UNITED STATES OF AMERICA 

BEFORE THE FEDERAL TRADE COMMISSI 

COMMISSIONERS: Edith Ramirez, Chairwoman 

Julie Brill 

In the Matter of 

Ardagh Group S.A., 

Maureen K. Ohlhausen 

Joshua D. Wright 

a public limited liability company, and 

DOCKET NO. 9356 

Compagnie de Saint-Gobain, a corporation, 

and 

Saint-Gobain Containers, Inc., 

a c01poration. 

PUBLIC 

JOINT MOTION TO RESCHEDULE THE DECEMBER 19 HEARING DATE 

Expedited Consideration Requested 

WHEREAS, on Jlme 28, 2013, the Federal Trade Commission (the "Commission") voted 

to issue the complaint in this action seeking to enjoin Respondent Ardagh Group, S.A 

("Ardagh") from acquiring the shares of Respondent Saint-Gobain Containers, Inc. ("SaintGobain") from a subsidiaty of Respondent Compagnie de Saint-Gobain (collectively, 

"Respondents," and, together with Complaint Cmmsel, the "Patties"); 

WHEREAS, beginning in July 2013, the patties have engaged in settlement discussions 

in an eff01t to reach agreement on a package of glass container plant divestitures that could serve 

to resolve the Commission 's concems regarding the proposed acquisition's alleged 

anticompetitive effects; 

1 
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WHEREAS, on September 19, Respondents announced they were prepared to divest four 

plants, consisting of two Ardagh plants and two Saint-Gobain plants, in order to resolve the 

Commission’s concerns; 

WHEREAS, on October 31, the Parties participated in a settlement conference in the 

Administrative Action before the ALJ and during that conference Respondents announced they 

were prepared to divest a different package of four glass container plants in order to resolve the 

Commission’s concerns; 

WHEREAS, on November 7, Ardagh entered into a stipulation with Complaint Counsel 

which was filed with the district court. Ardagh stipulated that it would not consummate any 

acquisition of any stock, assets, or other interest in Respondent Saint-Gobain until the earlier of: 

(i) the first business day after the Commission accepts for public comment an agreement 

containing a consent order in this administrative action, or (ii) the completion of the 

administrative action, including all appeals; 

WHEREAS, on December 11, Respondents made a new settlement proposal. 

Respondents’ new proposal is to divest six of the eight plants previously owned and operated by 

Anchor Glass, which Ardagh purchased in 2012, along with Anchor’s Tampa Florida 

headquarters, management team and employees and the infrastructure and all other assets 

necessary to address the alleged anticompetitive effects in the markets for glass containers 

supplied to Distillers and Brewers. Respondents would divest the plants to a buyer that is ready, 

willing, and able to operate the assets in a manner that preserves competition, and is likely to 

resolve the Commission’s concerns with Ardagh’s proposed acquisition of Saint-Gobain. 

Specifically, Ardagh proposes to divest the following plants: Elmira, New York; Henryetta, 

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Oklahoma; Jacksonville, Florida; Lawrenceburg, Indiana; Shakopee, Minnesota; and WarnerRobbins, Georgia; 

WHEREAS, Administrative hearing is scheduled to begin in front of Chief 

Administrative Law Judge Chappell at 10:00 am on December 19, 2013; 1 and 

WHEREAS, Complaint Counsel is not prepared to make a recommendation to the 

Commission to accept the proposal and remove the matter from administrative litigation at this 

time, but the Parties wish to continue their efforts to resolve the dispute without simultaneously 

conducting the administrative hearing. 

NOW THEREFORE, Complaint Counsel and Respondents Ardagh Group S.A., 

Compagnie de Saint-Gobain, and Saint-Gobain Containers, Inc. jointly move the Federal Trade 

Commission for an order, pursuant to Rule 3.21(c)(2) and Rule 3.22, 16 C.F.R. §§ 3.21(c)(2) 

and 3.22, staying this action and rescheduling the date of the evidentiary hearing until April 15, 

2014. The hearing is presently scheduled to begin at 10:00 a.m., December 19, 2013. With the 

exception of the pre-trial hearing, scheduled for December 17, the parties have met all of the pretrial deadlines and completed all of the necessary pre-trial filings. This is the parties’ first 

request for a rescheduling of the hearing.

 Under Rule 3.11(b)(4), the Commission includes in a complaint the date and time for the 

evidentiary hearing. Rule 3.21(c)(2) and Rule 3.22 further provide that the Administrative Law 

Judge does not have the authority to change the hearing date set by the Commission. Instead, if 

the parties file a motion to change the hearing date, the Administrative Law judge must certify 

the motion to the Commission, which must rule on the motion. 

1

 Revised Scheduling Order dated October 18, 2013, at 

http://www ftc.gov/sites/default/files/documents/cases/131018aljrevisedschedulingorder.pdf . 

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 The grounds for this motion are that, as set forth above, the parties are now engaged in 

settlement negotiations that may make a hearing unnecessary. On December 11, 2013, 

Respondent Ardagh made a new settlement proposal that Complaint Counsel is working 

diligently to evaluate. Complaint Counsel is not prepared to recommend the settlement proposal 

to the Commission at this time, but believes the proposed divestitures (unlike the previous 

proposals) could, if the appropriate conditions are met, lead to a recommendation that the 

Commission accept a consent settlement agreement. Complaint Counsel and Respondents 

believe that the proposal warrants further evaluation and negotiations that may lead to a consent 

agreement settlement. Rescheduling the hearing will permit the parties to devote their full 

resources to the settlement negotiations and may allow the Office of Administrative Law Judges, 

the parties, and third party witnesses to avoid incurring the significant expenses of final trial 

preparations and trial.

The parties also propose that the Commission’s order direct them to report to the 

Commission and the Chief Administrative Law Judge the status of the settlement negotiations no 

later than April 1, 2014. In the event the hearing continues to be necessary, this notice will give 

the Office of Administrative Law Judges and the parties sufficient time to reschedule the pre-trial 

hearing and to complete final trial preparations if the settlement negotiations are unsuccessful.

The parties respectfully request expedited treatment of this motion. The hearing is 

scheduled to commence on December 19, and continue on January 2, 2014. To avoid 

inconveniencing party and third party witnesses all of whom are scheduled to travel to 

Washington to appear at trial, the parties request the Commission rule on this motion no later 

than December 19, 2013. 

A proposed order rescheduling the hearing is attached. 

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December 16, 2013 Respectfully submitted, 

s/ Edward D. Hassi 

EDWARD D. HASSI

Counsel Supporting the Complaint 

 Bureau of Competition 

 Federal Trade Commission 

 Washington, DC 20580 

 Telephone: (202) 326-2470 

 Facsimile: (202) 326-3496 

 Electronic Mail: ehassi@ftc.gov

Counsel Supporting the Complaint 

s/ Richard F. Schwed 

Richard F. Schwed

Alan S. Goudiss

Dale Collins 

Lisl Dunlop 

Shearman & Sterling LLP 

599 Lexington Avenue 

New York, New York 10022 

Tel: (212) 848-4000 

Email: rschwed@shearman.com 

Counsel for Respondent Ardagh Group S.A. 

s/ Yonatan Even 

Yonatan Even

Christine A. Varney

Sandra C. Goldstein

Cravath, Swaine & Moore LLP 

825 Eighth Avenue 

New York, New York 10019 

Tel: (212) 474-1000 

Email: yeven@cravath.com 

Counsel for Respondents Compagnie

de Saint-Gobain and Saint-Gobain 

Containers, Inc. 

PUBLIC
UNITED STATES OF AMERICA 

BEFORE THE FEDERAL TRADE COMMISSION

COMMISSIONERS: Edith Ramirez, Chairwoman 

 Julie Brill

 Maureen K. Ohlhausen 

 Joshua D. Wright 

In the Matter of 

Ardagh Group S.A., 

 a public limited liability company, and 

Compagnie de Saint-Gobain, a corporation, 

and

Saint-Gobain Containers, Inc., 

 a corporation. 

DOCKET NO. 9356 

[PROPOSED] ORDER RESCHEDULING THE DATE FOR HEARING 

 Upon the joint motion of Complaint Counsel and Respondents Ardagh Group S.A., 

Compagnie de Saint-Gobain, and Saint-Gobain Containers, Inc. for an order, pursuant to Rule 

3.21(c)(2) and Rule 3.22, 16 C.F.R. §§ 3.21(c)(2) and 3.22, to reschedule the date of the 

evidentiary hearing. 

IT IS ORDERED THAT the evidentiary hearing in this this matter is rescheduled to 

begin at 10:00 a.m., on April 15, 2014, at the Federal Trade Commission offices at 600 

Pennsylvania Avenue, N.W., Room 532, Washington, D.C. 20580, and 

IT IS FURTHER ORDERED THAT the parties shall report the status of the settlement 

negotiations to the Administrative Law Judge, with a copy to the Commission no later than April 

1, 2014. 

PUBLIC
By the Commission. 

 Donald S. Clark 

 Secretary 

SEAL 

ISSUED: 

PUBLIC
CERTIFICATE OF SERVICE

I hereby certify that on December 16, 2013, I filed the foregoing document electronically 

using the FTC’s E-Filing System, which will send notification of such filing to: 

 Donald S. Clark 

 Secretary 

 Federal Trade Commission 

 600 Pennsylvania Ave., NW, Rm. H-113 

 Washington, DC 20580 

 I also certify that I delivered via electronic mail and hand delivery a copy of the 

foregoing document to: 

 The Honorable D. Michael Chappell 

 Administrative Law Judge 

 Federal Trade Commission 

 600 Pennsylvania Ave., NW, Rm. H-110 

 Washington, DC 20580 

 I further certify that I delivered via electronic mail a copy of the foregoing document to: 

Alan Goudiss 

Dale Collins 

Richard Schwed 

Shearman & Sterling LLP 

599 Lexington Avenue 

New York, NY 10022 

(202) 848-4906 

agoudiss@shearman.com 

wcollins@shearman.com 

rschwed@shearman.com 

Counsel for Respondent Ardagh Group S.A.

Christine Varney 

Yonatan Even 

Athena Cheng 

Cravath, Swaine & Moore LLP 

825 Eighth Avenue 

New York, NY 10019 

(212) 474-1140 

cvarney@cravath.com 

yeven@cravath.com

acheng@cravath.com

Counsel for Respondent Saint-Gobain Containers, Inc.

PUBLIC
CERTIFICATE FOR ELECTRONIC FILING 

 I certify that the electronic copy sent to the Secretary of the Commission is a true and 

correct copy of the paper original and that I possess a paper original of the signed document that 

is available for review by the parties and the adjudicator. 

December 16, 2013 By: s/ Edward D. Hassi 

 Attorney 

 

PUBLIC