Federal Register / Vol. 77, No. 58 / Monday, March 26, 2012 / Notices 17479 

Wisconsin, and thereby indirectly 

control Johnson Bank, Racine, 

Wisconsin. 

Board of Governors of the Federal Reserve 

System, March 20, 2012. 

Jennifer J. Johnson, 

Secretary of the Board. 

[FR Doc. 2012–7114 Filed 3–23–12; 8:45 am] 

BILLING CODE 6210–01–P 

FEDERAL RESERVE SYSTEM 

Formations of, Acquisitions by, and 

Mergers of Bank Holding Companies 

The companies listed in this notice 

have applied to the Board for approval, 

pursuant to the Bank Holding Company 

Act of 1956 (12 U.S.C. 1841 et seq.) 

(BHC Act), Regulation Y (12 CFR part 

225), and all other applicable statutes 

and regulations to become a bank 

holding company and/or to acquire the 

assets or the ownership of, control of, or 

the power to vote shares of a bank or 

bank holding company and all of the 

banks and nonbanking companies 

owned by the bank holding company, 

including the companies listed below. 

The applications listed below, as well 

as other related filings required by the 

Board, are available for immediate 

inspection at the Federal Reserve Bank 

indicated. The application also will be 

available for inspection at the offices of 

the Board of Governors. Interested 

persons may express their views in 

writing on the standards enumerated in 

the BHC Act (12 U.S.C. 1842(c)). If the 

proposal also involves the acquisition of 

a nonbanking company, the review also 

includes whether the acquisition of the 

nonbanking company complies with the 

standards in section 4 of the BHC Act 

(12 U.S.C. 1843). Unless otherwise 

noted, nonbanking activities will be 

conducted throughout the United States. 

Unless otherwise noted, comments 

regarding each of these applications 

must be received at the Reserve Bank 

indicated or the offices of the Board of 

Governors not later than April 19, 2012. 

A. Federal Reserve Bank of San 

Francisco (Kenneth Binning, Vice 

President, Applications and 

Enforcement) 101 Market Street, San 

Francisco, California 94105–1579: 

1. CU Bancorp, Encino, California to 

become a bank holding company by 

acquiring 100 percent of California 

United Bank, also of Encino. CU 

Bancorp also has applied to acquire 

Premier Commercial Bancorp, and 

thereby indirectly acquire Premier 

Commercial Bank, N.A., both of 

Anaheim, California. 

Board of Governors of the Federal Reserve 

System, March 20, 2012. 

Jennifer J. Johnson, 

Secretary of the Board. 

[FR Doc. 2012–7113 Filed 3–23–12; 8:45 am] 

BILLING CODE 6210–01–P 

FEDERAL RESERVE SYSTEM 

Notice of Proposals To Engage in or 

To Acquire Companies Engaged in 

Permissible Nonbanking Activities 

The companies listed in this notice 

have given notice under the Home 

Owners’ Loan Act (HOLA) (12 U.S.C. 

1461 et seq.), and Regulation LL (12 CFR 

part 238) or Regulation MM (12 CFR 

part 239) to engage de novo, or to 

acquire or control voting securities or 

assets of a company, including the 

companies listed below, that engages 

either directly or through a subsidiary or 

other company, in a nonbanking activity 

that is described in §§ 238.53 or 238.54 

of Regulation LL (12 CFR 238.53 or 

238.54) or § 239.8 of Regulation MM (12 

CFR 239.8). Unless otherwise noted, 

these activities will be conducted 

throughout the United States. 

Each notice is available for inspection 

at the Federal Reserve Bank indicated. 

The notice also will be available for 

inspection at the offices of the Board of 

Governors. Interested persons may 

express their views in writing on the 

question whether the proposal complies 

with the standards of section 

10a(c)(4)(B) of HOLA (12.U.S.C. 

1467a(c)(4)(B)). 

Unless otherwise noted, comments 

regarding the applications must be 

received at the Reserve Bank indicated 

or the offices of the Board of Governors 

not later than April 19, 2012. 

A. Federal Reserve Bank of 

Richmond (Adam M. Drimer, Assistant 

Vice President) 701 East Byrd Street, 

Richmond, Virginia 23261–4528: 

1. HomeTrust Bancshares, Inc., Clyde, 

North Carolina, to become a savings and 

loan holding company upon the 

conversion of HomeTrust Bank, Clyde, 

North Carolina, from a mutual to stock 

form. 

Board of Governors of the Federal Reserve 

System, March 20, 2012. 

Jennifer J. Johnson, 

Secretary of the Board. 

[FR Doc. 2012–7115 Filed 3–23–12; 8:45 am] 

BILLING CODE 6210–01–P 

FEDERAL TRADE COMMISSION 

[Docket No. 9351] 

Star Pipe Products, Ltd.; Analysis of 

Proposed Consent Order To Aid Public 

Comment 

AGENCY: Federal Trade Commission. 

ACTION: Proposed consent agreement. 

SUMMARY: The consent agreement in this 

matter settles alleged violations of 

federal law prohibiting unfair or 

deceptive acts or practices or unfair 

methods of competition. The attached 

Analysis to Aid Public Comment 

describes both the allegations in the 

complaint and the terms of the consent 

order—embodied in the consent 

agreement—that would settle these 

allegations. 

DATES: Comments must be received on 

or before April 20, 2012. 

ADDRESSES: Interested parties may file a 

comment online or on paper, by 

following the instructions in the 

Request for Comment part of the 

SUPPLEMENTARY INFORMATION section 

below. Write ‘‘Star Pipe, Docket No. 

9351’’ on your comment, and file your 

comment online at https:// 

ftcpublic.commentworks.com/ftc/ 

starconsent, by following the 

instructions on the web-based form. If 

you prefer to file your comment on 

paper, mail or deliver your comment to 

the following address: Federal Trade 

Commission, Office of the Secretary, 

Room H–113 (Annex D), 600 

Pennsylvania Avenue NW., Washington, 

DC 20580. 

FOR FURTHER INFORMATION CONTACT: 

Linda M. Holleran (202–326–2267), 

FTC, Bureau of Competition, 600 

Pennsylvania Avenue NW., Washington, 

DC 20580. 

SUPPLEMENTARY INFORMATION: Pursuant 

to section 6(f) of the Federal Trade 

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

46(f), and 3.25(f) the Commission Rules 

of Practice, 16 CFR 3.25(f), notice is 

hereby given that the above-captioned 

consent agreement containing a consent 

order to cease and desist, having been 

filed with and accepted, subject to final 

approval, by the Commission, has been 

placed on the public record for a period 

of thirty (30) days. The following 

Analysis to Aid Public Comment 

describes the terms of the consent 

agreement, and the allegations in the 

complaint. An electronic copy of the 

full text of the consent agreement 

package can be obtained from the FTC 

Home Page (for March 20, 2012), on the 

World Wide Web, at http://www.ftc.gov/ 

os/actions.shtm. A paper copy can be 

obtained from the FTC Public Reference 


tkelley on DSK3SPTVN1PROD with NOTICES
17480 Federal Register / Vol. 77, No. 58 / Monday, March 26, 2012 / Notices 

1 In particular, the written request for confidential 

treatment that accompanies the comment must 

include the factual and legal basis for the request, 

and must identify the specific portions of the 

comment to be withheld from the public record. See 

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

Room, Room 130–H, 600 Pennsylvania 

Avenue NW, Washington, DC 20580, 

either in person or by calling (202) 326– 

2222. 

You can file a comment online or on 

paper. For the Commission to consider 

your comment, we must receive it on or 

before April 20, 2012. Write ‘‘Star Pipe, 

Docket No. 9351’’ on your comment. 

Your comment—including your name 

and your state—will be placed on the 

public record of this proceeding, 

including, to the extent practicable, on 

the public Commission Web site, at 

http://www.ftc.gov/os/ 

publiccomments.shtm. As a matter of 

discretion, the Commission tries to 

remove individuals’ home contact 

information from comments before 

placing them on the Commission Web 

site. 

Because your comment will be made 

public, you are solely responsible for 

making sure that your comment does 

not include any sensitive personal 

information, like anyone’s Social 

Security number, date of birth, driver’s 

license number or other state 

identification number or foreign country 

equivalent, passport number, financial 

account number, or credit or debit card 

number. You are also solely responsible 

for making sure that your comment does 

not include any sensitive health 

information, like medical records or 

other individually identifiable health 

information. In addition, do not include 

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

financial information which is obtained 

from any person and which is privileged 

or confidential,’’ as provided in Section 

6(f) of the FTC Act, 15 U.S.C. 46(f), and 

FTC Rule 4.10(a)(2), 16 CFR 4.10(a)(2). 

In particular, do not include 

competitively sensitive information 

such as costs, sales statistics, 

inventories, formulas, patterns, devices, 

manufacturing processes, or customer 

names. 

If you want the Commission to give 

your comment confidential treatment, 

you must file it in paper form, with a 

request for confidential treatment, and 

you have to follow the procedure 

explained in FTC Rule 4.9(c), 16 CFR 

4.9(c).1 Your comment will be kept 

confidential only if the FTC General 

Counsel, in his or her sole discretion, 

grants your request in accordance with 

the law and the public interest. 

Postal mail addressed to the 

Commission is subject to delay due to 

heightened security screening. As a 

result, we encourage you to submit your 

comments online. To make sure that the 

Commission considers your online 

comment, you must file it at https:// 

ftcpublic.commentworks.com/ftc/ 

starconsent by following the 

instructions on the web-based form. If 

this Notice appears at http:// 

www.regulations.gov/#!home, you also 

may file a comment through that Web 

site. 

If you file your comment on paper, 

write ‘‘Star Pipe, Docket No. 9351’’ on 

your comment and on the envelope, and 

mail or deliver it to the following 

address: Federal Trade Commission, 

Office of the Secretary, Room H–113 

(Annex D), 600 Pennsylvania Avenue 

NW., Washington, DC 20580. If possible, 

submit your paper comment to the 

Commission by courier or overnight 

service. 

Visit the Commission Web site at 

http://www.ftc.gov to read this Notice 

and the news release describing it. The 

FTC Act and other laws that the 

Commission administers permit the 

collection of public comments to 

consider and use in this proceeding as 

appropriate. The Commission will 

consider all timely and responsive 

public comments that it receives on or 

before April 20, 2012. You can find 

more information, including routine 

uses permitted by the Privacy Act, in 

the Commission’s privacy policy, at 

http://www.ftc.gov/ftc/privacy.htm. 

Analysis of Agreement Containing 

Consent Order To Aid Public Comment 

The Federal Trade Commission 

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

subject to final approval, an agreement 

containing a proposed consent order 

(‘‘Agreement’’) from Star Pipe Products, 

Ltd. (‘‘Star’’). The Agreement seeks to 

resolve in part an administrative 

complaint issued by the Commission on 

January 4, 2012. The complaint charges 

that Star and certain of its competitors 

violated Section 5 of the Federal Trade 

Commission Act, 15 U.S.C. 45, by 

engaging in collusive acts and practices 

in the market for ductile iron pipe 

fittings (‘‘DIPF’’). 

The Commission anticipates that, 

with regard to Star, the competitive 

issues described in the complaint will 

be resolved by accepting the proposed 

order, subject to final approval, 

contained in the Agreement. The 

Agreement has been placed on the 

public record for 30 days for receipt of 

comments from interested members of 

the public. Comments received during 

this period will become part of the 

public record. After 30 days, the 

Commission will again review the 

Agreement and any comments received, 

and will decide whether it should 

withdraw from the Agreement or make 

final the proposed order contained in 

the Agreement. 

The purpose of this Analysis to Aid 

Public Comment is to invite and 

facilitate public comment concerning 

the proposed order. It is not intended to 

constitute an official interpretation of 

the Agreement and proposed order or in 

any way to modify its terms. 

The proposed order is for settlement 

purposes only and does not constitute 

an admission by Star that it violated the 

law, or that the facts alleged in the 

complaint, other than jurisdictional 

facts, are true. 

I. The Complaint 

The following allegations are taken 

from the complaint and publicly 

available information. 

A. Background 

The largest sellers of DIPF in the 

United States are Star, McWane, Inc. 

(‘‘McWane’’), and Sigma Corporation 

(‘‘Sigma’’). DIPF are used in municipal 

water distribution systems to change 

pipe diameter or pipeline direction. 

There are no widely available 

substitutes for DIPF. Both imported and 

domestically produced DIPF are 

commercially available. 

DIPF suppliers distribute these 

products through wholesale 

distributors, known as waterworks 

distributors, which specialize in 

distributing products for water 

infrastructure projects. The end users of 

DIPF are typically municipal and 

regional water authorities. 

DIPF prices are based off of published 

list prices and discounts, with 

customers negotiating additional 

discounts off of those list prices and 

discounts on a transaction-bytransaction basis. DIPF suppliers also 

offer volume rebates. 

B. Challenged Conduct 

Between January 2008 and January 

2009, Star allegedly conspired with 

McWane and Sigma to increase the 

prices at which DIPF were sold in the 

United States. In furtherance of the 

conspiracy, and at the request of 

McWane, Star changed its business 

methods to make it easier to coordinate 

price levels, first by limiting the 

discretion of regional sales personnel to 

offer price discounts, and later by 

exchanging information documenting 

the volume of its monthly sales, along 

with sales by McWane and Sigma, 

through an entity known as the Ductile 

Iron Fittings Research Association 

(‘‘DIFRA’’). 


tkelley on DSK3SPTVN1PROD with NOTICES
Federal Register / Vol. 77, No. 58 / Monday, March 26, 2012 / Notices 17481 

2Federal Trade Commission & United States 

Department of Justice, Antitrust Guidelines for 

Collaboration Among Competitors (‘‘Competitor 

Collaboration Guidelines’’) § 1.2 (2000); In re North 

Texas Specialty Physicians, 140 F.T.C. 715, 729 

(2005) (‘‘We do not believe that the per se 

condemnation of naked restraints has been affected 

by anything said either in California Dental or 

Polygram’’). 

3Because McWane’s communication informed its 

rivals of the terms of price coordination desired by 

McWane without containing any information for 

customers, this communication had no legitimate 

business justification. See In re Petroleum Products 

Antitrust Litig., 906 F.2d 432, 448 (9th Cir. 1990) 

(public communications may form the basis of an 

agreement on price levels when ‘‘the public 

dissemination of such information served little 

purpose other than to facilitate interdependent or 

collusive price coordination’’). 

4The Commission articulated a safe harbor for 

exchanges of price and cost information in 

Statement 6 of the 1996 Health Care Guidelines. See 

Dep’t of Justice & Federal Trade Comm’n, 

Statements of Antitrust Enforcement Policy in 

Health Care, Statement 6: Enforcement Policy on 

Provider Participation in Exchanges of Price and 

Cost Information (1996). The DIFRA information 

exchange failed to qualify for the safety zone of the 

Health Care Guidelines for several reasons. 

Although the DIFRA information exchange was 

managed by a third party, the information 

exchanged was insufficiently historical, the 

participants in the exchange too few, and their 

individual market shares too large to qualify for the 

permissive treatment contemplated by the Health 

Care Guidelines. While failing to qualify for the 

safety zone of the Health Care Guidelines is not in 

itself a violation of Section 5, firms that wish to 

minimize the risk of antitrust scrutiny should 

consider structuring their collaborations in 

accordance with the criteria of the safety zone. 

II. Legal Analysis 

The January and June 2008 price 

restraints among Star, McWane, and 

Sigma alleged in the complaint are 

naked restraints on competition that are 

per se unlawful.2

The June 2008 agreement, which was 

allegedly reached after a public 

invitation to collude by McWane, 

illustrates how price fixing agreements 

may be reached in public. Here, 

McWane’s invitation to collude was 

conveyed in a letter sent to waterworks 

distributors, the common customers of 

Star, McWane, and Sigma. McWane’s 

letter contained a section that was 

meaningless to waterworks distributors, 

but was intended to inform Star and 

Sigma of the terms on which McWane 

desired to fix prices.3

The DIFRA information exchange was 

a component of the illegal price fixing 

agreement. Specifically, the complaint 

alleges that the DIFRA information 

exchange played a critical role in the 

2008 price fixing conspiracy, first as the 

quid pro quo for a price increase by 

McWane in June 2008, and then by 

enabling Star, McWane, and Sigma to 

monitor each others’ adherence to the 

collusive arrangement through the 

second half of 2008. 

Evaluated apart from the price fixing 

conspiracy, Star’s participation in the 

information exchange is an independent 

violation of the antitrust laws because 

this concerted action facilitated price 

coordination among the three 

competitors.4

III. The Proposed Order 

The proposed order is designed to 

remedy the unlawful conduct charged 

against Star in the complaint and to 

prevent the recurrence of such conduct. 

Paragraph II.A of the proposed order 

prohibits Star from participating in or 

maintaining any combination or 

conspiracy between any competitors to 

fix, raise or stabilize the prices at which 

DIPF are sold in the United States, or to 

allocate or divide markets, customers, or 

business opportunities. 

Paragraph II.B of the proposed order 

prohibits Star from soliciting or inviting 

any competitor to participate in any of 

the actions prohibited in Paragraphs 

II.A. 

Paragraph II.C of the proposed order 

prohibits Star from participating in or 

facilitating any agreement between 

competitors to exchange ‘‘Competitively 

Sensitive Information’’ (‘‘CSI’’), defined 

as certain types of information related to 

the cost, price, output or customers of 

or for DIPF. Paragraph II.D of the 

proposed order prohibits Star from 

unilaterally disclosing CSI to a 

competitor, except as part of the 

negotiation of a joint venture, license or 

acquisition, or in certain other specified 

circumstances. Paragraph II.E of the 

proposed order prohibits Star from 

attempting to engage in any of the 

activities prohibited by Paragraphs II.A, 

II.B, II.C, or II.D. 

The prohibitions on Star’s 

communication of CSI with competitors 

contained in Paragraphs II.C and II.D of 

the proposed order are subject to a 

proviso that permits Star to 

communicate CSI to its competitors 

under certain circumstances. Under the 

proposed order, Star may participate in 

an information exchange with its 

competitors in the DIPF market 

provided that the information exchange 

is structured in such a way as to 

minimize the risk that it will facilitate 

collusion among Star and its 

competitors. Specifically, the proposed 

order requires any exchange of CSI to 

occur no more than twice yearly, and to 

involve the exchange of aggregated 

information more than six months old. 

In addition, the aggregated information 

that is exchanged must be made 

publicly available, which increases the 

likelihood that an information exchange 

involving Star will simultaneously 

benefit consumers. The proposed order 

also prohibits Star’s participation in an 

exchange of CSI involving price, cost or 

total unit cost of or for DIPF when the 

individual or collective market shares of 

the competitors seeking to participate in 

an information exchange exceed 

specified thresholds. The rationale for 

this provision is that in a highly 

concentrated market the risk that the 

information exchange may facilitate 

collusion is high. Due to the highly 

concentrated state of the DIPF market as 

currently structured, an information 

exchange involving Star and relating to 

price, output or total unit cost of or for 

DIPF is unlikely to reoccur in the 

foreseeable future. 

Paragraph III of the proposed order 

requires Star to cooperate with 

Commission staff in the still-pending 

administrative litigation against 

McWane. 

The proposed order has a term of 20 

years. 

By direction of the Commission. 

Donald S. Clark, 

Secretary. 

[FR Doc. 2012–7234 Filed 3–23–12; 8:45 am] 

BILLING CODE 6750–01–P 

GENERAL SERVICES 

ADMINISTRATION 

[OMB Control No. 3090–0262; Docket 2012– 

0001; Sequence 3] 

General Services Administration 

Acquisition Regulation; Information 

Collection; Identification of Products 

With Environmental Attributes 

AGENCY: Office of Acquisition Policy, 

GSA. 

ACTION: Notice of request for comments 

regarding a extension of a previously 

existing OMB clearance. 

SUMMARY: Under the provisions of the 

Paperwork Reduction Act the 

Regulatory Secretariat will be 

submitting to the Office of Management 

and Budget (OMB) a request to review 

and approve an extension of a 

previously approved information 

collection requirement regarding 

identification of products with 

environmental attributes. 

Public comments are particularly 

invited on: Whether this collection of 

information is necessary and whether it 

will have practical utility; whether our 

estimate of the public burden of this 

collection of information is accurate and 

based on valid assumptions and 

methodology; and ways to enhance the 

quality, utility, and clarity of the 

information to be collected. 

DATES: Submit comments on or before: 

May 25, 2012. 


tkelley on DSK3SPTVN1PROD with NOTICES