Federal Register / Vol. 75, No. 223 / Friday, November 19, 2010 / Notices 70921 

1The comment must be accompanied by an 

explicit request for confidential treatment, 

including the factual and legal basis for the request, 

and must identify the specific portions of the 

comment to be withheld from the public record. 

The request will be granted or denied by the 

Commission’s General Counsel, consistent with 

applicable law and the public interest. See FTC 

Rule 4.9(c), 16 CFR 4.9(c). 

Research Center (SRC) includes survey 

questions on behalf of the Federal 

Reserve in an addendum to their regular 

monthly Survey of Consumer Attitudes 

and Expectations. The SRC conducts the 

survey by telephone with a sample of 

500 households and asks questions of 

special interest to the Federal Reserve 

intermittently, as needed. The frequency 

and content of the questions depend on 

changing economic, regulatory, and 

legislative developments. The Federal 

Reserve primarily uses the survey to 

study consumer financial decisions, 

attitudes, and payment behavior. 

Current Actions: The Federal Reserve 

proposes to revise the FR 3016 by 

decreasing the number of SRC surveys 

that would be conducted per year by 

DCCA from four to two. This decrease 

is due to DCCA’s restructuring of its 

research function as a result of the 

Dodd-Frank Wall Street Reform and 

Consumer Protection Act. 

Board of Governors of the Federal Reserve 

System, November 16, 2010. 

Jennifer J. Johnson, 

Secretary of the Board. 

[FR Doc. 2010–29188 Filed 11–18–10; 8:45 am] 

BILLING CODE 6210–01–P 

FEDERAL TRADE COMMISSION 

[File No. 101 0061] 

Simon Property Group, Inc.; Analysis 

of Proposed Agreement Containing 

Consent Orders To Aid Public 

Comment 

AGENCY: Federal Trade Commission. 

ACTION: Proposed consent agreement. 

SUMMARY: The consent agreement in this 

matter settles alleged violations of 

federal law prohibiting unfair or 

deceptive acts or practices or unfair 

methods of competition. The attached 

Analysis to Aid Public Comment 

describes both the allegations in the 

draft complaint and the terms of the 

consent order—embodied in the consent 

agreement—that would settle these 

allegations. 

DATES: Comments must be received on 

or before December 10, 2010. 

ADDRESSES: Interested parties are 

invited to submit written comments 

electronically or in paper form. 

Comments should refer to ‘‘Simon 

Property, File No. 101 0061’’ to facilitate 

the organization of comments. Please 

note that your comment—including 

your name and your state—will be 

placed on the public record of this 

proceeding, including on the publicly 

accessible FTC Web site, at http://

www.ftc.gov/os/publiccomments.shtm. 

Because comments will be made 

public, they should not include any 

sensitive personal information, such as 

an individual’s Social Security Number; 

date of birth; driver’s license number or 

other state identification number, or 

foreign country equivalent; passport 

number; financial account number; or 

credit or debit card number. Comments 

also should not include any sensitive 

health information, such as medical 

records or other individually 

identifiable health information. In 

addition, comments should not include 

any ‘‘[t]rade secret or any commercial or 

financial information which is obtained 

from any person and which is privileged 

or confidential * * *,’’ as provided in 

Section 6(f) of the FTC Act, 15 U.S.C. 

46(f), and Commission Rule 4.10(a)(2), 

16 CFR 4.10(a)(2). Comments containing 

material for which confidential 

treatment is requested must be filed in 

paper form, must be clearly labeled 

‘‘Confidential,’’ and must comply with 

FTC Rule 4.9(c), 16 CFR 4.9(c).1

Because paper mail addressed to the 

FTC is subject to delay due to 

heightened security screening, please 

consider submitting your comments in 

electronic form. Comments filed in 

electronic form should be submitted by 

using the following weblink: https:// 

ftcpublic.commentworks.com/ftc/

simonproperty and following the 

instructions on the web-based form. To 

ensure that the Commission considers 

an electronic comment, you must file it 

on the web-based form at the weblink: 

https://ftcpublic.commentworks.com/ 

ftc/simonproperty. If this Notice appears 

at http://www.regulations.gov/

search/index.jsp, you may also file an 

electronic comment through that Web 

site. The Commission will consider all 

comments that regulations.gov forwards 

to it. You may also visit the FTC Web 

site at http://www.ftc.gov/ to read the 

Notice and the news release describing 

it. 

A comment filed in paper form 

should include the ‘‘Simon Property, 

File No. 101 0061’’ reference both in the 

text and on the envelope, and should be 

mailed or delivered to the following 

address: Federal Trade Commission, 

Office of the Secretary, Room H–135 

(Annex D), 600 Pennsylvania Avenue, 

NW., Washington, DC 20580. The FTC 

is requesting that any comment filed in 

paper form be sent by courier or 

overnight service, if possible, because 

U.S. postal mail in the Washington area 

and at the Commission is subject to 

delay due to heightened security 

precautions. 

The Federal Trade Commission Act 

(‘‘FTC Act’’) and other laws the 

Commission administers permit the 

collection of public comments to 

consider and use in this proceeding as 

appropriate. The Commission will 

consider all timely and responsive 

public comments that it receives, 

whether filed in paper or electronic 

form. Comments received will be 

available to the public on the FTC Web 

site, to the extent practicable, at http://

www.ftc.gov/os/publiccomments.shtm. 

As a matter of discretion, the 

Commission makes every effort to 

remove home contact information for 

individuals from the public comments it 

receives before placing those comments 

on the FTC Web site. More information, 

including routine uses permitted by the 

Privacy Act, may be found in the FTC’s 

privacy policy, at http://www.ftc.gov/

ftc/privacy.shtm. 

FOR FURTHER INFORMATION CONTACT: Joe 

Lipinsky (206–220–4473), FTC 

Northwest Regional Office, 600 

Pennsylvania Avenue, NW., 

Washington, DC 20580. 

SUPPLEMENTARY INFORMATION: Pursuant 

to section 6(f) of the Federal Trade 

Commission Act, 38 Stat. 721, 15 U.S.C. 

46(f), and § 2.34 the Commission Rules 

of Practice, 16 CFR 2.34, notice is 

hereby given that the above-captioned 

consent agreement containing a consent 

order to cease and desist, having been 

filed with and accepted, subject to final 

approval, by the Commission, has been 

placed on the public record for a period 

of thirty (30) days. The following 

Analysis to Aid Public Comment 

describes the terms of the consent 

agreement, and the allegations in the 

complaint. An electronic copy of the 

full text of the consent agreement 

package can be obtained from the FTC 

Home Page (for November 10, 2010), on 

the World Wide Web, at 

http://www.ftc.gov/os/actions.shtm. A 

paper copy can be obtained from the 

FTC Public Reference Room, Room 130– 

H, 600 Pennsylvania Avenue, NW., 

Washington, DC 20580, either in person 

or by calling (202) 326–2222. 

Public comments are invited, and may 

be filed with the Commission in either 

paper or electronic form. All comments 

should be filed as prescribed in the 

ADDRESSES section above, and must be 

received on or before the date specified 

in the DATES section. 


srobinson on DSKHWCL6B1PROD with NOTICES
70922 Federal Register / Vol. 75, No. 223 / Friday, November 19, 2010 / Notices 

Analysis of Agreement Containing 

Consent Order To Aid Public Comment 

I. Introduction 

The Federal Trade Commission 

(‘‘Commission’’ or ‘‘FTC’’) has accepted, 

subject to final approval, an Agreement 

Containing Consent Orders (‘‘Consent 

Agreement’’) from Simon Property 

Group, Inc. (‘‘Simon’’) that will remedy 

the anticompetitive effects likely to 

result from Simon’s acquisition of Prime 

Outlets Acquisition Company, LLC 

(‘‘Prime’’). Under the terms of the 

proposed Consent Agreement, Simon is 

required, among other things, to divest 

either Prime Outlets-Jeffersonville or 

Simon’s Cincinnati Premium Outlets, 

both located in Southwest Ohio. 

Additionally, the proposed Consent 

Agreement prohibits Simon from 

enforcing any radius restriction with 

respect to any lease with any tenant in 

either of the following geographic areas: 

the Chicago, IL, metropolitan area or 

Orlando, FL. Finally, from the time 

when the Order becomes final through 

January 1, 2015, all tenants in Prime 

Outlets Orlando, Prime Outlets Orlando 

Marketplace, and Orlando Premium 

Outlets may unilaterally opt to extend 

any existing lease under its existing 

terms, without penalty, until January 1, 

2015. 

The proposed Consent Agreement has 

been placed on the public record for 

thirty (30) days for receipt of comments 

by interested persons. Comments 

received during this period will become 

part of the public record. After thirty 

(30) days, the Commission will again 

review the proposed Consent 

Agreement, and will decide whether to 

withdraw from the proposed Consent 

Agreement, modify it, or make it final. 

On December 8, 2009, Simon and 

Prime entered into an acquisition 

agreement under which Simon would 

acquire the entire Prime portfolio of 

outlet centers, consisting of 22 

properties. The total value of the 

transaction was approximately $2.3 

billion. On June 28, 2010, the parties 

amended the agreement to remove 

Prime’s St. Augustine, FL, outlet center 

and its development projects at 

Livermore, CA, and Grand Prairie, TX, 

from the schedule of properties to be 

acquired by Simon. The acquisition was 

consummated on August 30, 2010. The 

Commission’s complaint alleges that 

Simon’s acquisition violates Section 7 of 

the Clayton Act, as amended, 15 U.S.C. 

18, and Section 5 of the Federal Trade 

Commission Act, as amended, 15 U.S.C. 

45, by eliminating an actual, direct, and 

substantial competitor from certain local 

markets in the United States. 

II. Description of the Parties 

Simon, a publicly traded real estate 

investment trust, is based in 

Indianapolis, Indiana. Simon is engaged 

in the business of developing and 

managing real estate. In particular, 

Simon develops and operates outlet 

centers under the Premium Outlets and 

Mills brands. Simon also develops and 

operates other real estate platforms. 

Prime is a privately held subsidiary, 

jointly owned by entities controlled by 

David Lichtenstein and the Lightstone 

Group, a real estate investment 

company. Headquartered in Baltimore, 

MD, Prime is a developer and operator 

of outlet centers under the Prime 

Outlets brand. 

III. The Complaint 

The Commission’s complaint alleges 

that Simon’s acquisition of Prime may 

substantially lessen competition in the 

provision of retail space at outlet centers 

in the Southwest Ohio; Chicago, IL; and 

Orlando, FL, areas in violation of 

Section 7 of the Clayton Act, as 

amended, 15 U.S.C. 18, and Section 5 of 

the Federal Trade Commission Act, as 

amended, 15 U.S.C. 45. 

The complaint alleges that the 

relevant product market in which to 

analyze the effects of the acquisition is 

retail space at outlet centers. Outlet 

centers are shopping centers featuring 

outlet stores, which sell discounted 

brand name merchandise. By clustering 

together, outlet tenants derive strong 

benefits from the network effect of 

creating a shopping destination, which 

is strengthened by the presence of 

tenants with desirable brands. 

The complaint also alleges that the 

relevant geographic markets are local in 

nature. Competition between owners 

and developers of outlet centers occurs 

in local areas where more than one 

outlet center exists. In local overlap 

areas, tenants are able to use 

competition between landlords to get 

more favorable price and non-price 

terms in leases. The three geographic 

areas of concern outlined in the 

complaint are: (1) Southwest Ohio; 

(2) the Chicago, IL, metropolitan area; 

and (3) Orlando, FL. 

In Southwest Ohio, Simon owns one 

outlet center, Cincinnati Premium 

Outlets in Monroe, OH, and Prime owns 

one, Prime Outlets-Jeffersonville in 

Jeffersonville, OH. These are the only 

outlet centers serving Southwest Ohio. 

Absent the proposed divestiture of one 

of these outlet centers, Simon’s 

acquisition of Prime would give Simon 

a monopoly in the retail space in outlet 

centers market in Southwest Ohio, 

increasing the risk that Simon would 

unilaterally raise rents or reduce nonprice benefits provided to tenants. 

In the Chicago metropolitan area, the 

acquisition of Prime’s Huntley, IL, and 

Pleasant Prairie, WI, outlet centers 

would give Simon ownership of all five 

outlet centers currently serving the 

Chicago metropolitan area market. 

However, there are two other outlet 

centers planned for this market: Craig 

Realty Group’s planned outlet center in 

Country Club Hills, IL; and AWE 

Talisman’s planned outlet center in 

Rosemont, IL. Absent the proposed 

relief in the Chicago metropolitan area, 

Simon may be able to prevent or limit 

this planned entry. Many of the tenants 

at the current Chicago area outlet 

centers have radius restrictions in their 

leases. This prevents or makes it very 

expensive for these outlet tenants to 

open additional stores within the 

Chicago, IL metropolitan area, which 

has the effect of preventing potential 

entry because the new developers 

cannot sign many of the tenants that are 

subject to radius restrictions. 

In Orlando, the acquisition of Prime’s 

outlet centers would give Simon 

ownership of three of the six outlet 

centers serving the Orlando area. 

However, Simon is acquiring the two 

closest competitors for many tenants. 

Absent the proposed relief in Orlando, 

Simon’s acquisition of Prime would 

increase the risk that Simon would 

unilaterally raise prices or otherwise 

reduce tenant benefits due to lost 

competition. 

Based on the above facts, the 

complaint alleges that Simon’s 

acquisition of Prime could eliminate 

actual, direct, and substantial 

competition between Simon and Prime 

in the relevant markets, and increase 

Simon’s ability to unilaterally exercise 

market power in Southwest Ohio; 

Chicago; and Orlando. 

As stated in the complaint, entry 

would not be timely, likely, or sufficient 

to deter or counteract the 

anticompetitive effects of this 

acquisition. It takes more than two years 

to develop an outlet center, or to 

reposition another type of shopping 

center into an outlet center. In addition, 

entry is not likely because the relevant 

markets affected by this transaction are 

protected by radius restrictions, which 

prevent or make it very expensive for 

outlet tenants to open additional stores 

within a certain proscribed radius of an 

existing outlet center. This has the effect 

of preventing potential entry because 

new developers cannot sign tenants 

already bound by radius restrictions. 


srobinson on DSKHWCL6B1PROD with NOTICES
Federal Register / Vol. 75, No. 223 / Friday, November 19, 2010 / Notices 70923 

IV. The Terms of the Proposed Consent 

Agreement 

The proposed Consent Agreement 

will remedy the likely competitive 

effects resulting from Simon’s 

acquisition of Prime’s outlet centers in 

each of the relevant markets discussed 

above. Pursuant to the proposed 

Consent Agreement, Simon will divest 

one outlet center in Southwest Ohio. 

This will remedy the competitive harm 

in that market by ensuring that Simon 

will not have a monopoly. The proposed 

Consent Agreement also requires Simon 

to waive enforcement of radius 

restrictions in the Chicago metropolitan 

area, which will eliminate a significant 

entry barrier that otherwise would likely 

preclude entry in Chicago. Finally, in 

Orlando, the proposed Consent 

Agreement requires Simon to waive 

enforcement of radius restrictions, 

which will make new entry 

substantially easier. Additionally, the 

proposed Consent Agreement requires 

Simon to provide tenants at all three 

outlet centers it will own in Orlando 

with the unilateral right to extend 

existing leases under existing lease 

terms up to January 1, 2015, with no 

penalty. 

Finally, the proposed Consent 

Agreement requires Simon to maintain 

the Southwest Ohio outlet centers at full 

economic viability, marketability, and 

competitiveness until the divestiture of 

one of the outlet centers to a 

Commission-approved acquirer is 

complete. 

V. Opportunity for Public Comment 

The proposed Consent Agreement has 

been placed on the public record for 

thirty (30) days for receipt of comments 

by interested persons. Comments 

received during this period will become 

part of the public record. After thirty 

(30) days, the Commission will review 

the comments received, and decide 

whether to withdraw from the proposed 

Consent Agreement, modify it, or make 

it final. By accepting the proposed 

Consent Agreement subject to final 

approval, the Commission anticipates 

that the competitive problems alleged in 

the complaint will be resolved. The 

purpose of this analysis is to inform and 

invite public comment on the proposed 

Consent Agreement, including the 

proposed divestiture, and to aid the 

Commission in its determination of 

whether to make the proposed Consent 

Agreement final. This analysis is not 

intended to constitute an official 

interpretation of the proposed Consent 

Agreement, nor to modify the terms of 

the proposed Consent Agreement in any 

way. 

By direction of the Commission. 

Donald S. Clark, 

Secretary. 

[FR Doc. 2010–29163 Filed 11–18–10; 8:45 am] 

BILLING CODE 6750–01–P 

DEPARTMENT OF HEALTH AND 

HUMAN SERVICES 

Office of the National Coordinator for 

Health Information Technology; HIT 

Standards Committee Advisory 

Meeting; Notice of Meeting 

AGENCY: Office of the National 

Coordinator for Health Information 

Technology, HHS. 

ACTION: Notice of meeting. 

This notice announces a forthcoming 

meeting of a public advisory committee 

of the Office of the National Coordinator 

for Health Information Technology 

(ONC). The meeting will be open to the 

public. 

Name of Committee: HIT Standards 

Committee. 

General Function of the Committee: to 

provide recommendations to the National 

Coordinator on standards, implementation 

specifications, and certification criteria for 

the electronic exchange and use of health 

information for purposes of adoption, 

consistent with the implementation of the 

Federal Health IT Strategic Plan, and in 

accordance with policies developed by the 

HIT Policy Committee. 

Date and Time: The meeting will be held 

on December 17, 2010, from 9 a.m. to 3 p.m./ 

Eastern Time. 

Location: The meeting will be conducted 

virtually only. Dial into the meeting: 1–877– 

705–6006; webcast: 

http://altarum.adobeconnect.com/ 

HITstandards. 

Contact Person: Judy Sparrow, Office of the 

National Coordinator, HHS, 330 C Street, SW, 

Washington, DC 20201, 202–205–4528, Fax: 

202–690–6079, email: judy.sparrow@hhs.gov. 

Please call the contact person for up-to-date 

information on this meeting. A notice in the 

Federal Register about last minute 

modifications that impact a previously 

announced advisory committee meeting 

cannot always be published quickly enough 

to provide timely notice. 

Agenda: The committee will hear reports 

from its workgroups, including the Clinical 

Operations, Vocabulary Task Force, 

Implementation, and Enrollment 

Workgroups. ONC intends to make 

background material available to the public 

no later than two (2) business days prior to 

the meeting. If ONC is unable to post the 

background material on its Web site prior to 

the meeting, it will be made publicly 

available at the location of the advisory 

committee meeting, and the background 

material will be posted on ONC’s Web site 

after the meeting, at http://healthit.hhs.gov. 

Procedure: Interested persons may present 

data, information, or views, orally or in 

writing, on issues pending before the 

committee. Written submissions may be 

made to the contact person on or before 

December 10, 2010. Oral comments from the 

public will be scheduled between 

approximately 2 and 3 p.m./Eastern Time. 

Time allotted for each presentation will be 

limited to three minutes each. If the number 

of speakers requesting to comment is greater 

than can be reasonably accommodated 

during the scheduled open public hearing 

session, ONC will take written comments 

after the meeting until close of business. 

Persons attending ONC’s advisory 

committee meetings are advised that the 

agency is not responsible for providing 

access to electrical outlets. 

ONC welcomes the attendance of the 

public at its advisory committee meetings. 

Seating is limited at the location, and ONC 

will make every effort to accommodate 

persons with physical disabilities or special 

needs. If you require special accommodations 

due to a disability, please contact Judy 

Sparrow at least seven (7) days in advance of 

the meeting. 

ONC is committed to the orderly conduct 

of its advisory committee meetings. Please 

visit our Web site at http://healthit.hhs.gov 

for procedures on public conduct during 

advisory committee meetings. 

Notice of this meeting is given under the 

Federal Advisory Committee Act (Pub. L. 92– 

463, 5 U.S.C., App. 2). 

Dated: November 8, 2010. 

Judith Sparrow, 

Office of Programs and Coordination, Office 

of the National Coordinator for Health 

Information Technology. 

[FR Doc. 2010–29217 Filed 11–18–10; 8:45 am] 

BILLING CODE 4150–45–P 

DEPARTMENT OF HEALTH AND 

HUMAN SERVICES 

Office of the National Coordinator for 

Health Information Technology; HIT 

Policy Committee Advisory Meeting; 

Notice of Meeting 

AGENCY: Office of the National 

Coordinator for Health Information 

Technology, HHS 

ACTION: Notice of meeting. 

This notice announces a forthcoming 

meeting of a public advisory committee 

of the Office of the National Coordinator 

for Health Information Technology 

(ONC). The meeting will be open to the 

public. 

Name of Committee: HIT Policy 

Committee. 

General Function of the Committee: to 

provide recommendations to the 

National Coordinator on a policy 

framework for the development and 

adoption of a nationwide health 

information technology infrastructure 

that permits the electronic exchange and 

use of health information as is 


srobinson on DSKHWCL6B1PROD with NOTICES