had closed an investigation of Gildan Activewear SRL and wholesale distributor S&S Holdings LLC after the companies amended a partnership agreement. The contract had kept Gildan from offering certain prices and discounts given to S&S to S&S’s competitors. The amended clause says nothing in the agreement restricts Gildan’s discretion to set prices or offer partnership support to any other North American wholesale distributor. The FTC investigated Gildan under Section 2(a) of the Robinson-Patman Act and S&S under Section 2(f). Law and commercial teams should read most-favored and exclusivity clauses in supplier contracts against that close, which follows the Southern Glazer’s settlement announced the prior week.
The October 8 close is an investigation that ended because the parties rewrote a pricing clause, not a litigated finding that Gildan or S&S violated the statute. General counsel and procurement counsel should care because the Bureau of Competition is using the Robinson-Patman Act on distribution contracts, a week after it announced a settlement with Southern Glazer’s Wine and Spirits.
This note is a news briefing for operators. It is not legal, immigration, tax, or investment advice.
- What changed? Gildan and S&S amended a clause that had blocked Gildan from giving certain S&S prices and discounts to competing wholesalers. The FTC then closed the investigation.
- When? FTC press release dated October 8, 2026. The Commission posted a public letter from Gildan confirming the amendment.
- Who is affected? Manufacturers and large distributors whose contracts restrict the seller’s freedom to offer comparable support to rivals, and smaller buyers who were the intended beneficiaries of the Act.
- What to do this week? Flag supplier contracts that forbid the seller from matching a favored buyer’s price or rebate for other wholesalers.
What did the FTC announce on October 8?
The Commission’s October 8 press release says it secured changes to a partnership agreement between T-shirt manufacturer Gildan Activewear SRL and wholesale distributor S&S Holdings LLC. Staff opened the investigation after learning that S&S’s contract prohibited Gildan from offering certain pricing and discounts given to S&S to S&S’s competitors. Staff investigated Gildan for potential violations of Section 2(a), which restricts certain price discrimination by sellers, and investigated whether S&S violated Section 2(f), which restricts knowingly inducing or receiving prohibited discrimination.
In response, the companies modified the agreement. The FTC quoted the new sentence: “Nothing in this Agreement restricts or restrains Gildan’s discretion to set prices or offer partnership support to any other North American wholesale distributor.” Given those changes, the Commission closed the investigation. It posted a public letter from Gildan confirming the amendment. There is no consent order and no reported civil penalty in the October 8 release.
How does this sit next to Southern Glazer’s?
The same release says the Gildan matter builds on the Robinson-Patman settlement entered the previous week with Southern Glazer’s Wine and Spirits, which the FTC called the largest U.S. wine and spirits distributor and the first Robinson-Patman case resolved by a federal enforcement agency in more than 20 years. Kurums covered that October 2 announcement as a procurement issue: a proposed stipulated order, a six-year monitor, and paired-price limits that do not bind anyone until a judge signs them. The Gildan close is a different procedure. Staff investigated, the parties rewrote a restraint, and the file was closed. Counsel should not describe the Gildan letter as an injunction.
Bureau of Competition Director Daniel Guarnera said Congress prohibited pricing practices that favor big businesses and box out small ones, and that the Commission will enforce the law when a large firm insulates itself by forcing sellers to give worse prices to the firm’s competitors. That sentence is the enforcement theory operators should brief to sales administration: the risk is not “using a price list.” The risk is a contractual ban on giving rivals the favored buyer’s price or support.
What does the statute cover, in the FTC’s own words?
The October 8 release says that under the Act it is generally illegal for sellers to engage in price discrimination that harms competition by charging higher prices to disfavored retailers that purchase similar goods. Enforcement, the Commission said, seeks equivalent access to discounts and rebates so businesses of different sizes can compete. That is the agency’s summary, not a full statement of the defenses. Meeting-competition, cost-justification, and changing-conditions defenses still exist in the statute. A news brief cannot clear a live contract. It can tell counsel which clause to read first.
What should legal teams pull from the contract file?
Search wholesale and distribution agreements for language that gives one buyer a price, rebate, co-op fund, or “partnership support” and then forbids the seller from offering that treatment to other North American wholesalers. The Gildan amendment is aimed at exactly that restraint. Also flag most-favored clauses that run only one way, volume tiers that are available in form but not in practice to smaller buyers of the same SKU, and side letters that sales teams treat as invisible to the master agreement.
If the company is the large buyer, Section 2(f) is the exposure the FTC said it examined at S&S: knowingly inducing or receiving a discrimination the seller was not allowed to give. Commercial teams sometimes ask for “do not offer this program to my competitors” as a negotiating point. After October 8, that ask should go through antitrust counsel before it is written into a draft. If the company is the seller, the exposure the FTC examined at Gildan is Section 2(a). Pricing freedom reserved in the amendment is the remedy staff accepted in this file.
What should counsel not over-read?
The Commission did not sue, did not make findings, and did not say every differential discount is unlawful. It closed a specific investigation after a specific sentence was added. Industry and geography in the quoted clause are North American wholesale distribution of Gildan product. A software license, a services rebate, or a consumer promotion is not automatically the same case. Robinson-Patman is a goods statute; counsel should not paste this close onto SaaS order forms without a separate analysis.
The public letter is the company’s confirmation, posted by the FTC. Until counsel has read it, do not describe the commercial terms beyond the sentence in the press release. Do not tell customers the FTC “ordered Gildan to cut prices.” It did not.
What should legal watch next?
Watch whether staff sends similar inquiry letters in other wholesale categories, and whether the Southern Glazer’s proposed order is entered by the court. Watch state attorney-general activity that cites the federal close. And keep the October 8 clause language in the playbook for the next distribution renewal. The date that matters for contract hygiene is this week’s review, not a compliance deadline the FTC did not set.
Frequently asked questions
Did the FTC fine Gildan or S&S?
The October 8 release does not announce a penalty. It says the investigation is closed after the companies amended the contract.
What is the new contract sentence?
“Nothing in this Agreement restricts or restrains Gildan’s discretion to set prices or offer partnership support to any other North American wholesale distributor.”
Which statutory sections were investigated?
Section 2(a) as to the seller, Gildan, and Section 2(f) as to the buyer, S&S.
Is this the same case as Southern Glazer’s?
No. The FTC said the Gildan close builds on the Southern Glazer’s settlement announced the prior week. Different parties, and a closed investigation rather than a proposed court order.
Does this ban all volume discounts?
The release does not say that. It describes a clause that stopped a manufacturer from offering certain favored prices and discounts to the favored distributor’s competitors.
Son Güncelleme / Last Updated: October 9, 2026.
Related reading: FTC Southern Glazer’s settlement, October 2, 2026, Law department hub, and Google ad-tech ruling, September 30, 2026: Notes for Legal and Marketing.
Discover more from Kurums | Business Intelligence
Subscribe to get the latest posts sent to your email.