FEDERAL TRADE COMMISSION | OFFICE OF THE SECRETARY | FILED 05/06/2025 OSCAR NO. 613288 -PAGE Page 1 of 23 *PUBLIC *

FEDERAL TRADE COMMISSION | OFFICE OF THE SECRETARY | FILED 05/06/2025 OSCAR NO. 613288 -PAGE Page 1 of 23 *PUBLIC *

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UNITED STATES OF AMERICA

BEFORE THE FEDERAL TRADE COMMISSION

COMMISSIONERS:

Andrew N. Ferguson, Chairman

Melissa Holyoak

Mark Meador

__________________________________________

)

In the Matter of

)

)

Asbury Automotive Group, Inc.,

)

a corporation,

)

)

Asbury Ft. Worth Ford, LLC, a limited liability

)

company, also d/b/a David McDavid Ford

)

Ft. Worth,

)

)

McDavid Frisco – Hon, LLC, a limited liability

)

company, also d/b/a David McDavid Honda of

)

Frisco,

)

)

McDavid Irving – Hon, LLC, a limited liability

)

company, also d/b/a David McDavid Honda of

)

Irving, and

)

)

Ali Benli, individually and as an officer of

)

Asbury Ft. Worth Ford, LLC,

)

McDavid Frisco – Hon, LLC, and

)

McDavid Irving – Hon, LLC,

)

)

Respondents.

)

__________________________________________)

DOCKET NO. 9436

COMPLAINT COUNSEL’S MOTION TO PARTIALLY LIFT STAY OF

ADMINISTRATIVE PROCEEDINGS TO AMEND ADMINISTRATIVE COMPLAINT

Complaint Counsel hereby moves the Commission to partially lift the stay of this

administrative action for the sole purpose of permitting issuance of an amended Complaint 1 that

0F

A draft order is included as Attachment 1. The proposed Amended Complaint and Notice is included as

Attachment 2. This proposal omits paragraphs 32-35, 48-52 from the original Complaint as well as corresponding

material from the introductory paragraph and paragraphs 1 and 10.

1

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removes Count IV and its supporting allegations from the action. Complaint Counsel requests

this relief in light of Executive Order No. 14281, 90 Fed. Reg. 17537 (Apr. 23, 2025) (“EO”),

which requires the Federal Trade Commission to, within 45 days of the date of the EO, “evaluate

pending proceedings that rely on theories of disparate-impact liability and take appropriate action

with respect to such matters consistent with the policy of this order.” EO §§ 4, 6, 90 Fed. Reg. at

17538. This is the only pending FTC complaint with an Equal Credit Opportunity Act count that

was issued prior to the EO, and Complaint Counsel is seeking to amend in an abundance of

caution.

PROCEDURAL HISTORY

On August 16, 2024, the Commission issued an Administrative Complaint against

Asbury Automotive Group, Inc.; Asbury Ft. Worth Ford, LLC; McDavid Frisco – Hon, LLC;

McDavid Irving – Hon, LLC; and Ali Benli (collectively, “Respondents”). Respondents

subsequently filed their Answer in this is matter on September 3, 2024.

Subsequently, on October 29, 2024, this matter was stayed, following Respondents’ filing

of a complaint for injunctive and declaratory relief in the United States District Court for the

Northern District of Texas, seeking preliminarily and permanently to enjoin the Part 3

proceeding on constitutional grounds, and the parties jointly moving for a stay. The Commission

granted the stay of the administrative proceeding to allow the parties to brief, and the district

court to decide, the issues raised by the parties’ preliminary motions in the federal court action.

On March 25, 2025, the Commission granted a second stay on the same grounds. As of

the date of this filing, that stay remains in effect: discovery deadlines are not until June, 2025,

and the evidentiary hearing is not until October 20, 2025.

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On April 23, 2025, the EO was issued. It states that, within 45 days of the date of the

order, the Chair of the Federal Trade Commission “shall evaluate all pending proceedings that

rely on theories of disparate-impact liability and take appropriate action with respect to such

matters consistent with the policy of this order.” EO § 6, 90 Fed. Reg. at 17538. The EO also

states that it does not “create any right or benefit, substantive or procedural, enforceable at law or

in equity by any party against the United States, its departments, agencies, or entities, its officers,

employees, or agents, or any other person.” Id. § 9, 90 Fed. Reg. at 17539.

LEGAL STANDARD

The Commission has wide discretion to amend an administrative complaint. Health

Rsch. Lab’ys, LLC, 173 F.T.C. 983, 984, 2022 WL 248146, at *1 (2022) (citing Champion Home

Builders Co., 99 F.T.C. 397, 399 (1982)); see also James Carpets, Inc., 81 F.T.C. 1043, 1972

WL 128887 at *2 (1972) (observing the Commission’s authority to grant a motion to amend is

“well-established”) (citing Forster Mfg. Co., Inc. v. FTC, 335 F.2d 47, 50 (1st Cir. 1964));

Exquisite Form Brassiere, Inc. v. FTC, 201 F.2d 499 (D.C. Cir.1961)); Whole Foods Market,

Inc., 146 F.T.C. 877, 2008 WL 4184836 (2008) (issuing order amending complaint); McKesson

& Robbins, Inc., 66 F.T.C. 1124, 1964 WL 73124 at *6 (1964) (holding that the Commission

may issue an amended complaint when “the interests of both parties and the public interest will

best be served by the issuance of an amended and supplemental complaint . . . rather than by the

initiation of a new proceeding through the issuance of a new and separate complaint.” (internal

quotation marks and citations omitted)). Given that the proceedings are currently stayed by

order of the Commission, such amendment requires a partial lift of the stay to permit issuance of

an amended complaint.

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ARGUMENT

The interests of both parties and the public interest will best be served by partially lifting

the stay solely to permit issuance of an amended complaint rather than by the initiation of a new

proceeding through the issuance of a new and separate complaint. The proposed amended

complaint adds no new allegations; rather, it would remove a count and its supporting

allegations. Thus, the proposed amendments will not unfairly prejudice Respondents, and they

will not affect the timing of the proceeding. Discovery deadlines are not until June 2025, and the

evidentiary hearing is not until October 20, 2025. See Health Rsch. Lab’ys, LLC, 173 F.T.C.

983, 985, 2022 WL 248146, at *2 (“the case is in the pre-trial stage and discovery is ongoing, so

Respondents will have ample time to respond to the new allegations” (internal quotation marks

omitted)); Champion Home Builders, 99 F.T.C. at 399 (“[I]t is clear that amending the complaint

at this relatively early stage of the proceeding, where discovery is still ongoing and trial some

months distant, would not prejudice respondent. Respondent would have adequate time to

respond fully to the charges in the amended complaint.”). As the proposed Amended Complaint

solely omits a claim and the allegations pertaining thereto, it is a lesser included version of the

original and thus clearly within the original’s scope.

CONCLUSION

For the foregoing reasons, Complaint Counsel respectfully moves for entry of the

proposed order partially lifting the stay of this administrative action solely to allow issuance of

the proposed Amended Complaint.

Dated: May 6, 2025

/s/ Daniel Dwyer

Jamie D. Brooks

James Doty

Sarah Abutaleb

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Daniel Dwyer

Federal Trade Commission

600 Pennsylvania Ave., NW

Mail Stop CC-10232

Washington, DC 20580

Complaint Counsel

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CERTIFICATE OF SERVICE

I hereby certify that on this 6th day of May, 2025, I filed the foregoing document and its

attachments electronically using the FTC’s E-filing system, which will send notification of such

filing to:

April Tabor

Secretary

Federal Trade Commission

600 Pennsylvania Ave NW, Rm. H-113

Washington, DC 20580

ElectronicFilings@ftc.gov

The Honorable Dania L. Ayoubi

Administrative Law Judge

Federal Trade Commission

600 Pennsylvania Ave NW, Rm. H-110

Washington, DC 20580

oalj@ftc.gov

I hereby certify that a true and correct copy of the foregoing and its attachments were

served on all counsel of record—Ed Burbach, Michael Lockerby, Robert Johnson, John Sepehri,

Megan Chester, Jamie D. Brooks, James Doty, and Sarah Abutaleb—by email on this 6th day of

May, 2025.

/s/ Daniel Dwyer

Daniel Dwyer

Federal Trade Commission

600 Pennsylvania Ave., NW

Mail Stop CC-10232

Washington, DC 20580

Complaint Counsel

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ATTACHMENT 1

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UNITED STATES OF AMERICA

BEFORE THE FEDERAL TRADE COMMISSION

COMMISSIONERS:

Andrew N. Ferguson, Chairman

Melissa Holyoak

Mark Meador

__________________________________________

)

In the Matter of

)

)

Asbury Automotive Group, Inc.,

)

a corporation,

)

)

Asbury Ft. Worth Ford, LLC, a limited liability

)

company, also d/b/a David McDavid Ford

)

Ft. Worth,

)

)

McDavid Frisco – Hon, LLC, a limited liability

)

company, also d/b/a David McDavid Honda of

)

Frisco,

)

)

McDavid Irving – Hon, LLC, a limited liability

)

company, also d/b/a David McDavid Honda of

)

Irving, and

)

)

Ali Benli, individually and as an officer of

)

Asbury Ft. Worth Ford, LLC,

)

McDavid Frisco – Hon, LLC, and

)

McDavid Irving – Hon, LLC,

)

)

Respondents.

)

__________________________________________)

DOCKET NO. 9436

[Proposed] ORDER GRANTING COMPLAINT COUNSEL’S MOTION TO

PARTIALLY LIFT STAY OF ADMINISTRATIVE PROCEEDINGS TO AMEND

ADMINISTRATIVE COMPLAINT

The Commission issued the Administrative Complaint in this matter on August 16, 2024.

Respondents filed their Answer on September 3, 2024. Pursuant to an order dated October 4,

2024, an amended redacted Administrative Complaint was issued on October 8, 2024.

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Following Respondents’ filing of a complaint for injunctive and declaratory relief in the

United States District Court for the Northern District of Texas, the Commission twice stayed

these proceedings—first on October 29, 2024, and then again on March 25, 2025—to provide

time for the district court to rule on the parties’ preliminary motions in the federal action,

potentially saving resources and avoiding inefficiencies. The most recent revised Scheduling

Order in this matter was entered on March 28, 2025.

On May 6, 2025, Complaint Counsel moved to partially lift the stay of this administrative

action for the sole purpose of amending the Complaint. See Complaint Counsel’s Motion to

Partially Lift Stay of Administrative Proceedings to Amend Administrative Complaint (May 6,

2025) (“Motion”).

Upon consideration of the arguments made by Complaint Counsel in its Motion, the

requested relief is GRANTED. The Commission hereby determines to amend the

Administrative Complaint in a number of respects. Accordingly,

IT IS HEREBY ORDERED THAT the Administrative Complaint the Commission

issued in this matter on August 16, 2024, be, and it hereby is, amended to read as shown in the

attached Amended Complaint; and

IT IS FURTHER ORDERED that, except for the issuance of the Amended Complaint

under this Order, all proceedings before the Commission and the Chief Administrative Law

Judge in this matter, including all filing deadlines and the evidentiary hearing, shall remain

stayed per the Commission’s March 25, 2025 order in this matter; and

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IT IS FURTHER ORDERED that Respondents shall file their Answer to the Amended

Complaint within the later of 14 days of service of this Order or 14 days after proceedings in this

matter resume, pursuant to Commission Rule 3.12(a), 16 C.F.R. § 3.12(a).

By the Commission.

Seal:

ISSUED:

April J. Tabor

Secretary

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ATTACHMENT 2

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UNITED STATES OF AMERICA

BEFORE THE FEDERAL TRADE COMMISSION

COMMISSIONERS:

Andrew N. Ferguson, Chair

Melissa Holyoak

Mark Meador

________________________________________________

In the Matter of

ASBURY AUTOMOTIVE GROUP, INC.,

a corporation,

ASBURY FT. WORTH FORD, LLC, a limited liability

company, also d/b/a DAVID MCDAVID FORD

FT. WORTH,

MCDAVID FRISCO – HON, LLC, a limited liability

company, also d/b/a DAVID MCDAVID HONDA OF

FRISCO,

DOCKET NO. D-9436

MCDAVID IRVING – HON, LLC, a limited liability

company, also d/b/a as DAVID MCDAVID HONDA OF

IRVING, and

ALI BENLI, individually and as an officer of

ASBURY FT. WORTH FORD, LLC,

MCDAVID FRISCO – HON, LLC, and

MCDAVID IRVING – HON, LLC.

________________________________________________

AMENDED COMPLAINT

The Federal Trade Commission, having reason to believe that Asbury Automotive Group,

Inc., Asbury Ft. Worth Ford, LLC, also d/b/a David McDavid Ford Ft. Worth, McDavid Frisco –

Hon, LLC, also d/b/a David McDavid Honda of Frisco, McDavid Irving – Hon, LLC, also d/b/a

David McDavid Honda of Irving, and Ali Benli, individually and as an officer of David

McDavid Ford Ft. Worth, David McDavid Honda of Frisco, and David McDavid Honda of

Irving (collectively, “Respondents”) have violated the provisions of the Federal Trade

Commission Act, and it appearing to the Commission that this proceeding is in the public

interest, alleges:

Summary of Case

1.

Respondents sell cars and trucks at multiple dealerships in and around Dallas,

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Texas. In selling these vehicles, Respondents often charge consumers for additional items (“addons”), such as service contracts, maintenance contracts, or chemical coatings, on top of the price

of the vehicle. But in many instances, Respondents add these charges without consumers’

consent or misrepresent that the charges are required. These add-on charges can amount to

several thousand dollars, substantially increasing the cost of a vehicle—and Respondents’

profits.

Respondents

2.

Respondent Asbury Automotive Group, Inc. (“Asbury”), is a Delaware

corporation with its principal place of business at 2905 Premiere Parkway, Suite 300, Duluth,

GA 30097. The individuals working at Asbury’s dealership locations are all Asbury employees,

paid through a separately created wholly owned subsidiary.

3.

Respondent Asbury Ft. Worth Ford, LLC, also d/b/a David McDavid Ford Ft.

Worth (“McDavid Ford Ft. Worth”), is a Delaware limited liability company with its principal

place of business at 300 West Loop 820 South, Ft. Worth, Texas 76108. McDavid Ford Ft.

Worth is a wholly owned subsidiary of Asbury, and the individuals working at McDavid Ford Ft.

Worth are all Asbury employees. At all relevant times, Asbury has performed various functions

on behalf of McDavid Ford Ft. Worth, or has overseen such business functions, including human

resources, finance, compliance auditing, and information technology and security. Asbury

established relevant policies of McDavid Ford Ft. Worth, employed the personnel who worked at

McDavid Ford Ft. Worth, and had control over the acts and practices of McDavid Ford Ft. Worth

that are at issue in this Complaint.

4.

Respondent McDavid Frisco – Hon, LLC, also d/b/a David McDavid Honda of

Frisco (“McDavid Honda Frisco”), is a Delaware limited liability company with its principal

place of business at 1601 North Dallas Parkway (7200 State Highway 121), Frisco, Texas 75034.

McDavid Honda Frisco is a wholly owned subsidiary of Asbury, and the individuals working at

McDavid Honda Frisco are all Asbury employees. At all relevant times, Asbury has performed

various functions on behalf of McDavid Honda Frisco, or has overseen such business functions,

including human resources, finance, compliance auditing, and information technology and

security. Asbury established relevant policies of McDavid Honda Frisco, employed the personnel

who worked at McDavid Honda Frisco, and controlled the acts and practices of McDavid Honda

Frisco that are at issue in this Complaint.

5.

Respondent McDavid Irving – Hon, LLC, also d/b/a David McDavid Honda of

Irving (“McDavid Honda Irving”), is a Delaware limited liability company with its principal

place of business at 3700 West Airport Freeway, Irving, Texas 75062. McDavid Honda Irving is

a wholly owned subsidiary of Asbury, and individuals working at McDavid Honda Irving are all

Asbury employees. At all relevant times, Asbury has performed various functions on behalf of

McDavid Honda Irving, or has overseen such business functions, including payroll, human

resources, finance, compliance auditing, and information technology and security. Asbury

established relevant policies of McDavid Honda Irving, employed the personnel who worked at

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McDavid Honda Irving, and controlled the acts and practices of McDavid Honda Irving that are

at issue in this Complaint.

6.

Respondent Ali Benli (“Benli”) is the General Manager of McDavid Ford Ft.

Worth and an employee of Asbury, and was the General Manager of McDavid Honda Irving and

the General Manager of McDavid Honda Frisco. At all times relevant to this Complaint, acting

alone or in concert with others, he has formulated, directed, controlled, had the authority to

control, or participated in the acts and practices of McDavid Ford Ft. Worth, McDavid Honda

Frisco, and McDavid Honda Irving, including the acts and practices set forth in this Complaint.

As general manager, Respondent Benli has had control and responsibility over day-to-day

operations of McDavid Ford Ft. Worth, McDavid Honda Frisco, and McDavid Honda Irving,

including the implementation of financing and sales policies and the sale of add-on products and

services. Respondent Benli has had knowledge of Respondents’ unlawful practices, including

through actively participating in handling complaints and internal deal audits undertaken by

Asbury. His principal office or place of business is the same as that of McDavid Ford Ft. Worth.

7.

Respondents Asbury, McDavid Ford Ft. Worth, McDavid Honda Frisco, and

McDavid Honda Irving (collectively, “Corporate Respondents”) have operated as a common

enterprise while engaging in the unlawful acts and practices alleged below. Corporate

Respondents have conducted the business practices described below through an interrelated

network of companies that have common ownership, officers, directors, business functions,

employees, advertising, policies, and practices. Because Corporate Respondents have operated as

a common enterprise, each of them is jointly and severally liable for the acts and practices

alleged below.

8.

At all times relevant to this Complaint, acting alone or in concert with others,

Respondents have advertised, marketed, distributed, or offered vehicles to consumers for sale,

and have regularly arranged for the extension of credit.

9.

The acts and practices of Respondents alleged in this Complaint have been in or

affecting commerce, as “commerce” is defined in Section 4 of the Federal Trade Commission

Act.

Respondents’ Business Activities

10.

Asbury owns and operates a network of motor vehicle dealerships. It is the parent

company and owner of the three dealership respondents—McDavid Ford Ft. Worth, McDavid

Honda Frisco, and McDavid Honda Irving—and it employs the individuals who work at these

dealerships. In many instances, Respondents have charged consumers for add-ons they did not

agree to and misled consumers into believing add-ons were required.

Respondents’ Unauthorized and Deceptive Add-On Charges

11.

Respondents charge consumers for an array of add-ons that are tacked on to the

purchase of a vehicle, such as extended warranties, maintenance plans, chemical coatings, and

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dent protection. Under the policies set by Asbury, employees receive additional compensation

for add-on charges, including bonuses that managers earn when a certain percentage of the

dealer’s sales include an add-on. Add-ons commonly cost consumers hundreds or thousands of

dollars per transaction.

Unauthorized Charges

12.

In numerous instances, Respondents have added unwanted charges to vehicle

sales contracts. One tactic Respondents use is getting a consumer to agree to a monthly payment

that exceeds what they need to pay under the contract to purchase a vehicle, and then “packing”

the sales contract with add-on charges to make up the difference. For example, a salesperson

might represent that a consumer qualifies for financing with a monthly payment of $400, when

the monthly payment for the vehicle under the contract is actually $350. The salesperson then

includes, or “packs,” the contract with add-ons to make up some or all of the difference between

the two monthly payments, so that it appears the consumer is receiving a similar or smaller

monthly payment.

13.

Many consumers have reported that Respondents, using this type of payment

packing or other methods, charged them for add-ons the consumers never agreed to buy. For

example, one consumer reported that McDavid Ford Ft. Worth charged him over $2,800 for

products he never agreed to, including $1,200 for guaranteed asset protection (“GAP”)

agreement; $1,024 for ResistAll, a supposed microscopic chemical coating that claims to prevent

damage to the vehicle’s interior and exterior; and $584 for a key replacement service. Likewise,

a David McDavid Honda Frisco consumer discovered that Respondents had charged her on

multiple occasions for add-ons that she did not know about and never would have agreed to

purchase, including $3,000 for a service contract and over $4,700 for a life insurance policy, a

disability insurance policy, a maintenance plan, and a service contract.

14.

Consumers have reported that Respondents sometimes did not mention the add-on

items at all. For instance, one consumer who discovered more than three thousand dollars in

unexpected charges after financing a car at McDavid Honda Frisco reported, “at no point did you

mention the $3,000.00 warranty cost or the $466.00 ResistAll cost.” And another consumer

reported that he “clearly said NO to GAP” and that he “never discussed anything about ResistALL,” but that both were added to the transaction “without [his] knowledge.” The consumer

further reported that the finance manager “asked [him] to sign many documents saying they are

for loan process” and “deliberately made sure that [he was] not aware of the complete sale

details.” Mr. Benli received both complaints.

15.

Other consumers reported that they specifically declined add-on items only to

discover that Respondents charged them anyway. For example, a consumer reported that after

she and her husband agreed to purchase a vehicle at McDavid Ford Ft. Worth, the couple

“specifically said we did not want an extended warranty and a key fob replacement warranty”

but that “both of those were snuck into our paper work.” Another consumer similarly reported

that, in the “huge pile of papers” she received, she was charged for add-ons she declined “many

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times”; after inquiring about the charges, the finance manager “lied to” her and told her the

products were free. Mr. Benli received the complaint.

16.

Consumers have reported that Respondents made it difficult for them to

understand the terms of the transaction. One consumer described how a financing representative

had the paperwork for the sale on his computer, but the screen was pointed in the direction of the

representative so the consumer could not see it. She reported that the representative briefly

described the document, and then asked her to sign on an electronic signature pad without

viewing the document itself. And, not knowing that she had been charged for both a maintenance

plan and service contract, she and her daughter paid for maintenance and repairs out of pocket.

Similarly, a McDavid Honda Irving consumer signed his sales contract on a portable electronic

device and was only shown the spots where he needed to sign and not the entire contract. Three

weeks later, he discovered that the finance manager had added a $1,750 maintenance package

and $609 key replacement package without permission.

17.

Many consumers may not discover that Respondents have charged them without

consent until after the vehicle transaction is complete, if ever. For example, after buying a car, a

McDavid Ford Ft. Worth consumer discovered that the dealer had extended what he thought was

a 72-month financing agreement to 84 months without his consent so that the lower monthly

payment under the longer term masked the increase from the hidden charges for unwanted addons. Another consumer likewise discovered that his loan had been changed from a 72-month to

an 84-month term without his consent, masking not only hidden charges for unwanted add-ons,

but also a vehicle price increase of more than a thousand dollars.

18.

Asbury has received directly many complaints from consumers reporting that they

were charged for add-on products without consent. For example, in 2021, a McDavid Honda

Frisco consumer complained that “he did not want ANY products at all, but after he signed there

was HondaCare, Resistall, Key and Windshield.” Asbury’s Regional Finance and Insurance

Director called the complaint “pretty concerning.” Other complaints Asbury has received

include:

•

“[T]he financial person [] overcharged us for other things that we didn’t want with the

car and he added it on anyway.”

•

“A $2200 service contract fee [] was never mentioned or even explained to us.”

•

“I told you I didn’t want an extended warranty but I noticed you put it in the finance

agreement anyway.”

•

“I was grossly misle[]d about what additional costs I was consenting to, which was a

$3000 warranty, and a separate $899 ResistAll”; “I had no idea what [ResistAll] was

as a product.”

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•

“We are cancelling all coverages due to misrepresentation by the Finance Manager at

the time of signing” (noting $6,682 in unauthorized charges).

•

“They will mess with the numbers on your papers and lie to you about the price of the

car to sneak in a warranty they tell you nothing about.”

•

“Had an agreement with the salesman for the price of the car. . . . Paperwork also

added service contract without asking if I wanted it.”

•

“The finance guy added extended warranty without asking me and when I asked him

about it he straight up lied to me.”

19.

Mr. Benli has received direct notice of consumer complaints. In particular, he

tracked public complaints and pressured consumers to take down negative reviews. (“Make sure

he brings the review down,” Mr. Benli stated about one consumer complaining about

unauthorized add-ons.) Among the complaints Mr. Benli received, in addition to those noted

above:

•

Consumer complaining he got “scammed by the finance person” regarding ResistAll.

•

“You never see the detailed billing until you have signed everything. They tell you

fabric protection is free, but the final bill showed $850.”

•

Warranty that consumer declined added to contract; consumer not given a copy of the

agreement.

•

“Honda of McDavid cheated during the signing”; Finance manager “added additional

warranties [to] my payment plan even though I didn’t request or he didn’t explained

to me any of them”; consumer spent 12 hours attempting to cancel.

•

“I received a letter by Honda finance department and it states that I bought a

protection which worth $5500 for one year. The problem is nobody explained to me

about protection and I haven’t had any idea until seeing [the] letter.”

Charges Misrepresented as Required

20.

In numerous other instances, Respondents falsely represent that consumers are

required to purchase an optional add-on. These representations are false. Neither the finance

companies nor the vehicle manufacturers require that the add-ons be sold.

21.

Many consumers have been charged thousands of dollars for add-ons that

Respondents falsely claimed were required. For example, a David McDavid Ford Ft. Worth

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representative told one consumer that to finance the purchase of a truck, he had to purchase a

bundle of add-ons—including a maintenance plan, chemical protection and warranty,

windshield, extended vehicle warranty, and key replacement service—that ended up being more

than $9,500. Asbury has received many complaints from consumers that they were falsely told

that add-ons were required. For example:

•

Consumer told that purchasing a warranty was required to receive a lower interest

rate.

•

“I was lied [to] by your Finance Department. . . . I was told . . . that I must have a

Honda Care, a Car Maintenance and Resist All package in order to be able to finance.

I was clear when I said I was not interested yet I was told I must have.”

•

Consumers told they would receive lower rate if they purchased add-ons; itemized

prices missing from contract documents.

•

Consumer repeatedly stated that he did not want warranty but was told that “it was

required.”

•

“Finance guy . . . lies to his clients[.] He told me that I had to buy [$]3,000 warranty.”

•

Consumer told that GAP agreement was required by the bank “as the condition of

approval.”

•

Consumer told that “he has to pay for [various add-ons] because it came with the

package deal.”

22.

Many consumers do not catch the dealers’ misrepresentations before the

paperwork is signed and the transaction is finalized. But even if consumers were to discover false

representations or unauthorized charges mid-transaction, it is often unrealistic for consumers to

walk away at that point. Buying a vehicle is a lengthy process involving complex, dense

paperwork; it can take several hours or days to finalize, on top of the hours it can take to drive to

and from a dealership. Consumers may need to take time off work or arrange childcare, and the

immediate need for the vehicle for work, school, or other vital household reasons makes it

infeasible to start the process anew at a different dealership.

Respondents’ Add-on Misconduct Is Widespread

23.

Respondents have added unwanted add-ons to vehicle sales without consumers’

knowledge or consent, or misrepresented that an add-on was required, in numerous instances.

According to a survey of consumers who Respondents charged for at least one add-on:

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a)

At least 58% of consumers who purchased a vehicle at McDavid Ford Ft.

Worth were charged for at least one add-on that they did not agree to buy or that

was misrepresented as required.

b)

At least 75% of consumers who purchased a vehicle at McDavid Honda

Frisco were charged for at least one add-on that they did not agree to buy or that

was misrepresented as required.

c)

At least 73% of consumers who purchased a vehicle at McDavid Honda

Irving were charged for at least one add-on that they did not agree to buy or that

was misrepresented as required.

24.

Asbury periodically audits its dealerships for misconduct. Asbury’s audit process

relies on what the dealerships document in writing; Asbury does not contact consumers during

the audit process to ask what employees at the dealership told them or what consumers

understood about add-ons.

25.

Despite their limited nature, audits at each Respondent dealership have uncovered

substantial evidence that consumers are charged for add-ons without consent: the dealerships

have each failed multiple audits due to payment packing and other “Deceptive Practice[s],” as

Respondents label them. For example, 2019 audits of McDavid Honda Frisco (managed by Mr.

Benli) and McDavid Ford Ft. Worth found evidence of payment packing in 28% and 34% of

deals, respectively. In total, the audits found “Deceptive Practice[s]” in over 50% of deals.

Asbury’s Investigations Manager called the audits—the second consecutive failed audits for each

dealership—“the worse” (Ft. Worth) and “the ugly” (Frisco).

26.

Multiple failed audits of McDavid Honda Irving also found extensive evidence of

payment packing and other “Deceptive Practice[s].” For example, a 2020 audit (the store’s

second consecutive failed audit) found evidence of payment packing in 22% of deals. The audit

also found “After-the-fact, Authenticity” issues in 26% of deals, which means documents were

“created after the fact in order to falsify the deal in some way,” in the words of Asbury’s head of

compliance. In total, the audit found “Deceptive Practice[s]” in nearly 75% of deals.

27.

As a rule, Asbury does not contact consumers after the audits, even if they

determine that consumers have been the victim of “Deceptive Practice[s].”

28.

Additional Asbury internal documents confirm the widespread problems

identified in the audits. For example, Asbury’s Investigations Manager found that after

customers of McDavid Honda Irving left the store, “all” sales and finance managers were

doctoring customer applications, signing for the customer, and destroying the original

applications.

29.

Similarly, in 2019, an internal whistleblower at McDavid Ford Ft. Worth reported

that, for more than a year, the finance director had instructed employees to change information

on customer applications.

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30.

Also in 2019, Asbury’s Investigations Manager found that Asbury employees

were selling service plans for amounts that exceeded Asbury’s policies, thereby “enhanc[ing]

their pay at the expense of our customers.” Of the 14 “most frequent offenders,” six were

employees at one of the three Respondent dealerships.

31.

In 2021, Asbury’s Investigations Manager concluded that an employee at

McDavid Honda Frisco was “manipulating deals and menus to sell additional products”—for

example, by failing to show consumers the true base payment without add-on products.

VIOLATIONS OF THE FTC ACT

32.

Section 5(a) of the FTC Act, 15 U.S.C. § 45(a), prohibits “unfair or deceptive acts

or practices in or affecting commerce.”

33.

Misrepresentations or deceptive omissions of material fact constitute deceptive

acts or practices prohibited by Section 5(a) of the FTC Act.

34.

Acts or practices are unfair under Section 5 of the FTC Act if they cause or are

likely to cause substantial injury to consumers that consumers cannot reasonably avoid

themselves and that is not outweighed by countervailing benefits to consumers or competition.

15 U.S.C. § 45(n).

Count I

Misrepresentations Regarding Charges

35.

In numerous instances, in connection with the offering for sale or financing, or

sale and financing of vehicles, Respondents represent, directly or indirectly, expressly or by

implication, that charges appearing on consumers’ sales contracts are authorized by consumers.

36.

In fact, in numerous instances in which Respondents make the representations set

forth in Paragraph 39, the charges appearing on consumers’ sales contracts include charges not

authorized by consumers.

37.

Therefore, Respondents’ representations as set forth in Paragraph 39 are false or

misleading and constitute deceptive acts or practices in violation of Section 5(a) of the FTC Act,

15 U.S.C. § 45(a).

Count II

Misrepresentations Regarding Add-On Charges

38.

In numerous instances, in connection with the offering for sale or financing, or

sale and financing of vehicles, Respondents represent, directly or indirectly, expressly or by

implication, that consumers are required to buy one or more add-ons.

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39.

In fact, in numerous instances in which Respondents make the representations set

forth in Paragraph 42, consumers are not required to buy the add-ons.

40.

Therefore, Respondents’ representations as set forth in Paragraph 42 are false or

misleading and constitute deceptive acts or practices in violation of Section 5(a) of the FTC Act,

15 U.S.C. § 45(a).

Count III

Unfair Practices Relating to Unauthorized Charges

41.

In numerous instances, Respondents charge consumers without obtaining their

express, informed consent.

42.

Respondents’ actions cause or are likely to cause substantial injury to consumers

that consumers cannot reasonably avoid themselves and that is not outweighed by countervailing

benefits to consumers or competition.

43.

Therefore, Respondents’ acts or practices as set forth in Paragraph 45 constitute

unfair acts or practices in violation of Section 5 of the FTC Act, 15 U.S.C. § 45(a), (n).

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NOTICE

You are notified that on _______, 2025, at 10:00 a.m., at the Federal Trade Commission

offices, 600 Pennsylvania Avenue, NW, Room 532-H, Washington, DC 20580, an

Administrative Law Judge of the Federal Trade Commission, will hold a hearing on the charges

set forth in this Amended Complaint (“Complaint”). At that time and place, you will have the

right under the Federal Trade Commission Act to appear and show cause why an order should

not be entered requiring you to cease and desist from the violations of law charged in this

Complaint.

You are notified that you are afforded the opportunity to file with the Federal Trade

Commission (“Commission”) an answer to this Complaint on or before the latter of the 14th day

after service of the Complaint upon you or the 14th day after proceedings in this matter resume.

An answer in which the allegations of the Complaint are contested must contain a concise

statement of the facts constituting each ground of defense; and specific admission, denial, or

explanation of each fact alleged in the Complaint or, if you are without knowledge thereof, a

statement to that effect. Allegations of the Complaint not thus answered will be deemed to have

been admitted.

If you elect not to contest the allegations of fact set forth in the Complaint, the answer

should consist of a statement that you admit all of the material facts to be true. Such an answer

will constitute a waiver of hearings as to the facts alleged in the Complaint and, together with the

Complaint, will provide a record basis on which the Commission may issue a final decision

containing appropriate findings and conclusions and a final order disposing of the proceeding. In

such answer, you may, however, reserve the right to submit proposed findings of fact and

conclusions of law under FTC Rule § 3.46.

Failure to answer timely will be deemed to constitute a waiver of your right to appear and

contest the allegations of the Complaint. It will also authorize the Commission, without further

notice to you, to find the facts to be as alleged in the Complaint and to enter a final decision

containing appropriate findings and conclusions and a final order disposing of the proceeding.

The Administrative Law Judge will hold a prehearing scheduling conference to be held

not later than 10 days after the answer is filed by the last answering Respondent. Unless

otherwise directed by the Administrative Law Judge, the scheduling conference and further

proceedings will take place at the Federal Trade Commission, 600 Pennsylvania Avenue, NW,

Room 532-H, Washington, DC 20580. Rule 3.21(a) requires a meeting of the parties’ counsel as

early as practicable before the prehearing scheduling conference, but in any event no later than 5

days after the answer is filed by the last answering Respondent. Rule 3.31(b) obligates counsel

for each party, within 5 days of receiving a Respondent’s answer, to make certain initial

disclosures without awaiting a formal discovery request.

Moreover, the Commission has reason to believe that, if the facts are found as alleged in the

Complaint, it may be necessary and appropriate for the Commission to seek relief to redress

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injury to consumers. Such relief could be in the form of restitution for past, present, and future

consumers and such other types of relief as are set forth in Section 19(b) of the Federal Trade

Commission Act. The Commission will determine whether to apply to a court for such relief on

the basis of the adjudicative proceedings in this matter and such other factors as are relevant to

consider the necessity and appropriateness of such action.

NOTICE OF CONTEMPLATED RELIEF

Should the Commission conclude from the record developed in any adjudicative

proceedings in this matter that Respondents have violated or are violating Section 5 of the FTC

Act, 15 U.S.C. § 45, the Commission may order such relief against Respondents as is supported

by the record and is necessary and appropriate, including but not limited to:

a. Prohibiting misrepresentations in connection with motor vehicles.

b. Requiring obtaining express, informed consent for all charges in connection with motor

vehicles.

c. Prohibiting charges for any add-on that does not provide a benefit to consumers.

d. Requiring Respondents to obtain acknowledgments of the order.

e. Requiring Respondents to file periodic compliance reports with the Commission.

f. Requiring that Respondents create and retain certain records.

g. Requiring that Respondents’ compliance with the order may be monitored for a term to

be determined by the Commission.

h. Any other relief appropriate to correct or remedy the effects of Respondents’ deceptive or

unfair practices or of any or all of the conduct alleged in the complaint.

THEREFORE, the Federal Trade Commission, this ____ day of ______________,

2025, has issued this Complaint against Respondents.

By the Commission.

April J. Tabor

Secretary

SEAL:

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