Two Counselor Top 40 suppliers have amended a pricing agreement following a Federal Trade Commission (FTC) investigation into potential price discrimination.

The FTC says it opened its investigation against Gildan (asi/56842) and S&S (asi/84358) after the agency became aware that S&S’s contract with Gildan limited pricing discounts to S&S, and prohibited Gildan from offering those discounts to S&S competitors. The FTC investigated Gildan for potential violations of Section 2(a) of the Robinson-Patman Act (RPA), which prohibits certain price discrimination by sellers. It also investigated whether S&S violated Section 2(f), which prohibits knowingly inducing or receiving prohibited price discrimination.

In response to the FTC’s investigation, Gildan and S&S modified their agreement to include the following clause: “Nothing in this Agreement restricts or restrains Gildan’s discretion to set prices or offer partnership support to any other North American wholesale distributor.”

The amendment was confirmed via a public letter to the FTC from Gildan’s chief legal and administrative officer Rob Assal. However, he noted in the letter that Gildan doesn’t admit to any wrongdoing. 

“Neither this letter nor Gildan’s decision to amend the Agreement constitutes an admission of liability or wrongdoing by Gildan,” Assal wrote. “Gildan is confident that its sales incentive programs with its customers, including its Agreement with the Distributor, are consistent with all applicable laws and regulations, including the Robinson-Patman Act. It remains Gildan’s position that the Term did not harm competition in violation of the Robinson Patman Act, because, among other reasons, it did not result in a diversion of sales from Distributor’s competitors to Distributor, and the discounts offered to Distributor in the Term were neither economically substantial nor sustained over time.”

As a result of the amendment, the FTC has officially closed the investigation against S&S and Gildan.

A spokesperson from Gildan confirmed the company’s compliance with the investigation in an email to Counselor.

“Gildan welcomes today's announcement by the U.S. Federal Trade Commission (FTC) that it has closed its narrow investigation into Gildan, which had focused on a single provision in Gildan’s sales incentive agreement with one of its wholesale distributor customers,” the spokesperson said. “After constructive engagement with the FTC, Gildan and the distributor amended the relevant contractual provision, which had prohibited Gildan from providing certain pricing and discounts to the distributor’s competitors. Following those changes, the FTC closed its investigation, and the matter was resolved amicably with no outstanding concerns.”

Gildan also noted that it didn’t enter into a settlement or pay any monetary penalty to the FTC as part of this resolution.

A spokesperson from S&S told Counselor that the company is committed to operating its business with integrity and in compliance with applicable laws. "We cooperated fully with the FTC throughout its review, and the matter has now been closed with no finding of a violation by S&S," the spokesperson added. 

“Congress has prohibited unfair and discriminatory pricing practices that favor big businesses and box out small businesses, which are the engine of the American economy,” said FTC Bureau of Competition Director Daniel Guarnera. “We will not hesitate to enforce the law when a large, powerful firm insulates itself from competition by forcing sellers to give worse prices to the firm’s competitors. Such pricing policies are bad for consumers and distort competition by making it harder for small firms to compete on the merits of their products and services. We will not tolerate conduct that unfairly alters competition.” 

The news comes after the FTC settled another RPA case with Southern Glazer’s Wine and Spirits, the largest U.S. distributor of wine and spirits. The settlement was the first RPA case resolved by a federal enforcement agency in over two decades, the FTC said.

According to the FTC, RPA enforcement “seeks to ensure that businesses of all sizes compete on a level playing field with equivalent access to discounts and rebates. Robust competition between businesses of all sizes is beneficial to consumers as it offers shoppers more choice and the ability to access lower prices across all retailers, regardless of their size.”

Gildan ranks third on Counselor’s most recent list of largest suppliers in the industry based on 2025 estimated North American promotional products revenue of $901.6 million. S&S ranks second based on 2025 revenue of $3.5 billion.