42112 Federal Register / Vol. 74, No. 160 / Thursday, August 20, 2009 / Notices 

Course Questionnaire for Supervisors of 

Graduates. 

The Department of Justice (DOJ), 

Federal Bureau of Investigation (FBI), 

Training Division’s Office of 

Technology, Research, and Curriculum 

Development (OTRCD) will be 

submitting the following information 

collection request to the Office of 

Management and Budget (OMB) for 

review and approval in accordance with 

the Paperwork Reduction Act of 1995. 

The proposed information collection is 

published to obtain comments from the 

public and affected agencies. 

Comments are encouraged and will be 

accepted for 60 days until October 19, 

2009. This process is conducted in 

accordance with 5 CFR 1320.10. 

If you have comments (especially on 

the estimated public burden or 

associated response time), suggestions, 

or need a copy of the proposed 

information collection instrument with 

instructions or additional information, 

please contact Candace Matthews, 

Evaluation Program Manager, Federal 

Bureau of Investigation, Training 

Division, Curriculum Development and 

Evaluation Unit, FBI Academy, 

Quantico, Virginia 22135 or facsimile at 

(703) 632–3111. 

Written comments and suggestions 

from the public and affected agencies 

concerning the proposed collection of 

information are encouraged. Your 

comments should address one or more 

of the following three points: 

(1) Evaluate whether the proposed 

collection of information is necessary 

for the proper performance of the 

functions of the agency/component, 

including whether the information will 

have practical utility; 

(2) Evaluate the accuracy of the 

agency’s/component’s estimate of the 

burden of the proposed collection of the 

information, including the validity of 

the methodology and assumptions used; 

(3) Enhance the quality, utility, and 

clarity of the information to be 

collected; and minimize the burden of 

the collection of information on those 

who are to respond, including the use 

of appropriate automated, electronic, 

mechanical, or other technological 

collection techniques or other forms of 

information technology, e.g., permitting 

electronic submission of responses. 

Overview of This Information 

1. Type of Information Collection: 

Approval of a reinstated collection. 

2. Title of the Forms: 

FBI National Academy Post-Course 

Questionnaire for Graduates; 

FBI National Academy Post-Course 

Questionnaire for Supervisors of 

Graduates. 

3. Agency Form Number, if any, and 

the applicable component of the 

department sponsoring the collection: 

Form Number: 1110–0021. 

Sponsor: Training Division of the 

Federal Bureau of Investigation (FBI), 

Department of Justice (DOJ). 

4. Affected Public who will be asked 

or required to respond, as well as a brief 

abstract: 

Primary: FBI National Academy 

graduates and their identified 

supervisors that represent state and 

local police and sheriffs’ departments, 

military police organizations, and 

federal law enforcement agencies from 

the United States and over 150 foreign 

nations. 

Brief Abstract: This collection is 

requested by FBI National Academy. 

These surveys have been developed that 

will measure the effectiveness of 

services that the FBI National Academy 

provides and will utilize the graduates 

and their supervisors’ comments to 

improve upon the current process. 

5. An estimate of the total number of 

respondents and the amount of time 

estimated for an average respondent to 

respond: There are approximately 2,000 

FBI National Academy graduates that 

will respond to the FBI National 

Academy Post-Course Questionnaire for 

Graduates. It is predicted that we will 

receive a 75% respond rate. The average 

response time for reading the directions 

for the FBI National Academy PostCourse Questionnaire for Graduates for 

the FBI National Academy graduates is 

estimated to be 2 minutes; time to 

complete the survey is estimated to be 

30 minutes. 

There are approximately 2,000 FBI 

National Academy graduates who have 

identified their supervisors that will 

respond to the FBI National Academy 

Post-Course Questionnaire for 

Supervisors of Graduates. It is predicted 

that we will receive a 75% respond rate. 

The average response time for reading 

the directions for the FBI National 

Academy Post-Course Questionnaire for 

Supervisors of Graduates for the 

supervisors is estimated to be 2 minutes; 

time to complete the survey is estimated 

to be 30 minutes. The total hour burden 

for both surveys is 3,088 hours. 

6. An estimate of the total public 

burden (in hours) associated with the 

collection: 

The average hour burden for 

completing all the surveys combined is 

3,088 hours. 

If additional information is required, 

contact: Ms. Lynn Bryant, Department 

Clearance Officer, United States 

Department of Justice, Policy and 

Planning Staff, Justice Management 

Division, Suite 1600, Patrick Henry 

Building, 601 D Street, NW., 

Washington, DC 20530. 

Dated: August 14, 2009 

Lynn Bryant, 

Department Clearance Officer, PRA, United 

States Department of Justice. 

[FR Doc. E9–20040 Filed 8–19–09; 8:45 am] 

BILLING CODE 4410–02–P 

DEPARTMENT OF JUSTICE 

Antitrust Division 

United States v. Sapa Holding AB and 

Indalex Holdings Finance, Inc.; 

Proposed Final Judgment and 

Competitive Impact Statement 

Notice is hereby given pursuant to the 

Antitrust Procedures and Penalties Act, 

15 U.S.C. 16(b)-(h), that a proposed 

Final Judgment, Stipulation and 

Competitive Impact Statement have 

been filed with the United States 

District Court for the District of 

Columbia in United States of America v. 

Sapa Holding AB and Indalex Holdings 

Finance, Inc., Civil Action No. 09–CV– 

01424. On July 30, 2009, the United 

States filed a Complaint alleging that the 

proposed acquisition by Sapa Holding 

AB (‘‘Sapa’’) of Indalex Holdings 

Finance, Inc. (‘‘Indalex’’) would violate 

Section 7 of the Clayton Act, 15 U.S.C. 

18. The proposed Final Judgment, filed 

the same time as the Complaint, 

requires Sapa to divest either Sapa’s or 

Indalex’s assets, including certain 

tangible and intangible assets, used for 

the manufacture and sale of coiled 

extruded aluminum tubing used in the 

formation of high frequency 

communications cables in the United 

States. If it has not divested one of these 

facilities within the period prescribed in 

the proposed Final Judgment, then a 

trustee will be appointed to sell 

Indalex’s entire Burlington, North 

Carolina extruded aluminum fabrication 

facility. 

Copies of the Complaint, proposed 

Final Judgment and Competitive Impact 

Statement are available for inspection at 

the Department of Justice, Antitrust 

Division, Antitrust Documents Group, 

450 Fifth Street, NW., Suite 1010, 

Washington, DC 20530 (telephone: 202– 

514–2481), on the Department of 

Justice’s Web site at http:// 

www.usdoj.gov/atr, and at the Office of 

the Clerk of the United States District 

Court for the District of Columbia. 

Copies of these materials may be 

obtained from the Antitrust Division 

upon request and payment of the 

copying fee set by Department of Justice 

regulations. 


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Public comment is invited within 60 

days of the date of this notice. Such 

comments, and responses thereto, will 

be published in the Federal Register 

and filed with the Court. Comments 

should be directed to Maribeth Petrizzi, 

Chief, Litigation II Section, Antitrust 

Division, Department of Justice, 450 

Fifth Street, NW., Suite 8700, 

Washington, DC 20530, (telephone: 

202–307–0924). 

Patricia A. Brink, 

Deputy Director of Operations and Civil 

Enforcement. 

United States of America, Department of 

Justice, Antitrust Division, 450 Fifth Street, 

NW., Suite 8700, Washington, DC 20530, 

Plaintiff v. Sapa Holding AB, 

Humlegardsgatan 17, Box 5505, SE–114 85 

Stockholm, Sweden, Indalex Holdings 

Finance, Inc., 75 Tri-State International, 

Suite 450, Lincolnshire, Illinois 60069, 

Defendants. 

Complaint 

The United States of America, acting 

under the direction of the Attorney 

General of the United States, brings this 

civil antitrust action to enjoin the 

proposed acquisition of Indalex 

Holdings Finance, Inc. (‘‘Indalex’’) by 

Sapa Holding AB (‘‘Sapa’’) and to obtain 

other equitable relief. The United States 

alleges as follows: 

I. Nature of Action 

1. Pursuant to an asset purchase 

agreement dated June 16, 2009, Sapa 

intends to acquire directly or indirectly 

substantially all of the assets of Indalex 

and its affiliated companies in a 

transaction valued at about $150 

million. Defendants Sapa and Indalex 

currently compete in the manufacture 

and sale of fabricated aluminum 

extruded products in the United States. 

The proposed transaction would 

substantially lessen competition for the 

manufacture and sale of coiled extruded 

aluminum tubing used in the formation 

of high frequency communications 

cables in the United States. 

2. Defendants Sapa and Indalex are 

the only two providers of coiled 

extruded aluminum tubing used in the 

formation of high frequency 

communications cables in the United 

States. Unless the acquisition is 

enjoined, consumers of coiled extruded 

aluminum tubing used in the formation 

of high frequency communications 

cables likely will pay higher prices as a 

consequence of the elimination of the 

existing competition between Sapa and 

Indalex. Accordingly, Sapa’s acquisition 

of Indalex would violate Section 7 of the 

Clayton Act, 15 U.S.C. 18. 

II. Jurisdiction and Venue 

3. This action is filed by the United 

States under Section 15 of the Clayton 

Act, 15 U.S.C. 25, to prevent and 

restrain the violation by defendants of 

Section 7 of the Clayton Act, 15 U.S.C. 

18. 

4. Defendants manufacture and sell 

coiled aluminum tubing and other 

products in the flow of interstate 

commerce. Defendants’ activities in the 

manufacture and sale of these products 

substantially affect interstate commerce. 

This Court has subject matter 

jurisdiction over this action pursuant to 

Section 12 of the Clayton Act, 15 U.S.C. 

22, and 28 U.S.C. 1331, 1337(a), and 

1345. 

5. Defendants Sapa and Indalex 

transact business, and have consented to 

venue and personal jurisdiction, in the 

District of Columbia. Venue is therefore 

proper in this judicial district under 15 

U.S.C. 22 and 28 U.S.C. 1391(c). Venue 

is also proper in the District of 

Columbia for Defendant Sapa, a 

Swedish corporation, under 28 U.S.C. 

1391(d). 

III. The Parties and the Transaction 

6. Sapa is a Swedish corporation with 

its principal place of business in 

Stockholm, Sweden. Sapa sells 

fabricated aluminum products 

throughout the world, including in the 

United States, where it is the largest 

aluminum extruder. Among the 

fabricated aluminum products that Sapa 

sells in the United States is coiled 

extruded aluminum tubing used in the 

formation of high frequency 

communications cables, which Sapa 

manufactures at its plant in Catawba, 

North Carolina. In 2007, Sapa had about 

$38.7 million in sales of coiled extruded 

aluminum tubing used in the formation 

of high frequency communications 

cables. In 2008, its sales of the product 

were about $30.7 million. Sapa is 

owned by Orkla ASA, a Norwegian 

public limited company whose offices 

are located in Sk<yen, Oslo in Norway. 

Orkla is a large, diversified international 

company with operations throughout 

the world. 

7. Indalex is a Delaware corporation 

with its principal place of business in 

Lincolnshire, Illinois. Indalex sells 

fabricated aluminum products in 

Canada and the United States. Indalex is 

the second largest aluminum extruder in 

the United States. Among the fabricated 

aluminum products that Indalex sells in 

the United States is coiled extruded 

aluminum tubing used in the formation 

of high frequency communications 

cables, which Indalex sells from its 

plant in Burlington, North Carolina. In 

2007, Indalex had about $18.3 million 

in sales of coiled extruded aluminum 

tubing used in the formation of high 

frequency communications cables. In 

2008, its sales of the product were about 

$12 million. 

8. Pursuant to a bankruptcy courtsupervised bidding process, Sapa and 

Indalex entered into an Asset Purchase 

Agreement on June 16, 2009, under 

which Sapa agreed to acquire 

substantially all the assets of Indalex 

and its affiliates in the United States 

and Canada. 

IV. Trade and Commerce 

A. The Relevant Product Market 

9. Cable television companies in the 

United States and abroad purchase 

coaxial cables to transmit high 

frequency broadband signals to their 

subscribers. One of the major inputs to 

these cables is specially manufactured 

extruded aluminum tubing, or 

‘‘aluminum sheathing.’’ Aluminum 

sheathing provides protection for the 

components of the cables to prevent the 

loss of the transmission signal to 

subscribers. To fulfill this function, it 

must be continuous, and it must not 

have any imperfections such as 

disruptions, pin-holes, or deformations 

along the entire length of the product. 

Aluminum sheathing also must be 

hermetic, forming an air-tight barrier 

around the circumference of the tubing 

to protect the cable against failure due 

to contamination from foreign 

substances. In addition, the aluminum 

sheathing must have a minimum length 

of 1,900 continuous feet to 

accommodate the needs of finished 

coaxial cable manufacturers. 

10. Aluminum sheathing also must be 

thin-walled, typically with a wall 

thickness in the range of 0.013 to 0.057 

inches, with a tolerance as low as +/¥ 

0.002 inches across the entire aluminum 

sheathing products line. Tight tolerance 

is required by customers to maintain 

consistent electrical performance of the 

cable and assures consistent interface of 

the cable with standard connectors at its 

termination points. The ratio of the 

sheathing outer diameter to the wall 

thickness commonly falls into the 30:1 

range. These thin walls make it difficult 

to maintain material consistency during 

the extrusion process and increase the 

risk of manufacturing defects and 

damage incurred during shipping. 

11. Aluminum sheathing must be 

made from high-purity aluminum alloy 

with particular mechanical and 

electrical properties. It must be 

manufactured to achieve transmission of 

radio frequency signals up to a 

frequency of 3 Ghz at a signal loss level 


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no worse than ¥30 decibels. Typically, 

it will be made from either aluminum 

alloy 1060, with a minimum aluminum 

content of 99.6 percent, or 1100, with a 

minimum aluminum content of 99.0 

percent. These alloys are flexible and 

pliable, which make them particularly 

suitable for cable applications but also 

susceptible to denting or damage during 

processing, particularly for sheathing 

with thin walls. Any such imperfections 

increase the electrical impedance of the 

finished cable and reduce its 

performance. Repeated, periodic 

imperfections in the sheathing, such as 

those that can result from irregularities 

in the coiling process, can reduce the 

cable performance and interfere with or 

block signals within a particular 

frequency band. 

12. Aluminum sheathing is coiled and 

sold to coaxial cable manufacturers that 

stretch the aluminum tubing and insert 

electrical wiring and insulation. There 

is no other product that customers can 

use as a reasonably cost-effective 

substitute for aluminum sheathing. 

While copper exhibits superior 

electrical properties, it is five times 

more expensive than aluminum and, as 

a result, is not used. Also, most 

customers do not use welded aluminum 

tubing as a substitute because of its 

much lower reliability in cable 

applications and lack of conformity 

with their installed base. 

13. A small but significant increase in 

the price of aluminum sheathing would 

not cause purchasers to substitute any 

other type of tubing to protect coaxial 

cables used to transmit high frequency 

broadband signals. Accordingly, the 

manufacture and sale of aluminum 

sheathing is a separate and distinct line 

of commerce and a relevant product 

market for the purpose of analyzing the 

effects of the acquisition under Section 

7 of the Clayton Act. 

B. The Relevant Geographic Market 

14. All aluminum sheathing sold in 

the United States is manufactured in the 

United States, and Indalex and Sapa sell 

aluminum sheathing for uses 

throughout the country. No aluminum 

sheathing is imported into the United 

States from abroad. 

15. The United States is a relevant 

geographic market for purposes of 

analyzing the effects of the acquisition 

under Section 7 of the Clayton Act. 

C. Anticompetitive Effects 

16. If Sapa is allowed to acquire the 

aluminum sheathing business of 

Indalex, the number of manufacturers of 

aluminum sheathing will decrease from 

two to one. Thus, the transaction will 

result in a monopoly. 

17. Currently, Sapa and Indalex 

directly constrain each other’s prices, 

limiting overall price increases for 

aluminum sheathing. 

18. Purchasers of aluminum sheathing 

in the United States have benefited from 

the competition between Sapa and 

Indalex through lower prices, higher 

quality, more innovation, and better 

service. Without the competitive 

constraint of head-to-head competition 

from Indalex, Sapa will have the ability 

to exercise market power by raising 

prices, lowering product quality, 

decreasing services, and lessening 

product innovation. 

19. The acquisition of Indalex by Sapa 

will remove a significant competitor in 

the market for aluminum sheathing in 

the United States. The resulting loss of 

competition will deny customers the 

benefits of competition, in violation of 

Section 7 of the Clayton Act. 

D. Entry Into the Manufacture and Sale 

of Aluminum Sheathing 

20. A new entrant would require 

significant time to obtain necessary 

equipment and to qualify its product to 

meet the demanding standards 

described in paragraphs 9 to 11, above. 

21. A new entrant into the 

manufacture and sale of aluminum 

sheathing must obtain significant 

technical know-how in order to 

manufacture it. Extrusions of structural 

aluminum products are made from 

different aluminum alloys than those 

used to produce aluminum sheathing 

and are not typically formed into 

lengths of 2000 feet or more. Also, other 

types of aluminum extrusions typically 

are not coiled and require different postextrusion processing. A new entrant 

would require significant time to 

develop the necessary expertise to 

perfect these processes in a high-volume 

production environment. Moreover, 

customers of aluminum sheathing must 

carefully qualify any new supplier, 

which can cost the customer over $1 

million and one year of time. Aluminum 

sheathing customers—i.e., cable 

manufacturers—incur significant 

liability in the form of repair and 

replacement costs and diminished 

reputation if their products do not 

perform as predicted. 

22. A new entrant also must invest in 

significant equipment and tooling to 

successfully manufacture the product. 

Appropriate dies, coiling systems, and 

presses of the size commonly used to 

produce aluminum sheathing could 

require substantial investment, much of 

which represents sunk costs. 

23. A new entrant, to be successful, 

must produce aluminum sheathing in 

quantities that permit it to realize 

economies of scale. Current and 

projected demand for the product are 

not likely to be sufficient to attract new 

investment, particularly because 

customers are parties to long-term 

contracts, the expiration dates for which 

differ significantly. Thus, entry at 

sufficient scale to justify the cost of the 

required investment is unlikely. 

24. Therefore, entry into the 

manufacture and sale of aluminum 

sheathing would not be timely, likely, or 

sufficient to counter anticompetitive 

price increases that Sapa could impose 

after its acquisition of Indalex. 

V. Violation Alleged 

25. The United States incorporates the 

allegations of paragraphs 1 through 24 

above. 

26. On or about July 31, 2009, Sapa 

plans to acquire Indalex and its assets 

used in the manufacture of coiled 

extruded aluminum tubing used in the 

formation of high frequency 

communications cables. The effect of 

this acquisition will be substantially to 

lessen competition in interstate trade 

and commerce in violation of Section 7 

of the Clayton Act. 

27. The transaction will likely have 

the following effects, among others: 

a. Competition in the manufacture 

and sale of coiled extruded aluminum 

tubing used in the formation of high 

frequency communications cables in the 

United States will be lessened 

substantially; 

b. Actual and potential competition 

between Sapa and Indalex in the 

manufacture and sale of coiled extruded 

aluminum tubing used in the formation 

of high frequency communications 

cables in the United States will be 

eliminated; and 

c. Prices for coiled extruded 

aluminum tubing used in the formation 

of high frequency communications 

cables likely will increase and the levels 

of quality, services and innovation 

likely will decrease. 

VI. Requested Relief 

28. The United States requests that 

this Court: 

a. Adjudge and decree that Sapa’s 

proposed acquisition of Indalex and its 

assets violates Section 7 of the Clayton 

Act, 15 U.S.C. 18; 

b. Permanently enjoin and restrain 

Sapa and all persons acting on its behalf 

from consummating the proposed 

acquisition or from entering into or 

carrying out any contract, agreement, 

plan, or understanding, the effect of 

which would be to combine the 

aluminum sheathing assets of Indalex 

and Sapa; 


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c. Award the United States its cost for 

this action; and 

d. Grant the United States such other 

and further relief as the case requires 

and the Court deems just and proper. 

Respectfully submitted. 

July 30, 2009. 

For Plaintiff United States. 

Christine A. Varney, 

Assistant Attorney General. 

William F. Cavanaugh, Jr., 

Deputy Assistant Attorney General. 

J. Robert Kramer II, 

Director of Operations. 

Maribeth Petrizzi, 

Bar No. 435204, Chief, Litigation II Section. 

Dorothy B. Fountain, 

Bar No. 439469, Assistant Chief, Litigation II 

Section. 

John F. Greaney, 

Suzanne Morris, 

Bar No. 450208. 

Dando B. Cellini, 

Warren A. Rosborough IV, 

Bar No. 495063. 

Attorneys, U.S. Department of Justice, 

Antitrust Division, Litigation II Section, 

Fifth Street, NW., Suite 8700, Washington, 

DC 20530. 

Final Judgment 

Whereas, Plaintiff, United States of 

America, filed its Complaint on July 30, 

2009, the United States and defendants, 

Sapa Holding AB and Indalex Holdings 

Finance, Inc., by their respective 

attorneys, have consented to the entry of 

this Final Judgment without trial or 

adjudication of any issue of fact or law, 

and without this Final Judgment 

constituting any evidence against or 

admission by any party regarding any 

issue of fact or law; 

And whereas, defendants agree to be 

bound by the provisions of this Final 

Judgment pending its approval by the 

Court; 

And whereas, the essence of this Final 

Judgment is the prompt and certain 

divestiture of certain rights and assets 

by the defendants to assure that 

competition is not substantially 

lessened; 

And whereas, the United States 

requires defendants to make certain 

divestitures for the purpose of 

remedying the loss of competition 

alleged in the Complaint; 

And whereas, defendants have 

represented to the United States that the 

divestitures required below can and will 

be made and that defendants will later 

raise no claim of hardship or difficulty 

as grounds for asking the Court to 

modify any of the divestiture provisions 

contained below; 

Now therefore, before any testimony 

is taken, without trial or adjudication of 

any issue of fact or law, and upon 

consent of the parties, It is ordered, 

adjudged and decreed: 

I. Jurisdiction 

This Court has jurisdiction over the 

subject matter of and each of the parties 

to this action. The Complaint states a 

claim upon which relief may be granted 

against defendants under Section 7 of 

the Clayton Act, 15 U.S.C. 8, as 

amended. 

II. Definitions 

As used in this Final Judgment: 

A. ‘‘Acquirer’’ means the entity to 

whom defendants divest the Divestiture 

Assets or to whom the trustee divests 

the Alternative Divestiture Assets. 

B. ‘‘Sapa’’ means defendant Sapa 

Holding AB, a subsidiary of Orkla ASA, 

headquartered in Stockholm, Sweden, 

its successors and assigns, and its 

parents, subsidiaries, divisions, groups, 

affiliates, partnerships and joint 

ventures, and their directors, officers, 

managers, agents, and employees. 

C. ‘‘Indalex’’ means defendant Indalex 

Holdings Finance, Inc., headquartered 

in Lincolnshire, Illinois, its successors 

and assigns, and its subsidiaries, 

divisions, groups, affiliates, 

partnerships and joint ventures, and 

their directors, officers, managers, 

agents, and employees. 

D. ‘‘Divestiture Assets’’ means: 

(1) Sapa’s Catawba, North Carolina 

facility (‘‘Catawba facility’’), located at 

6555 CommScope Road, Catawba, North 

Carolina, including: (a) All tangible 

assets comprising the Catawba facility, 

including, but not limited to, all 

research and development activities; all 

manufacturing equipment, tooling and 

fixed assets, personal property, 

inventory, office furniture, materials, 

supplies, and other tangible property 

and all assets used in connection with 

the Catawba facility; all licenses, 

permits and authorizations issued by 

any governmental organization relating 

to the Catawba facility; all contracts, 

teaming arrangements, agreements, 

leases, commitments, certifications, and 

understandings relating to the Catawba 

facility, including supply agreements; 

all customer lists, contracts, accounts, 

and credit records; all repair and 

performance records and all other 

records relating to the Catawba facility; 

(b) All intangible assets used in the 

development, production and sale of 

coiled extruded aluminum tubing used 

in the formation of high frequency 

communications cables, including, but 

not limited to, all patents, licenses and 

sublicenses, intellectual property, 

copyrights, trademarks, trade names, 

service marks, service names, technical 

information, computer software and 

related documentation, know-how, 

trade secrets, drawings, blueprints, 

designs, design protocols, specifications 

for materials, specifications for parts 

and devices, safety procedures for the 

handling of materials and substances, 

quality assurance and control 

procedures, design tools and simulation 

capability; all manuals and technical 

information provided by Sapa to its own 

employees, customers, suppliers, agents 

or licensees; and all research data 

concerning historic and current research 

and development efforts at the Catawba 

facility, including, but not limited to, 

designs of experiments and the results 

of successful and unsuccessful designs 

and experiments; or 

(2) The portion of Indalex’s assets 

located at any time during the past two 

years on the north side of Industry Drive 

(‘‘Burlington aluminum sheathing 

facility’’), at its Burlington, North 

Carolina facility, 1507 Industry Drive, 

Burlington, North Carolina (‘‘Burlington 

facility’’), including: 

(a) All tangible assets comprising the 

Burlington aluminum sheathing facility, 

including, but not limited to, all assets 

that have been used in connection with 

the manufacture and sale of coiled 

extruded aluminum tubing used in the 

formation of high frequency 

communications cables (‘‘aluminum 

sheathing’’); a total of two presses, 

including the 14-inch press used by 

Indalex primarily to produce aluminum 

sheathing along with all assets 

necessary to the operation of those two 

presses, including assets involved in the 

processing and handling of billets and 

coiling or other post-extrusion 

processing operations; all research and 

development activities; all 

manufacturing equipment, tooling and 

fixed assets, personal property, 

inventory, office furniture, materials, 

supplies, and other tangible property 

and all assets used in connection with 

the Burlington aluminum sheathing 

facility; all licenses, permits and 

authorizations issued by any 

governmental organization relating to 

the Burlington aluminum sheathing 

facility; all contracts, teaming 

arrangements, agreements, leases, 

commitments, certifications, and 

understandings relating to the 

Burlington aluminum tubing facility, 

including supply agreements; all 

customer lists, contracts, accounts, and 

credit records; all repair and 

performance records and all other 

records relating to the Burlington 

aluminum sheathing facility; and 

(b) All intangible assets used in the 

development, production and sale of 

aluminum sheathing or any other 

product manufactured at the Burlington 


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aluminum sheathing facility during the 

past two years, including, but not 

limited to, all patents, licenses and 

sublicenses, intellectual property, 

copyrights, trademarks, trade names, 

service marks, service names, technical 

information, computer software and 

related documentation, know-how, 

trade secrets, drawings, blueprints, 

designs, design protocols, specifications 

for materials, specifications for parts 

and devices, safety procedures for the 

handling of materials and substances, 

quality assurance and control 

procedures, design tools and simulation 

capability; all manuals and technical 

information provided by Indalex to its 

own employees, customers, suppliers, 

agents or licensees; and all research data 

concerning historic and current research 

and development efforts at the 

Burlington aluminum sheathing facility, 

including, but not limited to, designs of 

experiments and the results of 

successful and unsuccessful designs and 

experiments. 

(c) Notwithstanding the foregoing, the 

non-press assets (including but not 

limited to repair/performance 

documentation, customer contracts, 

technical information and conduit and 

distribution tooling) that primarily 

relate to, and the employees primarily 

assigned to, the two presses and 

operations south of Industry Road at the 

Burlington plant are not part of the 

‘‘Burlington aluminum sheathing 

facility.’’ 

E. ‘‘Alternative Divestiture Assets’’ 

means Indalex’s Burlington facility 

including: 

(1) All tangible assets comprising the 

Burlington facility, including, but not 

limited to, all research and development 

activities; all manufacturing equipment, 

tooling and fixed assets, personal 

property, inventory, office furniture, 

materials, supplies, and other tangible 

property and all assets used in 

connection with the Burlington facility; 

all licenses, permits and authorizations 

issued by any governmental 

organization relating to the Burlington 

facility; all contracts, teaming 

arrangements, agreements, leases, 

commitments, certifications, and 

understandings relating to the 

Burlington facility, including, supply 

agreements; all customer lists, contracts, 

accounts, and credit records; all repair 

and performance records and all other 

records relating to the Burlington 

facility; 

(2) All intangible assets used in the 

development, production and sale of 

extruded aluminum products, 

including, but not limited to, all patents, 

licenses and sublicenses, intellectual 

property, copyrights, trademarks, trade 

names, service marks, service names, 

technical information, computer 

software and related documentation, 

know-how, trade secrets, drawings, 

blueprints, designs, design protocols, 

specifications for materials, 

specifications for parts and devices, 

safety procedures for the handling of 

materials and substances, quality 

assurance and control procedures, 

design tools and simulation capability; 

all manuals and technical information 

provided by Indalex to its own 

employees, customers, suppliers, agents 

or licensees; and all research data 

concerning historic and current research 

and development efforts relating to the 

Burlington facility, including, but not 

limited to, designs of experiments and 

the results of successful and 

unsuccessful designs and experiments. 

III. Applicability 

A. This Final Judgment applies to 

Sapa and Indalex, as defined above, and 

all other persons in active concert or 

participation with either of them who 

receive actual notice of this Final 

Judgment by personal service or 

otherwise. 

B. If, prior to complying with Sections 

IV and V of this Final Judgment, 

defendants sell or otherwise dispose of 

all or substantially all of their assets or 

of lesser business units that include the 

Divestiture Assets or the Alternative 

Divestiture Assets, they shall require the 

purchaser to be bound by the provisions 

of this Final Judgment. Defendants need 

not obtain such an agreement from the 

acquirer of the assets divested pursuant 

to this Final Judgment. 

IV. Divestitures 

A. Defendants are ordered and 

directed, within ninety (90) calendar 

days after the filing of the Complaint in 

this matter, or five (5) calendar days 

after notice of the entry of this Final 

Judgment by the Court, whichever is 

later, to divest the Divestiture Assets in 

a manner consistent with this Final 

Judgment to an Acquirer acceptable to 

the United States, in its sole discretion. 

The United States, in its sole discretion, 

may agree to one or more extensions of 

this time period not to exceed sixty (60) 

calendar days in total, and shall notify 

the Court in such circumstances. 

Defendants agree to use their best efforts 

to divest the Divestiture Assets as 

expeditiously as possible. If defendants 

have not divested the Divestiture Assets 

within the time periods specified in this 

paragraph, the Alternative Divestiture 

Assets shall be divested in accordance 

with Section V of this Final Judgment. 

B. In accomplishing the divestiture 

ordered by this Final Judgment, 

defendants promptly shall make known, 

by usual and customary means, the 

availability of the Divestiture Assets. 

Defendants shall inform any person 

making inquiry regarding a possible 

purchase of the Divestiture Assets that 

they are being divested pursuant to this 

Final Judgment and provide that person 

with a copy of this Final Judgment. 

Defendants shall offer to furnish to all 

prospective Acquirers, subject to 

customary confidentiality assurances, 

all information and documents relating 

to the Divestiture Assets customarily 

provided in a due diligence process 

except such information or documents 

subject to the attorney-client privilege or 

work-product doctrine. Defendants shall 

make available such information to the 

United States at the same time that such 

information is made available to any 

other person. 

C. Defendants shall provide the 

Acquirer and the United States 

information relating to the personnel 

involved in the production, operation, 

development and/or sale of the 

Divestiture Assets, or the Alternative 

Divestiture Assets if the divestiture is 

made pursuant to Section V of this Final 

Judgment, to enable the Acquirer to 

make offers of employment. Defendants 

will not interfere with any negotiations 

by the Acquirer to employ any 

defendant employee whose primary 

responsibility is the production, 

operation, development and/or sale of 

the Divestiture Assets, or the Alternative 

Divestiture Assets if the divestiture is 

made pursuant to Section V of this Final 

Judgment. For a period of twelve (12) 

months from the date of the divestiture 

of the Divestiture Assets, defendants 

shall not solicit to hire, or hire, any such 

defendant employee that receives a 

substantially equivalent offer of 

employment from the approved 

Acquirer, unless such employee is 

terminated or laid off by the Acquirer, 

or the Acquirer agrees that defendants 

may solicit and hire that employee. 

D. Defendants shall permit 

prospective Acquirers of the Divestiture 

Assets, or the Alternative Divestiture 

Assets if the divestiture is made 

pursuant to Section V of this Final 

Judgment, to have reasonable access to 

personnel and to make inspections of 

the physical facilities of the Divestiture 

Assets, or the Alternative Divestiture 

Assets if the divestiture is made 

pursuant to Section V of this Final 

Judgment; access to any and all 

environmental, zoning, and other permit 

documents and information; and access 

to any and all financial, operational, or 

other documents and information 

customarily provided as part of a due 

diligence process. 


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E. Defendants shall warrant to the 

Acquirer that each asset will be 

operational on the date of sale. 

F. Defendants shall not take any 

action that will impede in any way the 

permitting, operation, or divestiture of 

the Divestiture Assets, or the Alternative 

Divestiture Assets if the divestiture is 

made pursuant to Section V of this Final 

Judgment. 

G. Defendants shall warrant to the 

Acquirer that there are no material 

defects in the environmental, zoning or 

other permits pertaining to the 

operation of each asset, and that 

following the sale of the Divestiture 

Assets or the Alternative Divestiture 

Assets, defendants will not undertake, 

directly or indirectly, any challenges to 

the environmental, zoning, or other 

permits relating to the operation of the 

Divestiture Assets or the Alternative 

Divestiture Assets. 

H. Unless the United States otherwise 

consents in writing, the divestiture 

pursuant to Section IV, or by trustee 

appointed pursuant to Section V, of this 

Final Judgment, shall include the entire 

Divestiture Assets or the Alternative 

Divestiture Assets, and shall be 

accomplished in such a way as to satisfy 

the United States, in its sole discretion, 

that the Divestiture Assets or the 

Alternative Divestiture Assets can and 

will be used by the Acquirer as part of 

a viable, ongoing business in the 

production and sale of coiled extruded 

aluminum tubing used in the formation 

of high frequency communications 

cables. The divestitures, whether 

pursuant to Section IV or Section V of 

this Final Judgment, 

(1) Shall be made to an Acquirer that, 

in the United States’s sole judgment, has 

the intent and capability (including the 

necessary managerial, operational, 

technical and financial capability) of 

competing effectively in the business of 

coiled extruded aluminum tubing used 

in the formation of high frequency 

communications cables; and 

(2) Shall be accomplished so as to 

satisfy the United States, in its sole 

discretion, that none of the terms of any 

agreement between an Acquirer and 

defendants give defendants the ability 

unreasonably to raise the Acquirer’s 

costs, to lower the Acquirer’s efficiency, 

or otherwise to interfere in the ability of 

the Acquirer to compete effectively. 

V. Appointment of Trustee 

A. If defendants have not divested the 

Divestiture Assets within the time 

period specified in Section IV(A), 

defendants shall notify the United 

States of that fact in writing. Upon 

application of the United States, the 

Court shall appoint a trustee selected by 

the United States and approved by the 

Court to effect the sale of the Alternative 

Divestiture Assets. 

B. After the appointment of a trustee 

becomes effective, only the trustee shall 

have the right to sell the Alternative 

Divestiture Assets. The trustee shall 

have the power and authority to 

accomplish the divestiture to an 

Acquirer acceptable to the United States 

at such price and on such terms as are 

then obtainable upon reasonable effort 

by the trustee, subject to the provisions 

of Sections IV, V, and VI of this Final 

Judgment, and shall have such other 

powers as this Court deems appropriate. 

Subject to Section V(D) of this Final 

Judgment, the trustee may hire at the 

cost and expense of defendants any 

investment bankers, attorneys, or other 

agents, who shall be solely accountable 

to the trustee, reasonably necessary in 

the trustee’s judgment to assist in the 

divestiture. 

C. Defendants shall not object to a sale 

by the trustee on any ground other than 

the trustee’s malfeasance. Any such 

objections by defendants must be 

conveyed in writing to the United States 

and the trustee within ten (10) calendar 

days after the trustee has provided the 

notice required under Section VI. 

D. The trustee shall serve at the cost 

and expense of defendants, on such 

terms and conditions as the United 

States approves, and shall account for 

all monies derived from the sale of the 

assets sold by the trustee and all costs 

and expenses so incurred. After 

approval by the Court of the trustee’s 

accounting, including fees for its 

services and those of any professionals 

and agents retained by the trustee, all 

remaining money shall be paid to 

defendants and the trust shall then be 

terminated. The compensation of the 

trustee and any professionals and agents 

retained by the trustee shall be 

reasonable in light of the value of the 

Alternative Divestiture Assets and based 

on a fee arrangement providing the 

trustee with an incentive based on the 

price and terms of the divestiture and 

the speed with which it is 

accomplished, but timeliness is 

paramount. 

E. Defendants shall use their best 

efforts to assist the trustee in 

accomplishing the required divestiture. 

The trustee and any consultants, 

accountants, attorneys, and other 

persons retained by the trustee shall 

have full and complete access to the 

personnel, books, records, and facilities 

of the business to be divested, and 

defendants shall develop financial and 

other information relevant to such 

business as the trustee may reasonably 

request, subject to reasonable protection 

for trade secret or other confidential 

research, development, or commercial 

information. Defendants shall take no 

action to interfere with or to impede the 

trustee’s accomplishment of the 

divestiture. 

F. After its appointment, the trustee 

shall file monthly reports with the 

United States and the Court setting forth 

the trustee’s efforts to accomplish the 

divestiture ordered under this Final 

Judgment. To the extent such reports 

contain information that the trustee 

deems confidential, such reports shall 

not be filed in the public docket of the 

Court. Such reports shall include the 

name, address, and telephone number of 

each person who, during the preceding 

month, made an offer to acquire, 

expressed an interest in acquiring, 

entered into negotiations to acquire, or 

was contacted or made an inquiry about 

acquiring, any interest in the Alternative 

Divestiture Assets, and shall describe in 

detail each contact with any such 

person. The trustee shall maintain full 

records of all efforts made to divest the 

Alternative Divestiture Assets. 

G. If the trustee has not accomplished 

the divestiture ordered under this Final 

Judgment within six (6) months after its 

appointment, the trustee shall promptly 

file with the Court a report setting forth 

(1) the trustee’s efforts to accomplish the 

required divestiture, (2) the reasons, in 

the trustee’s judgment, why the required 

divestiture has not been accomplished, 

and (3) the trustee’s recommendations. 

To the extent such reports contain 

information that the trustee deems 

confidential, such reports shall not be 

filed in the public docket of the Court. 

The trustee shall at the same time 

furnish such report to the United States, 

which shall have the right to make 

additional recommendations consistent 

with the purpose of the trust. The Court 

thereafter shall enter such orders as it 

shall deem appropriate to carry out the 

purpose of the Final Judgment, which 

may, if necessary, include extending the 

trust and the term of the trustee’s 

appointment by a period requested by 

the United States. 

VI. Notice of Proposed Divestiture 

A. Within two (2) business days 

following execution of a definitive 

divestiture agreement, defendants or the 

trustee, whichever is then responsible 

for effecting the divestiture required 

herein, shall notify the United States of 

any proposed divestiture required by 

Section IV or V of this Final Judgment. 

If the trustee is responsible, it shall 

similarly notify defendants. The notice 

shall set forth the details of the 

proposed divestiture and list the name, 

address, and telephone number of each 


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person not previously identified who 

offered or expressed an interest in or 

desire to acquire any ownership interest 

in the Divestiture Assets or the 

Alternative Divestiture Assets, together 

with full details of the same. 

B. Within fifteen (15) calendar days of 

receipt by the United States of such 

notice, the United States may request 

from defendants, the proposed Acquirer, 

any other third party, or the trustee, if 

applicable, additional information 

concerning the proposed divestiture, the 

proposed Acquirer, and any other 

potential Acquirer. Defendants and the 

trustee shall furnish any additional 

information requested within fifteen 

(15) calendar days of the receipt of the 

request, unless the parties shall 

otherwise agree. 

C. Within thirty (30) calendar days 

after receipt of the notice or within 

twenty (20) calendar days after the 

United States has been provided the 

additional information requested from 

defendants, the proposed Acquirer, any 

third party, and the trustee, whichever 

is later, the United States shall provide 

written notice to defendants and the 

trustee, if there is one, stating whether 

or not it objects to the proposed 

divestiture. If the United States provides 

written notice that it does not object, the 

divestiture may be consummated, 

subject only to defendants’ limited right 

to object to the sale under Section V(C) 

of this Final Judgment. Absent written 

notice that the United States does not 

object to the proposed Acquirer or upon 

objection by the United States, a 

divestiture proposed under Section IV 

or Section V shall not be consummated. 

Upon objection by defendants under 

Section V(C), a divestiture proposed 

under Section V shall not be 

consummated unless approved by the 

Court. 

VII. Financing 

Defendants shall not finance all or 

any part of any purchase made pursuant 

to Section IV or V of this Final 

Judgment. 

VIII. Hold Separate 

Until the divestiture required by this 

Final Judgment has been accomplished, 

defendants shall take all steps necessary 

to comply with the Hold Separate 

Stipulation and Order entered by this 

Court. Defendants shall take no action 

that would jeopardize the divestiture 

ordered by this Court. 

IX. Affidavits 

A. Within twenty (20) calendar days 

of the filing of the Complaint in this 

matter, and every thirty (30) calendar 

days thereafter until the divestiture has 

been completed under Section IV or V, 

defendants shall deliver to the United 

States an affidavit as to the fact and 

manner of its compliance with Section 

IV or V of this Final Judgment. Each 

such affidavit shall include the name, 

address, and telephone number of each 

person who, during the preceding thirty 

(30) calendar days, made an offer to 

acquire, expressed an interest in 

acquiring, entered into negotiations to 

acquire, or was contacted or made an 

inquiry about acquiring, any interest in 

the Divestiture Assets or the Alternative 

Divestiture Assets if the divestiture is 

made pursuant to Section V of this Final 

Judgment, and shall describe in detail 

each contact with any such person 

during that period. Each such affidavit 

shall also include a description of the 

efforts defendants have taken to solicit 

buyers for the Divestiture Assets or the 

Alternative Divestiture Assets, and to 

provide required information to 

prospective Acquirers, including the 

limitations, if any, on such information. 

Assuming the information set forth in 

the affidavit is true and complete, any 

objection by the United States to 

information provided by defendants, 

including limitation on information, 

shall be made within fourteen (14) 

calendar days of receipt of such 

affidavit. 

B. Within twenty (20) calendar days 

of the filing of the Complaint in this 

matter, defendants shall deliver to the 

United States an affidavit that describes 

in reasonable detail all actions 

defendants have taken and all steps 

defendants have implemented on an 

ongoing basis to comply with Section 

VIII of this Final Judgment. Defendants 

shall deliver to the United States an 

affidavit describing any changes to the 

efforts and actions outlined in 

defendants’ earlier affidavits filed 

pursuant to this section within fifteen 

(15) calendar days after the change is 

implemented. 

C. Defendants shall keep all records of 

all efforts made to preserve and divest 

the Divestiture Assets or the Alternative 

Divestiture Assets until one year after 

such divestiture has been completed. 

X. Compliance Inspection 

A. For the purposes of determining or 

securing compliance with this Final 

Judgment, or of determining whether 

the Final Judgment should be modified 

or vacated, and subject to any legally 

recognized privilege, from time to time 

authorized representatives of the United 

States Department of Justice Antitrust 

Division, including consultants and 

other persons retained by the United 

States, shall, upon written request of an 

authorized representative of the 

Assistant Attorney General in charge of 

the Antitrust Division, and on 

reasonable notice to defendants, be 

permitted: 

(1) Access during defendants’ office 

hours to inspect and copy, or at the 

option of the United States, to require 

defendants to provide hard copy or 

electronic copies of, all books, ledgers, 

accounts, records, data, and documents 

in the possession, custody, or control of 

defendants, relating to any matters 

contained in this Final Judgment; and 

(2) To interview, either informally or 

on the record, defendants’ officers, 

employees, or agents, who may have 

their individual counsel present, 

regarding such matters. The interviews 

shall be subject to the reasonable 

convenience of the interviewee and 

without restraint or interference by 

defendants. 

B. Upon the written request of an 

authorized representative of the 

Assistant Attorney General in charge of 

the Antitrust Division, defendants shall 

submit written reports or response to 

written interrogatories, under oath if 

requested, relating to any of the matters 

contained in this Final Judgment as may 

be requested. 

C. No information or documents 

obtained by the means provided in this 

section shall be divulged by the United 

States to any person other than an 

authorized representative of the 

executive branch of the United States, 

except in the course of legal proceedings 

to which the United States is a party 

(including grand jury proceedings), or 

for the purpose of securing compliance 

with this Final Judgment, or as 

otherwise required by law. 

D. If at the time information or 

documents are furnished by defendants 

to the United States, defendants 

represent and identify in writing the 

material in any such information or 

documents to which a claim of 

protection may be asserted under Rule 

26(c)(1)(G) of the Federal Rules of Civil 

Procedure, and defendants mark each 

pertinent page of such material, 

‘‘Subject to claim of protection under 

Rule 26(c)(1)(G) of the Federal Rules of 

Civil Procedure,’’ then the United States 

shall give defendants ten (10) calendar 

days notice prior to divulging such 

material in any legal proceeding (other 

than a grand jury proceeding). 

XI. No Reacquisition 

Defendants may not reacquire any 

part of the Divestiture Assets or the 

Alternative Divestiture Assets during 

the term of this Final Judgment. 


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XII. Retention of Jurisdiction 

This Court retains jurisdiction to 

enable any party to this Final Judgment 

to apply to this Court at any time for 

further orders and directions as may be 

necessary or appropriate to carry out or 

construe this Final Judgment, to modify 

any of its provisions, to enforce 

compliance, and to punish violations of 

its provisions. 

XIII. Expiration of Final Judgment 

Unless this Court grants an extension, 

this Final Judgment shall expire ten (10) 

years from the date of its entry. 

XIV. Public Interest Determination 

Entry of this Final Judgment is in the 

public interest. The parties have 

complied with the requirements of the 

Antitrust Procedures and Penalties Act, 

15 U.S.C. 16, including making copies 

available to the public of this Final 

Judgment, the Competitive Impact 

Statement, and any comments thereon 

and the United States’s responses to 

comments. Based upon the record 

before the Court, which includes the 

Competitive Impact Statement and any 

comments and response to comments 

filed with the Court, entry of this Final 

Judgment is in the public interest. 

Date: llllllllllllllll

Court approval subject to procedures of 

Antitrust Procedures and Penalties 

Act, 15 U.S.C. § 16. 

lllll/s/lllll 

United States District Judge. 

United States District Court for The 

District of Columbia 

United States of America, Plaintiff, v. Sapa 

Holding Ab, And Indalex Holdings Finance, 

Inc., Defendants. 

Case No.: 

Judge: 

Deck Type: Antitrust. 

Date Stamp: July 30, 2009. 

Competitive Impact Statement 

Plaintiff United States of America 

(‘‘United States’’), pursuant to Section 

2(b) of the Antitrust Procedures and 

Penalties Act (‘‘APPA’’ or ‘‘Tunney 

Act’’), 15 U.S.C. 16(b)–(h), files this 

Competitive Impact Statement relating 

to the proposed Final Judgment 

submitted for entry in this civil antitrust 

proceeding. 

I. Nature and Purpose of the Proceeding 

Defendant Sapa Holding AB (‘‘Sapa’’) 

and Indalex Holdings Finance, Inc. 

(‘‘Indalex’’) entered into an Asset 

Purchase Agreement dated June 16, 

2009, pursuant to which Sapa would 

acquire Indalex in a sale under Chapter 

11 of the Bankruptcy Code. The United 

States filed a civil antitrust Complaint 

on July 30, 2009, seeking to enjoin the 

proposed acquisition, alleging that it 

would substantially lessen competition 

for the manufacture and sale of coiled 

extruded aluminum tubing used in the 

formation of high frequency 

communications cables in the United 

States in violation of Section 7 of the 

Clayton Act, 15 U.S.C. 18. This loss of 

competition would likely result in 

consumers paying higher prices, 

lowering product quality, decreasing 

services, and reducing product 

innovation for coiled extruded 

aluminum tubing used in the formation 

of high frequency communications 

cables. 

With the filing of the Complaint in 

this case, the United States also filed a 

Hold Separate Stipulation and Order 

and proposed Final Judgment, which 

are designed to eliminate the 

anticompetitive effects of the proposed 

acquisition. Under the proposed Final 

Judgment, explained more fully below, 

defendants are required promptly to 

divest either Sapa’s or Indalex’s assets 

used for the manufacture and sale of 

coiled extruded aluminum tubing used 

in the formation of high frequency 

communications cables in the United 

States. If they have not divested one of 

these facilities within the period 

prescribed in the proposed Final 

Judgment, then a trustee will be 

appointed to sell Indalex’s entire 

Burlington, North Carolina extruded 

aluminum fabrication facility. Under the 

terms of the Hold Separate Stipulation 

and Order, Sapa is required to take 

certain steps to ensure that the assets 

eligible to be divested will be operated 

as a competitively independent, 

economically viable and ongoing 

business concern, that will remain 

independent and uninfluenced by the 

consummation of the acquisition, and 

that competition is maintained during 

the pendency of the ordered divestiture. 

The United States and the defendants 

have stipulated that the proposed Final 

Judgment may be entered after 

compliance with the APPA. Entry of the 

proposed Final Judgment would 

terminate this action, except that the 

Court would retain jurisdiction to 

construe, modify, or enforce the 

provisions of the proposed Final 

Judgment and to punish violations 

thereof. 

II. Description of the Events Giving Rise 

to the Alleged Violation 

A. The Parties to the Proposed 

Transaction 

Sapa is a Swedish corporation with its 

principal place of business in 

Stockholm, Sweden. Sapa sells 

fabricated aluminum products 

throughout the world, including in the 

United States, where it is the largest 

aluminum extruder. Among the 

fabricated aluminum products that Sapa 

sells in the United States is coiled 

extruded aluminum tubing used in the 

formation of high frequency 

communications cables, which Sapa 

manufactures at its plant in Catawba, 

North Carolina. Sapa is owned by Orkla 

ASA, a Norwegian public limited 

company whose offices are located in 

Skryen, Oslo in Norway. Orkla is a 

large, diversified international company 

with operations throughout the world. 

Indalex is a Delaware corporation 

with its principal place of business in 

Lincolnshire, Illinois. Indalex sells 

fabricated aluminum products in 

Canada and the United States. Indalex is 

the second largest aluminum extruder in 

the United States. Among the fabricated 

aluminum products that Indalex sells in 

the United States is coiled extruded 

aluminum tubing used in the formation 

of high frequency communications 

cables, which Indalex sells from its 

plant in Burlington, North Carolina. 

Pursuant to a bankruptcy courtsupervised bidding process, Sapa and 

Indalex entered into an Asset Purchase 

Agreement on June 16, 2009, under 

which Sapa agreed to acquire 

substantially all the assets of Indalex 

and its affiliates in the United States 

and Canada. Sapa and Indalex are the 

only two manufacturers of coiled 

extruded aluminum tubing used in the 

formation of high frequency 

communications cables in the United 

States. Sapa’s acquisition of Indalex 

thus would result in a monopoly. 

Without the head-to-head competition 

from Indalex, Sapa will be able to 

exercise power in the market for coiled 

extruded aluminum tubing used in the 

formation of high frequency 

communications cables sold in the 

United States by raising prices, lowering 

product quality, decreasing services, 

and reducing product innovation. This 

transaction is the subject of the 

Complaint and proposed Final 

Judgment filed by the United States on 

July 30, 2009. 

The United States has agreed to entry 

of the proposed Final Judgment and 

Hold Separate Stipulation and Order, 

which will prevent injury to 

competition that otherwise likely would 

arise from the proposed acquisition of 

Indalex by Sapa. 

B. The Relevant Product Market 

Coiled extruded aluminum tubing, or 

‘‘aluminum sheathing,’’ is used in the 

fabrication of coaxial cables, which are 

used in large quantities by cable 


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television companies in the United 

States and abroad to transmit high 

frequency broadband signals to their 

subscribers. Manufacturers of coaxial 

cables use aluminum sheathing sold by 

Sapa and Indalex to protect the cable 

wiring and insulation and to prevent the 

loss of the transmission signal to 

subscribers. To fulfill this function, 

aluminum sheathing must be 

continuous, and it must not have any 

imperfections such as disruptions, pinholes, or deformations along the entire 

length of the product. Aluminum 

sheathing also must be hermetic, 

forming an air-tight barrier around the 

circumference of the tubing. In addition, 

the aluminum sheathing must have a 

minimum length of about 1,900 

continuous feet to accommodate the 

needs of finished coaxial cable 

manufacturers. 

Aluminum sheathing also must be 

thin-walled, typically with a wall 

thickness in the range of 0.019 to 0.057 

inches, with a tolerance as low as +/¥ 

0.002 inches across the entire aluminum 

sheathing product line. The ratio of the 

sheathing outer diameter to the wall 

thickness commonly falls into the 30:1 

range. These thin walls make it difficult 

to maintain material consistency during 

the extrusion process and increase the 

risk of manufacturing defects and 

damage incurred during shipping. 

Aluminum sheathing used for coaxial 

cables must be made from high-purity 

aluminum alloy with particular 

mechanical and electrical properties. 

Typically, it will be made from either 

aluminum alloy 1060, with a minimum 

aluminum content of 99.6 percent, or 

1100, with a minimum aluminum 

content of 99.0 percent. These alloys are 

flexible and pliable making them 

particularly suitable for cable 

applications but also susceptible to 

denting or damage during processing. 

Any imperfection could increase the 

electrical impedance of the finished 

cable and reduce its performance. 

Moreover, the tubing must be designed 

and manufactured so that transmission 

of radio frequency signals up to a 

frequency of 3 Ghz at a signal loss level 

no worse than ¥30 decibels is achieved. 

Aluminum sheathing is coiled and 

sold to coaxial cable manufacturers that 

stretch the aluminum tubing and insert 

electrical wiring and insulation. There 

is no other product that coaxial cable 

manufacturers can use as a reasonably 

cost effective substitute for aluminum 

sheathing. A small but significant 

increase in the price of aluminum 

sheathing would not cause purchasers 

to substitute any other type of tubing to 

protect coaxial cables used to transmit 

high frequency broadband signals. 

Accordingly, the manufacture and sale 

of aluminum sheathing is a separate and 

distinct line of commerce and a relevant 

product market for the purpose of 

analyzing the effects of the acquisition 

under Section 7 of the Clayton Act. 

C. The Relevant Geographic Market 

All aluminum sheathing sold in the 

United States is manufactured in the 

United States and Indalex and Sapa sell 

aluminum sheathing for uses 

throughout the country. No aluminum 

sheathing is imported into the United 

States from abroad. The United States is 

a relevant geographic market for 

purposes of analyzing the effects of the 

acquisition under Section 7 of the 

Clayton Act. 

D. The Competitive Effects of the 

Transaction 

If Sapa is allowed to acquire the 

aluminum sheathing business of 

Indalex, the number of manufacturers of 

aluminum sheathing will decrease from 

two to one. Thus, the transaction will 

result in a monopoly. Currently, Sapa 

and Indalex directly constrain each 

other’s prices, limiting overall price 

increases for aluminum sheathing. 

Purchasers of aluminum sheathing in 

the United States have benefited from 

the competition between Sapa and 

Indalex through lower prices, higher 

quality, more innovation, and better 

service. Without the competitive 

constraint of head-to-head competition 

from Indalex, Sapa will have the ability 

to exercise market power by raising 

prices, lowering product quality, 

decreasing services, and lessening 

product innovation. The acquisition of 

Indalex by Sapa would remove a 

significant competitor in the market for 

aluminum sheathing in the United 

States. The resulting loss of competition 

would deny customers the benefits of 

competition, in violation of Section 7 of 

the Clayton Act. Entry into the 

manufacture and sale of aluminum 

sheathing would not be timely, likely, or 

sufficient to counter the anticompetitive 

effects of the transaction. A new entrant 

into the manufacture and sale of 

aluminum sheathing must obtain 

significant technical know-how in order 

to manufacture it. Extrusions of 

structural aluminum products are made 

from different aluminum alloys and are 

not typically formed into lengths of 

2000 feet or more. Also, other types of 

aluminum extrusions typically are not 

coiled and require different postextrusion processing. A new entrant 

would require significant time to 

develop the necessary expertise to 

perfect these processes in a high-volume 

production environment. Moreover, 

customers of aluminum sheathing must 

carefully qualify any new supplier, 

which can cost the customer over $1 

million and one year of time. Aluminum 

sheathing customers—i.e., cable 

manufacturers—incur significant 

liability in the form of repair and 

replacement costs and diminished 

reputation if their products do not 

perform as predicted. 

A new entrant also must invest in 

significant equipment and tooling to 

successfully manufacture the product. 

Appropriate dies, coiling systems, and 

presses of the size commonly used to 

produce aluminum sheathing require 

substantial investment, much of which 

represents sunk costs. 

A new entrant, to be successful, must 

produce aluminum sheathing in 

quantities that permit it to realize 

economies of scale. Current and 

projected demand for the product are 

not likely to be sufficient to attract new 

investment, particularly because 

customers are parties to long-term 

contracts, the expiration dates for which 

differ significantly. Thus, entry at 

sufficient scale to justify the cost of the 

required investment is unlikely. 

Accordingly, entry into the 

manufacture and sale of aluminum 

sheathing would not be timely, likely, or 

sufficient to counter anticompetitive 

price increases that Sapa would likely 

impose after its acquisition of Indalex. 

III. Explanation of the Proposed Final 

Judgment 

The divestiture requirement of the 

proposed Final Judgment will eliminate 

the anticompetitive effects of the 

acquisition in aluminum sheathing by 

establishing a new, independent, and 

economically viable competitor. The 

proposed Final Judgment requires the 

defendants to divest either Sapa’s 

Catawba, North Carolina aluminum 

sheathing facility (‘‘Catawba facility’’) or 

the Indalex aluminum sheathing assets 

located at its Burlington, North Carolina 

extruded aluminum fabrication facility 

(‘‘Burlington aluminum sheathing 

facility’’). As the Burlington aluminum 

sheathing facility has not previously 

operated as a profitable stand-alone 

business, the proposed Final Judgment 

also requires that defendants divest a 

second press, which currently produces 

other extruded aluminum products, to 

ensure that a stand-alone aluminum 

sheathing facility at Burlington would 

be attractive to a viable purchaser. This 

will allow a purchaser to spread the 

fixed costs of operating the facility over 

a larger output, thereby reducing unit 

costs of production. Each facility 

profitably produces aluminum 

sheathing currently and likely would 


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Federal Register / Vol. 74, No. 160 / Thursday, August 20, 2009 / Notices 42121 

continue to do so if acquired by a 

purchaser who can and will operate the 

facility as part of a viable, ongoing 

business in the production and sale of 

aluminum sheathing. 

Under the proposed Final Judgment, 

defendants will have ninety (90) 

calendar days from the filing of the 

Complaint or five (5) calendar days from 

notice of the entry of the Final Judgment 

by the Court, whichever is later, to 

divest either the Catawba facility or the 

Burlington aluminum sheathing facility 

to a purchaser acceptable to the United 

States, in its sole discretion. The United 

States, in its sole discretion, may agree 

to one or more extensions of this time 

period not to exceed sixty (60) calendar 

days in total. The assets must be 

divested in such a way as to satisfy the 

United States in its sole discretion that 

the operations can and will be operated 

by the purchaser as a viable, ongoing 

business that can compete effectively in 

the relevant market. Defendants agree to 

use their best efforts to accomplish the 

divestiture as expeditiously as possible 

and shall cooperate with prospective 

purchasers. 

Due to the exigencies of the 

bankruptcy process, the United States 

has expedited its investigation of the 

proposed transaction. The United 

States, however, has obtained sufficient 

information to conclude with reasonable 

certainty that divestiture of either the 

Catawba facility or the Burlington 

aluminum sheathing facility to a viable 

purchaser will solve the competitive 

concerns implicated by the proposed 

acquisition. Further, it is probable that 

defendants can accomplish the 

divestiture of one of these facilities to a 

viable purchaser. 

In the event, however, that defendants 

have not divested the Catawba facility 

or the Burlington aluminum sheathing 

facility within the periods prescribed in 

the proposed Final Judgment, the Final 

Judgment provides that the Court will 

appoint a trustee selected by the United 

States to sell the entire Indalex extruded 

aluminum fabrication facility, located at 

1507 Industry Drive, Burlington, North 

Carolina (‘‘Burlington facility’’). If a 

trustee is appointed, the proposed Final 

Judgment provides that defendants will 

pay all costs and expenses of the trustee. 

The trustee’s commission will be 

structured so as to provide an incentive 

for the trustee based on the price 

obtained and the speed with which the 

divestiture is accomplished. After his or 

her appointment becomes effective, the 

trustee will file monthly reports with 

the Court and the United States setting 

forth his or her efforts to accomplish the 

divestiture. At the end of six months, if 

the divestiture has not been 

accomplished, the trustee and the 

United States will make 

recommendations to the court, which 

shall enter such orders as appropriate, 

in order to carry out the purpose of the 

trust, including extending the trust or 

the term of the trustee’s appointment. 

Although defendants have the option 

of divesting either the Catawba facility 

or the Burlington aluminum sheathing 

facility, should defendants’ efforts to 

divest either property fail, to ensure a 

successful divestiture, the proposed 

Final Judgment provides that the entire 

Burlington facility be made available for 

sale by the trustee. The United States is 

confident that the entire Burlington 

facility could be sold to a viable 

purchaser that would continue to 

compete in the manufacture and sale of 

aluminum sheathing in the United 

States. 

The divestiture provisions of the 

proposed Final Judgment will eliminate 

the anticompetitive effects of the 

acquisition in the manufacture and sale 

of coiled extruded aluminum tubing 

used in the formation of high frequency 

communications cables in the United 

States. 

IV. Remedies Available to Potential 

Private Litigants 

Section 4 of the Clayton Act (15 

U.S.C. 15) provides that any person who 

has been injured as a result of conduct 

prohibited by the antitrust laws may 

bring suit in federal court to recover 

three times the damages the person has 

suffered, as well as costs and reasonable 

attorneys’ fees. Entry of the proposed 

Final Judgment will neither impair nor 

assist the bringing of any private 

antitrust damage action. Under the 

provisions of Section 5(a) of the Clayton 

Act (15 U.S.C. 16(a)), the proposed Final 

Judgment has no prima facie effect in 

any subsequent private lawsuit that may 

be brought against the defendants. 

V. Procedures Available for 

Modification of the Proposed Final 

Judgment 

The United States and the defendants 

have stipulated that the proposed Final 

Judgment may be entered by the Court 

after compliance with the provisions of 

the APPA, provided that the United 

States has not withdrawn its consent. 

The APPA conditions entry upon the 

Court’s determination that the proposed 

Final Judgment is in the public interest. 

The APPA provides a period of at 

least sixty days preceding the effective 

date of the proposed Final Judgment 

within which any person may submit to 

the United States written comments 

regarding the proposed Final Judgment. 

Any person who wishes to comment 

should do so within sixty days of the 

date of publication of this Competitive 

Impact Statement in the Federal 

Register, or the last date of publication 

in a newspaper of the summary of this 

Competitive Impact Statement, 

whichever is later. All comments 

received during this period will be 

considered by the Department of Justice, 

which remains free to withdraw its 

consent to the proposed Final Judgment 

at any time prior to the Court’s entry of 

judgment. The comments and the 

response of the United States will be 

filed with the Court and published in 

the Federal Register. 

Written comments should be 

submitted to: Maribeth Petrizzi, Chief, 

Litigation II Section, Antitrust Division, 

United States Department of Justice, 450 

Fifth Street, NW., Suite 8700, 

Washington, DC 20530. 

The proposed Final Judgment 

provides that the Court retains 

jurisdiction over this action, and the 

parties may apply to the Court for any 

order necessary or appropriate for the 

modification, interpretation, or 

enforcement of the Final Judgment. 

VI. Alternatives to the Proposed Final 

Judgment 

The United States considered, as an 

alternative to the proposed Final 

Judgment, a full trial on the merits 

against the defendants. The United 

States could have commenced litigation 

and sought a judicial order enjoining the 

acquisition of Indalex by Sapa. The 

United States is satisfied that the 

divestiture and other relief described in 

the proposed Final Judgment will 

remedy the competitive concern alleged 

in its Complaint without causing 

unnecessary harm to the creditors and 

employees of Indalex. The relief 

contained in the proposed Final 

Judgment would achieve substantially 

all of the relief that the United States 

would have obtained through litigation, 

but allow the overall transaction to close 

promptly to the benefit of Indalex’s 

creditors and employees, while avoiding 

the time, expense and uncertainty of a 

full trial on the merits of the Complaint. 

VII. Standard of Review Under the 

APPA for the Proposed Final Judgment 

The Clayton Act, as amended by the 

APPA, requires that proposed consent 

judgments in antitrust cases brought by 

the United States be subject to a sixtyday comment period, after which the 

Court shall determine whether entry of 

the proposed Final Judgment ‘‘is in the 

public interest.’’ 15 U.S.C. 16(e)(1). In 

making that determination, the Court 

shall consider: 


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1The 2004 amendments substituted ‘‘shall’’ for 

‘‘may’’ in directing relevant factors fo the court to 

consider and amended the list of factors to focus on 

competitive considerations and to address 

potentially ambiguous judgment terms. Compare 15 

U.S.C. 16(e) (2004), with 15 U.S.C. 16(e)(1) (2006); 

see also SBC Commc’ns, 489 F. Supp. 2d at 11 

(concluding that the 2004 amendments ‘‘effected 

minimal changes’’ to Tunney Act review). 

2Cf. BNS, 858 F.2d at 463 (holding that the 

court’s ‘‘ultimate authority under the [APPA] is 

limited to approving or disapproving the consent 

decree’’); Gillette, 406 F. Supp. at 716 (noting that, 

in this way, the court is constrained to ‘‘look at the 

overall picture not hypercritically, nor with a 

microscope, but with an artist’s reducing glass’’). 

See generally Microsoft, 56 F.3d at 1461 (discussing 

whether ‘‘the remedies [obtained in the decree are] 

so inconsonant with the allegations charged as to 

fall outside of the ‘reaches of the public interest’ ’’). 

3See United States v. Enova Corp., 107 F. Supp. 

2d 10, 17 (D.D.C. 2000) (noting that the ‘‘Tunny Act 

expressly allows the court to make its public 

interest determination on the basis of the 

competitive impact statement and response to 

comments alone’’); United States v. Mid-Am. 

Dairymen, Inc., 1977–1 Trade Cas. (CCH) ¶ 61,508, 

at 71,980 (W.D. Mo. 1977) (‘‘Absent a showing of 

corrupt failure of the government to discharge its 

duty, the Court, in making its public interest 

finding, should * * * carefully consider the 

explanations of the government in the competitive 

impact statement and its responses to comments in 

order to determine whether those explanations are 

reasonable under the circumstances.’’); S. Rep. No. 

93–298, 93d Cong., 1st Sess., at 6 (1973) (‘‘Where 

the public interest can be meaningfully evaluated 

simply on the basis of briefs and oral arguments, 

that is the approach that should be utilized.’’). 

(A) The competitive impact of such 

judgment, including termination of alleged 

violations, provisions for enforcement and 

modification, duration or relief sought, 

anticipated effects of alternative remedies 

actually considered, whether its terms are 

ambiguous, and any other competitive 

considerations bearing upon the adequacy of 

such judgment that the court deems 

necessary to a determination of whether the 

consent judgment is in the public interest; 

and 

(B) The impact of entry of such judgment 

upon competition in the relevant market or 

markets, upon the public generally and 

individuals alleging specific injury from the 

violations set forth in the complaint 

including consideration of the public benefit, 

if any, to be derived from a determination of 

the issues at trial. 

15 U.S.C. 16(e)(1)(A) & (B). In 

considering these statutory factors, the 

court’s inquiry is necessarily a limited 

one as the government is entitled to 

‘‘broad discretion to settle with the 

defendant within the reaches of the 

public interest.’’ United States v. 

Microsoft Corp., 56 F.3d 1448, 1461 

(D.C. Cir. 1995); see generally United 

States v. SBC Commc’ns, Inc., 489 F. 

Supp. 2d 1 (D.D.C. 2007) (assessing 

public interest standard under the 

Tunney Act).1

As the United States Court of Appeals 

for the District of Columbia Circuit has 

held, under the APPA a court considers, 

among other things, the relationship 

between the remedy secured and the 

specific allegations set forth in the 

government’s complaint, whether the 

decree is sufficiently clear, whether 

enforcement mechanisms are sufficient, 

and whether the decree may positively 

harm third parties. See Microsoft, 56 

F.3d at 1458–62.With respect to the 

adequacy of the relief secured by the 

decree, a court may not ‘‘engage in an 

unrestricted evaluation of what relief 

would best serve the public.’’ United 

States v. BNS, Inc., 858 F.2d 456, 462 

(9th Cir. 1988) (citing United States v. 

Bechtel Corp., 648 F.2d 660, 666 (9th 

Cir. 1981)); see also Microsoft, 56 F.3d 

at 1460–62. Courts have held that: 

[t]he balancing of competing social and 

political interests affected by a proposed 

antitrust consent decree must be left, in the 

first instance, to the discretion of the 

Attorney General. The court’s role in 

protecting the public interest is one of 

insuring that the government has not 

breached its duty to the public in consenting 

to the decree. The court is required to 

determine not whether a particular decree is 

the one that will best serve society, but 

whether the settlement is ‘‘within the reaches 

of the public interest.’’ More elaborate 

requirements might undermine the 

effectiveness of antitrust enforcement by 

consent decree. 

Bechtel, 648 F.2d at 666 (emphasis 

added) (citations omitted).2 In making 

its public interest determination, a 

district court ‘‘must accord deference to 

the government’s predictions about the 

efficacy of its remedies, and may not 

require that the remedies perfectly 

match the alleged violations.’’ SBC 

Commc’ns, 489 F. Supp. 2d at 17; see 

also Microsoft, 56 F.3d at 1461 (noting 

the need for courts to be ‘‘deferential to 

the government’s predictions as to the 

effect of the proposed remedies’’); 

United States v. Archer-DanielsMidland Co., 272 F. Supp. 2d 1, 6 

(D.D.C. 2003) (noting that the court 

should grant due respect to the United 

States’ prediction as to the effect of the 

proposed remedies, its perception of the 

market structure, and its views of the 

nature of the case). 

Court approval of a final judgment 

requires a standard that is more flexible 

and less strict than the standard 

required for a finding of liability. ‘‘[A] 

proposed decree must be approved even 

if it falls short of the remedy the court 

would impose on its own, as long as it 

falls within the range of acceptability or 

is ‘within the reaches of public 

interest.’ ’’ United States v. Am. Tel. & 

Tel. Co., 552 F. Supp. 131, 151 (D.D.C. 

1982) (citations omitted) (quoting 

United States v. Gillette Co., 406 F. 

Supp. 713, 716 (D. Mass. 1975)), aff’d 

sub nom. Maryland v. United States, 

460 U.S. 1001 (1983); see also United 

States v. Alcan Aluminum Ltd., 605 F. 

Supp. 619, 622 (W.D. Ky. 1985) 

(approving the consent decree even 

though the court would have imposed a 

greater remedy). To meet this standard, 

the United States ‘‘need only provide a 

factual basis for concluding that the 

settlements are reasonably adequate 

remedies for the alleged harms. SBC 

Commc’ns, 489 F. Supp. 2d at 17. 

Moreover, the court’s role under the 

APPA is limited to reviewing the 

remedy in relationship to the violations 

that the United States has alleged in its 

Complaint, and does not authorize the 

Court to ‘‘construct [its] own 

hypothetical case and then evaluate the 

decree against that case.’’ Microsoft, 56 

F.3d at 1459. Because the ‘‘court’s 

authority to review the decree depends 

entirely on the government’s exercising 

its prosecutorial discretion by bringing 

a case in the first place,’’ it follows that 

‘‘the court is only authorized to review 

the decree itself,’’ and not to ‘‘effectively 

redraft the complaint’’ to inquire into 

other matters that the United States did 

not pursue. Id. at 1459–60. As this Court 

recently confirmed in SBC Commc’ns, 

courts ‘‘cannot look beyond the 

complaint in making the public interest 

determination unless the complaint is 

drafted so narrowly as to make a 

mockery of judicial power.’’ SBC 

Commc’ns, 489 F. Supp. 2d at 15. In its 

2004 amendments, Congress made clear 

its intent to preserve the practical 

benefits of utilizing consent decrees in 

antitrust enforcement, adding the 

unambiguous instruction that ‘‘[n]othing 

in this section shall be construed to 

require the court to conduct an 

evidentiary hearing or to require the 

court to permit anyone to intervene.’’ 15 

U.S.C. 16(e)(2). The language wrote into 

the statute what Congress intended 

when it enacted the Tunney Act in 

1974, as Senator Tunney 

explained:‘‘[t]he court is nowhere 

compelled to go to trial or to engage in 

extended proceedings which might have 

the effect of vitiating the benefits of 

prompt and less costly settlement 

through the consent decree process.’’ 

119 Cong. Rec. 24,598 (1973) (statement 

of Senator Tunney). Rather, the 

procedure for the public interest 

determination is left to the discretion of 

the court, with the recognition that the 

court’s ‘‘scope of review remains 

sharply proscribed by precedent and the 

nature of Tunney Act proceedings.’’ 

SBC Commc’ns, 489 F. Supp. 2d at 11.3

VIII. Determinative Documents 

There are no determinative materials 

or documents within the meaning of the 


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Federal Register / Vol. 74, No. 160 / Thursday, August 20, 2009 / Notices 42123 

APPA that were considered by the 

United States in formulating the 

proposed Final Judgment. 

Dated: July 30, 2009. 

Respectfully submitted. 

John F. Greaney, Suzanne Morris, 

Bar No. 450208, 

Dando B. Cellini, 

Warren A. Rosborough IV, 

Bar No. 495063. 

Attorneys, U.S. Department of Justice, 

Antitrust Division, Lit II Section, 450 Fifth 

Street, NW., Suite 8700, Washington, DC 

20530, 202–305–9965. 

[FR Doc. E9–19987 Filed 8–19–09; 8:45 am] 

BILLING CODE P 

DEPARTMENT OF LABOR 

Office of the Secretary 

Submission for OMB Emergency 

Review: Comment Request 

August 14, 2009. 

The Department of Labor has 

submitted the following information 

collection request (ICR), utilizing 

emergency review procedures, to the 

Office of Management and Budget 

(OMB) for review and clearance in 

accordance with the Paperwork 

Reduction Act of 1995 (Pub. L. 104–13, 

44 U.S.C. Chapter 35) and 5 CFR 

1320.13. OMB approval has been 

requested by August 24, 2009. A copy 

of this ICR, with applicable supporting 

documentation; including among other 

things a description of the likely 

respondents, proposed frequency of 

response, and estimated total burden 

may be obtained from the RegInfo.gov 

Web site at http://www.reginfo.gov/ 

public/do/PRAMain or by contacting 

Darrin King on 202–693–4129 (this is 

not a toll-free number)/e-mail: 

DOL_PRA_PUBLIC@dol.gov. Interested 

parties are encouraged to send 

comments to the Office of Information 

and Regulatory Affairs, Attn: OMB Desk 

Officer for the Department of Labor— 

Employment and Training 

Administration (ETA), Office of 

Management and Budget, Room 10235, 

Washington, DC 20503, Telephone: 

202–395–7316/Fax: 202–395–5806 

(these are not toll-free numbers), E-mail: 

OIRA_submission@omb.eop.gov. To 

ensure appropriate consideration, please 

submit comments by no later than 

August 21, 2009. Please note, interested 

parties will be provided with an 

additional opportunity to comment 

when this collection of information is 

resubmitted to OMB under standard 

clearance procedures. 

The OMB is particularly interested in 

comments which: 

• Evaluate whether the proposed 

collection of information is necessary 

for the proper performance of the 

functions of the agency, including 

whether the information will have 

practical utility; 

• Evaluate the accuracy of the 

agency’s estimate of the burden of the 

proposed collection of information, 

including the validity of the 

methodology and assumptions used; 

• Enhance the quality, utility, and 

clarify of the information to be 

collected; and 

• Minimize the burden of the 

collection of information on those who 

are to respond, including through the 

use of appropriate automated, 

electronic, mechanical, or other 

technological collection techniques or 

other forms of information technology, 

e.g., permitting electronic submissions 

of responses. 

Agency: Employment and Training 

Administration. 

Type of Review: Revision of a current 

approved collection. 

Title of Collection: Financial and 

Program Reporting and Performance 

Standards System for Indian and Native 

American Programs Under Title I, 

Section 166 of the Workforce 

Investment Act (WIA). 

OMB Control Number: 1205–0422. 

Frequency of Collection: Monthly and 

quarterly collection. 

Affected Public: WIA, Section 166, 

Indian and Native American grant 

recipients. 

Total Estimated Number of 

Respondents: 127. 

Total Estimated Annual Burden 

Hours: 90,262. 

Total Estimated Annual Costs Burden 

(does not include hourly costs): $0. 

Description: The American Recovery 

and Reinvestment Act of 2009 (The 

Recovery Act) was signed into law by 

President Obama on February 17, 2009. 

To record the impact of the Recovery 

Act resources, more current information 

on participants and the services 

received is essential. Therefore, to 

obtain a more robust look at participants 

and services provided with the 

additional Recovery Act resources, the 

Employment and Training 

Administration (ETA) proposes to revise 

the current youth report to add 

additional reporting elements. This new 

report adds 9 additional data elements 

pertaining to Recovery Act participants 

and 5 additional data elements 

unrelated to the Recovery Act. In 

addition, the frequency of reporting for 

Recovery Act Participants will be 

monthly and the frequency of reporting 

for ‘‘regular’’ WIA, youth participants 

will increase to quarterly. 

Why Are We Requesting Emergency 

Processing? 

This collection comprises a 

participant and performance reporting 

strategy that will provide a more robust, 

‘‘real time’’ view of the impact of the 

Recovery Act funds, providing greater 

information on levels of program 

participation, and provide more 

information about the characteristics of 

the participants served, and the types of 

services provided. The approval of this 

request is necessary to allow ETA to 

report performance accountability 

information immediately on the 

effective use of Recovery Act funds 

already received by Native American 

grantees. With these monthly reports 

more current information will be 

available on the number of Native 

American youth served with Recovery 

Act funds and the outcomes they 

achieved. 

Darrin A. King, 

Departmental Clearance Officer. 

[FR Doc. E9–19965 Filed 8–19–09; 8:45 am] 

BILLING CODE 4510–FN–P 

DEPARTMENT OF LABOR 

Comment Request for Information 

Collection for the INAP and SCSEP 

Grant Planning Guidance Training and 

Employment Guidance Letters 

(TEGLs), OMB Control No. 1205–0472, 

Extension Without Changes 

AGENCY: Employment and Training 

Administration, Department of Labor. 

ACTION: Notice. 

SUMMARY: The Department of Labor, as 

part of its continuing effort to reduce 

paperwork and respondent burden 

conducts a preclearance consultation 

program to provide the general public 

and Federal agencies with an 

opportunity to comment on proposed 

and/or continuing collections of 

information in accordance with the 

Paperwork Reduction Act of 1995 

(PRA95) [44 U.S.C. 3506(c)(2)(A)]. This 

program helps to ensure that requested 

data can be provided in the desired 

format, reporting burden (time and 

financial resources) is minimized, 

collection instruments are clearly 

understood, and the impact of collection 

requirements on respondents can be 

properly assessed. Currently, the 

Employment and Training 

Administration is soliciting comments 

concerning the collection of data about 

the Senior Community Service 

Employment Program (SCSEP) and 

Indian and Native American Program 

(INAP), expiring October 31, 2009. The 


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