Plaintiff, ) 

) 

v. ) Civil Action No. 

) 

ARDAGH GROUP S.A. ) 

56, rue Charles Martel, ) 

Luxembourg ) 

L-2135 ) 

) 

and ) 

) 

COMPAGNIE DE SAINT -GOBAIN ) 

"Les Miroirs" 18, avenue d' Alsace ) 

92400 Courbevoie ) 

France ) 

) 

and ) 

) 

SAINT -GOBAIN CONTAINERS, INC. ) 

1509 S. Macedonia Avenue ) 

Muncie, Indiana 47307 ) 

) 

Defendants. ) 

PLAINTIFF'S MOTION AND MEMORANDUM OF POINTS AND AUTHORITIES IN 

SUPPORT OF ITS REQUEST FOR A PRELIMINARY INJUNCTION AND REQUEST 

FOR SCHEDULING CONFERENCE 

I. Motion for Preliminary Injunction and Statement of Supporting Points and 

Authorities. 

Plaintiff, the Federal Trade Commission (the "Commission"), by its designated attorneys, 

moves this Court pursuant to Section 13(b) ofthe Federal Trade Commission Act, 15 U.S.C. § 

53(b), for a preliminary injunction enjoining defendant Ardagh Group S.A. ("Ardagh"), 

1 
Ardagh's proposed acquisition ofSaint-Gobain would combine the second- and thirdlargest glass container manufacturers in the United States, resulting in an effective duopoly. This 

proposed acquisition will likely cause anticompetitive effects in at least two relevant antitrust 

product markets: the manufacture and sale of glass containers to (1) beer brewers ("Brewers") 

and (2) spirits distillers ("Distillers"). The Commission has determined that it has "reason to 

believe" that the proposed acquisition of Saint-Gobain by Ardagh would violate Section 7 of the 

Clayton Act, 15 U.S.C. § 18, and Section 5 ofthe FTC Act, 15 U.S.C. § 45. In these 

circumstances, Section 13(b) ofthe FTC Act authorizes the Commission to seek a preliminary 

injunction halting the proposed merger until the Commission "has had an opportunity to 

adjudicate the merger's legality in an administrative proceeding." FTC v. CCC Hqldings, Inc., 

605 F. Supp. 2d 26, 35 (D.D.C. 2009) (citing 15 U.S.C. § 53(b)). The Commission voted to 

authorize the administrative complaint in this matter on June 28, 2013 and the trial of this case 

on the merits before an administrative law judge is scheduled to begin on December 2, 2013. 

Because Defendants have threatened to close their proposed acquisition before the 

completion of the administrative trial, the Commission needs a preliminary injunction from this 

Court to preserve its ability to obtain adequate relief and to prevent harm to consumers. A 

preliminary injunction would be in the public interest based on a weighing of the equities and the 

2 
days after this Court rules on the Commission's motion for preliminary injunction. A stipulation 

reflecting this agreement is attached to this motion. 

The parties have conferred regarding a proposed scheduling order and briefing schedule 

for this matter and request a brief telephonic scheduling conference with the Court in order to 

facilitate those discussions. 

The Commission respectfully requests the opportunity to present oral argument in 

support of its preliminary injunction motion. 

Notice of this motion has been given to Defendants' attorneys by the undersigned 

attorney prior to the filing of the present action and Defendants' attorneys have indicated that 

they oppose the motion for a preliminary injunction, but join in the request for a scheduling 

conference. 

A proposed preliminary injunction Order and Order memorializing the stipulation is 

attached. 

Dated: July 2, 2013 

3 
Bureau of Competition 

JONATHAN NUECHTERLEIN (D.C. Bar 442470) 

General Counsel 

Federal Trade Commission 

CATHARINE M. MOSCATELLI 

Assistant Director (D.C. Bar 418510) 

BRENDAN J. MCNAMARA Deputy Assistant Director 

ANGELIKE A. MINA 

SEAN D. HUGHTO (D.C. Bar 421224) 

STEVEN L. WILENSKY (D.C. Bar 430398) 

MONICA M. CASTILLO 

ANGEL PRADO 

JAMES ABELL (D.C. Bar 990773) MEREDITH ROBINSON (D.C. Bar 498245) 

JOSHUA GOODMAN 

MICHAEL FRANCHAK 

STEVENDAHM 

DANIELLE SIMS (D.C. Bar 982506) 

KRISTIAN ROGERS 

AMANDA HAMILTON (D.C. Bar 499646) 

SEBASTIAN LORIGO 

VICTORIA LIPPINCOTT 

Attorneys 

Federal Trade Commission Bureau of Competition 

Mergers II Division 

4 

Bureau of Competition 

600 Pennsylvania Ave., NW 

Washington, DC 20580 

Telephone: (202) 326-2470 

Facsimile: (202) 326-2884 

Email: ehassi@ftc.gov 

Attorney for Plaintiff 
v. ) Civil Case No. _-CV-____ L__) 

) 

ARDAGH GROUP S.A., ) 

56, rue Charles Martel, ) 

Luxembourg ) L-2135 ) 

and ) 

) 

COMPAGNIE DE SAINT -GOBAIN ) 

"Les Miroirs" 18, avenue d'Alsace ) 

92400 Courbevoie ) 

France ) 

and ) 

) 

SAINT -GOBAIN CONTAINERS, INC. ) 

1509 S. Macedonia Avenue ) 

Muncie, Indiana 47307 ) 

Defendants. ) 

___________________________ ) 

STIPULATION AND [PROPOSED] ORDER 

WHEREAS, plaintiff, the Federal Trade Commission (the "Commission"), filed the instant 

action on July 2, 2013, seeking, among other relief, a preliminary injunction enjoining Defendant 

Ardagh Group S.A ("Ardagh Group") from acquiring Defendant Saint-Gobain Containers, Inc. from 

Defendant Compagnie de Saint-Gobain (the "acquisition"); 

WHEREAS, absent this Stipulation, Defendant Ardagh Group would be free to consummate 

the proposed acquisition after 11:59 p.m., Eastern Daylight Time, on July 5, 2013; and 

1 
1. Defendant Ardagh Group shall not consummate any acquisition of any stock, assets, or other 

interest, of Defendants Compagnie de Saint-Gobain or Saint-Gobain Containers, Inc. until 

two business days after the Court rules on the Commission's motion for a preliminary 

injunction, pursuant to Section 13 (b) of the Federal Trade Commission Act. 

2. Defendant Ardagh Group shall take any and all necessary steps to prevent any of its domestic 

or foreign agents, divisions, subsidiaries, affiliates, partnerships, or joint ventures from 

making any such acquisition. 

3. This Stipulation and Order is without prejudice to any rights or defenses that any Defendant 

may have, and any Party may seek to amend this Stipulation and Order at any time upon 

proper notice. 

Dated: July 2, 2013 

By: 

2 

Respectfully submitted, 

Edward Hassi, Esq. 

Bureau of Competition 

Federal Trade Commission 

600 Pennsylvania Avenue, N.W. 

Washington, DC 20580 

202-326-2470 

Counsel for Plaintiff Federal Trade Commission 
By· 

Shcannan & Sterling LLI

 

51)9 t\venuc 

\iew York, NY, 10022 

112-84 8-40()(1 

Coun:.cl fur Dt:fcndant Ardagh S.A. 

Richa J. lark. Esq. 

Yonatar .vcn. Esq. (pro hac vtce admio;sion forthcoming) 

< :ravath, & Moore LLP 

325 Eighth Avenue, Worldwide i'l.12:a 

'l..:w York, NY. 10019 

Connsclli.>r Deli::miants (\ llnpagmc de Samt .. Gobain and 

Samt-Gobain Containers, inc. 

E'\ITERED. :Ius __ day of _____ _ 

t:mtcd St.1tl'S Or'itrict Judge 

.I