15124 Federal Register / Vol. 81, No. 54 / Monday, March 21, 2016 / Notices Register pursuant to section 6(b) of the violations alleged in the Complaint. The interviews with competitors, obtained Act on January 22, 2016 (81 FR 3821). United States will move the Court for information from state regulators, and entry of the proposed Final Judgment deposed six Springleaf and OneMain Patricia A. Brink, after the public comment and this business executives. In addition, the Director of Civil Enforcement, Antitrust Response have been published in the Department consulted consumer Division. Federal Register pursuant to 15 U.S.C. advocacy groups to solicit their views [FR Doc. 2016–06242 Filed 3–18–16; 8:45 am] § 16(d). about the proposed acquisition. The BILLING CODE P Department carefully analyzed the I. Procedural History information it obtained from these On March 2, 2015, Springleaf sources and thoroughly considered all DEPARTMENT OF JUSTICE Holdings, Inc. (‘‘Springleaf’’) entered of the issues presented. into a purchase agreement to acquire Antitrust Division The Department found that the OneMain Financial Holdings, LLC proposed acquisition likely would have United States et al. v. Springleaf (‘‘OneMain’’) from CitiFinancial Credit eliminated substantial head-to-head Holdings, Inc., et al.; Public Comment Company for $4.25 billion. On competition between Springleaf and and Response on Proposed Final November 13, 2015, the United States OneMain in the provision of personal Judgment and the States of Colorado, Idaho, installment loans to subprime borrowers Texas, Washington and West Virginia in local areas within and around 126 Pursuant to the Antitrust Procedures and the Commonwealths of towns and municipalities in 11 states. In and Penalties Act, 15 U.S.C. 16(b)–(h), Pennsylvania and Virginia (collectively these areas, Springleaf and OneMain are the United States hereby publishes ‘‘Plaintiffs’’) filed a civil antitrust the largest providers of personal below the comment received on the Complaint seeking to enjoin Springleaf installment loans to subprime proposed Final Judgment in United from acquiring OneMain. Plaintiffs borrowers, and face little, if any, States et. al. v. Springleaf Holdings, Inc., alleged in the Complaint that the competition from other personal et. al., Civil Action No. 15–1992 (RMC), proposed acquisition likely would installment lenders. Without the benefit together with the Response of the substantially lessen competition for of competition between Springleaf and United States to Public Comment. personal installment loans to subprime OneMain, the Department concluded Copies of the comment and the borrowers in numerous local areas in that prices and other terms for personal United States’ Response are available for violation of Section 7 of the Clayton installment loans to subprime borrowers inspection on the Antitrust Division’s Act, 15 U.S.C. § 18. would become less favorable, and access Web site at http://www.justice.gov/atr, Simultaneously with the filing of the to such loans by subprime borrowers and at the Office of the Clerk of the Complaint, Plaintiffs filed a proposed would decrease. For these reasons, the United States District Court for the Final Judgment, an Asset Preservation Department, joined by the States, filed District of Columbia. Copies of these Stipulation and Order, and a a civil antitrust lawsuit to enjoin the materials may be obtained from the Competitive Impact Statement (‘‘CIS’’). merger and alleged that the proposed Antitrust Division upon request and As required by the Tunney Act, the transaction violated Section 7 of the payment of the copying fee set by United States published the proposed Clayton Act, 15 U.S.C. § 18. Department of Justice regulations. Final Judgment and CIS in the Federal The proposed Final Judgment Register on November 24, 2015, see 80 eliminates the anticompetitive effects Patricia A. Brink, FR 73212, and caused to be published identified in the Complaint by requiring Director of Civil Enforcement. summaries of the proposed Final Defendants to divest 127 Springleaf United States District Court for the Judgment and CIS, together with branches to Lendmark Financial District of Columbia directions for the submission of written Services or to one or more alternative comments relating to the proposed Final acquirers acceptable to the United United States of America, State of Judgment, in The Washington Post for States. The branches to be divested are Colorado, State of Idaho, Commonwealth of seven days from November 20 to located in the local areas within and Pennsylvania, State of Texas, November 26, 2015. The 60-day period around the 126 towns and Commonwealth of Virginia, State of for public comments ended on January Washington, and State of West Virginia, municipalities identified in the Plaintiffs, v. Springleaf Holdings, Inc., 25, 2016. The United States received Complaint. The divestitures will Onemain Financial Holdings, LLC, and one comment, which is described below establish Lendmark as a new, Citifinancial Credit Company, Defendants. and attached hereto as Exhibit 1. independent, and economically viable Case No.: 1:15-cv-01992 (RMC) II. The Investigation and the Proposed competitor in some states and local Response of Plaintiff United States to Settlement areas and allow Lendmark to enhance Public Comment on the Proposed Final its competitive presence in others. The proposed Final Judgment is the Since Plaintiffs submitted the Judgment culmination of more than six months of proposed Final Judgment on November Pursuant to the requirements of the investigation by the Antitrust Division 13, 2015, Lendmark has begun the Antitrust Procedures and Penalties Act, of the United States Department of process of obtaining state licenses for 15 U.S.C. § 16(b)–(h) (‘‘APPA’’ or Justice (‘‘Department’’), along with the acquisition of the 127 Springleaf ‘‘Tunney Act’’), the United States Offices of the State Attorneys General of branches. In addition, the Court hereby files the single public comment Colorado, Idaho, Texas, Washington, appointed Patricia A. Murphy as received concerning the proposed Final West Virginia, Pennsylvania, and Monitoring Trustee on January 19, 2016. Judgment in this case and the United Virginia (collectively ‘‘States’’). As part States’s response to the comment. After of the investigation, the Department III. Standard of Judicial Review careful consideration of the submitted issued 21 Civil Investigative Demands The Tunney Act requires that comment, the United States continues to for documents and information and proposed consent judgments in antitrust believe that the proposed Final collected more than 350,000 documents cases brought by the United States be Judgment provides an effective and from the Defendants and third parties. subject to a 60-day public comment appropriate remedy for the antitrust The Department also conducted period, after which the court shall VerDate Sep<11>2014 17:46 Mar 18, 2016 Jkt 238001 PO 00000 Frm 00091 Fmt 4703 Sfmt 4703 E:\FR\FM\21MRN1.SGM 21MRN1 mstockstill on DSK4VPTVN1PROD with NOTICES Federal Register / Vol. 81, No. 54 / Monday, March 21, 2016 / Notices 15125 determine whether entry of the Cir. 1981)). Instead, courts have held Tel. Co., 552 F. Supp. 131, 151 (D.D.C. proposed Final Judgment ‘‘is in the that: 1982) (citations and internal quotations public interest.’’ 15 U.S.C. § 16(e)(1). In [t]he balancing of competing social omitted); see also United States v. Alcan making that determination, the court, in and political interests affected by a Aluminum Ltd., 605 F. Supp. 619, 622 accordance with the statute as amended proposed antitrust consent decree must (W.D. Ky. 1985) (approving the consent in 2004, is required to consider: be left, in the first instance, to the decree even though the court would (A) the competitive impact of such discretion of the Attorney General. The have imposed a greater remedy). judgment, including termination of court’s role in protecting the public In its 2004 amendments to the alleged violations, provisions for interest is one of insuring that the Tunney Act,1 Congress made clear its enforcement and modification, duration government has not breached its duty to intent to preserve the practical benefits of relief sought, anticipated effects of the public in consenting to the decree. of using consent decrees in antitrust alternative remedies actually The court is required to determine not enforcement, adding the unambiguous considered, whether its terms are whether a particular decree is the one instruction that ‘‘[n]othing in this ambiguous, and any other competitive that will best serve society, but whether section shall be construed to require the considerations bearing upon the the settlement in ‘‘within the reaches of court to conduct an evidentiary hearing adequacy of such judgment that the the public interest.’’ More elaborate or to require the court to permit anyone court deems necessary to a requirements might undermine the to intervene.’’ 15 U.S.C. § 16(e)(2). The determination of whether the consent effectiveness of antitrust enforcement by procedure for the public interest judgment is in the public interest; and consent decree. determination is left to the discretion of (B) the impact of entry of such Bechtel, 648 F.2d at 666 (emphasis the court, with the recognition that the judgment upon competition in the added) (citations omitted). court’s ‘‘scope of review remains relevant market or markets, upon the sharply proscribed by precedent and the public generally and individuals In determining whether a proposed settlement is in the public interest, ‘‘the nature of the Tunney Act proceedings.’’ alleging specific injury from the SBC Commc’ns, 489 F. Supp. 2d at 11; violations set forth in the complaint court ‘must accord deference to the government’s predictions about the see also United States v. Enova Corp., including consideration of the public 107 F. Supp. 2d 10, 17 (D.D.C. 2000) benefit, if any, to be derived from a efficacy of its remedies.’ ’’ United States v. U.S. Airways Grp., Inc., 38 F. Supp. (‘‘[T]he Tunney Act expressly allows the determination of the issues at trial.