09 13 2019 

596001 

UNITED STATES OF AMERICA 

FEDERAL TRADE COMMISSION 

OFFICE OF ADMINISTRATIVE LAW JUDGES 

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In the Matter of 

RAG-Stiftung, 

Evonik Industries AG, 

Evonik Corporation, 

Evonik International Holding B.V., 

One Equity Partners Secondary Fund L.P ., 

One Equity Partners V, L.P., 

Lexington Capital Partners VII (AIVI), L.P., 

PeroxyChem Holding Company LLC, 

PeroxyChem Holdings, L.P., 

PeroxyChem Holdings LLC, 

PeroxyChem LLC, 

PeroxyChem Cooperatief U.A., 

Respondents. 

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) Docket No. 9384 

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ORDER GRANTING UNOPPOSED MOTION 

TO UNSEAL EXPERT MATERIALS 

Respondents RAG-Stiftung; Evonik Industries AG; Evonik Corporation; Evonik 

International Holdings B.V.; One Equity Partners Secondary Fund L.P.; One Equity 

Partners V, L.P.; Lexington Capital Partners VII (AIVI), L.P.; PeroxyChem Holding 

Company LLC; PeroxyChem Holdings, L.P.; PeroxyChem Holdings LLC; and 

PeroxyChem Cooperatief U .A. (together, "Respondents") filed an Unopposed Motion to 

Unseal Expert Materials ("Motion"). The Motion requests an order unsealing the expert 

reports and deposition testimony of Dr. Nicholas Hill ("Dr. Hill") submitted in In re 
Tronox/Cristal USA, F.T.C. Dkt. No. 9377, to the extent necessary to allow Complaint 

Counsel to produce those materials to Respondents with redactions removing information 

that the parties and non-parties in Tronox designated as confidential. Respondents state 

that Complaint Counsel does not oppose the Motion. 

Respondents have engaged Dr. Hill in this matter to analyze Evonik's proposed 

acquisition of PeroxyChem and to offer his expert opinion on the transaction's likely 

effects. Respondents state that Dr. Hill was an economic expert witness for Complaint 

Counsel in Tronox, and prepared expert reports and gave deposition testimony in that 

matter. Those reports and deposition testimony were granted in camera treatment for 

purposes of the Tronox administrative trial by an order entered on May 30, 2018. In re 

Tronox, 2018 FTC LEXIS 98 (May 30, 2018). Respondents represent that several of the 

FTC attorneys who entered appearances in Tronox - and who had access to Dr. Hill's 

expert reports and deposition testimony from that case - have also filed notices of 

appearance in this matter. 

Respondents state that to minimize the potential that Complaint Counsel's 

familiarity with Dr. Hill's work in Tronox would give them an unfair advantage in this 

case, Respondents served Complaint Counsel with a document request seeking production 

of "expert reports and testimony submitted in the Tronox Matter, including all expert 

deposition testimony." Respondents represent that Complaint Counsel objected to that 

request and declined to produce expert reports and deposition testimony in part because the 

"requested documents are non-public and contain nonpublic information that is protected 

from discovery by [ ... ] Orders issued by Judge Chappell gran[t]ing in camera treatment to 

documents and information" in Tronox. Respondents state that during a meet and confer 

session, Complaint Counsel agreed that it would not oppose a motion requesting that Dr. 

Hill's expert reports and deposition testimony be unsealed, provided that Complaint 

Counsel could redact information that parties and non-parties in Tronox designated as 

confidential. 

Upon consideration of Respondents' Unopposed Motion to Unseal Expert 

Materials, and for good cause shown, it is HEREBY ORDERED that the Motion is 

GRANTED. Dr. Hill's expert reports and deposition testimony from In re Tronox/Cristal 

USA, Dkt. No. 9377, are HEREBY UNSEALED only to the extent necessary to allow 

Complaint Counsel to produce them to Respondents with redactions that remove 

information that the parties and non-parties in Tronox designated as confidential. 

ORDERED: 

D. Michael Cliapell 

Chief Administrative Law Judge 

Date: September 13, 2019 

2 
Notice of Electronic Service 

I hereby certify that on September 13, 2019, I filed an electronic copy of the foregoing Order Granting 

Unopposed Motion to Unseal Expert Mate, with: 

D. Michael Chappell 

Chief Administrative Law Judge 

600 Pennsylvania Ave., NW 

Suite 110 

Washington, DC, 20580 

Donald Clark 

600 Pennsylvania Ave., NW 

Suite 172 

Washington, DC, 20580 

I hereby certify that on September 13, 2019, I served via E-Service an electronic copy of the foregoing Order 

Granting Unopposed Motion to Unseal Expert Mate, upon: 

Amy Dobrzynski 

Attorney 

Federal Trade Commission 

adobrzynski@ftc.gov 

Complaint 

Cecelia Waldeck 

Attorney 

Federal Trade Commission 

cwaldeck@ftc.gov 

Complaint 

Daniel Matheson 

Attorney 

Federal Trade Commission 

dmatheson@ftc.gov 

Complaint 

Dominic Vote 

Attorney 

Federal Trade Commission 

dvote@ftc.gov 

Complaint 

Frances Anne Johnson 

Attorney 

Federal Trade Commission 

fjohnson@ftc.gov 

Complaint 

James Rhilinger 

Attorney 

Federal Trade Commission 

jrhilinger@ftc.gov 

Complaint 

Michael Blevins 

Attorney 

Federal Trade Commission 

mblevins@ftc.gov 
Complaint 

Michael Lovinger 

Attorney 

Federal Trade Commission 

mlovinger@ftc.gov 

Complaint 

Sean Hughto 

Attorney 

Federal Trade Commission 

shughto@ftc.gov 

Complaint 

Stephen Santulli 

Attorney 

Federal Trade Commission 

ssantulli@ftc.gov 

Complaint 

Steven Dahm 

Attorney 

Federal Trade Commission 

sdahm@ftc.gov 

Complaint 

Eric Mahr 

Partner 

Freshfields Bruckhaus Deringer US LLP 

eric.mahr@freshfields.com 

Respondent 

Andrew Ewalt 

Partner 

Freshfields Bruckhaus Deringer US LLP 

andrew.ewalt@freshfields.com 

Respondent 

Justin Stewart-Teitelbaum 

Counsel 

Freshfields Bruckhaus Deringer US LLP 

justin.s-t@freshfields.com 

Respondent 

Mike Cowie 

Dechert LLP 

mike.cowie@dechert.com 

Respondent 

James Fishkin 

Partner 

Dechert LLP 

James.Fishkin@dechert.com 

Respondent 

Shari Ross Lahlou 

Dechert LLP 

shari.lahlou@dechert.com 

Respondent 
Brian Rafkin 

Dechert LLP 

brian.rafkin@dechert.com 

Respondent 

Anna Aryankalayil 

Dechert LLP 

anna.aryankalayil@dechert.com 

Respondent 

Blair Kuykendall 

Dechert LLP 

blair.kuykendall@dechert.com 

Respondent 

Laura Onken 

Senior Associate 

Freshfields Bruckhaus Deringer US LLP 

laura.onken@freshfields.com 

Respondent 

Lynnette Pelzer 

Attorney