UNITED STATES OF AMERICA 

BEFORE THE FEDERAL TRADE COMMISSION 

OFFICE OF ADMINISTRATIVE LAW JUDGES 

In the Matter of 

ARDAGH GROUP, S.A. 

 a public limited liability company, 

SAINT-GOBAIN CONTAINERS, INC. 

 a corporation, 

and 

COMPAGNIE DE SAINT-GOBAIN, 

 a corporation. 

 PUBLIC 

         DOCKET NO. 9356 

 

 

JOINT STATUS REPORT 

 Pursuant to the Commission’s December 18, 2013 Order Rescheduling the Hearing Date 

and Staying the Proceeding (“Order”), Counsel for the Respondents and Complaint Counsel 

(together, “the Parties”) file this joint report on the status of their settlement negotiations. 

The Parties have reached agreement on the basic terms of a proposed consent agreement. 

Under the proposed consent agreement, Ardagh Group S.A. will divest six of its current U.S. 

glass container manufacturing plants located, respectively, in Elmira, New York; Henryetta, 

Oklahoma; Jacksonville, Florida; Lawrenceburg, Indiana; Shakopee, Minnesota; and Warner 

Robins, Georgia; its mold facility in Zanesville, Ohio; its engineering facility in Streator, Illinois; 

its U.S. headquarters in Tampa, Florida; and key managers, employees, contracts, and other 

assets (together, the “Divestiture Business”). The Divestiture Business serves the beer, liquor, 

and food and beverage markets. Ardagh has engaged its investment bank to market the 

Divestiture Business and the sale process is well underway. 

 Since the date of the Order, Respondents have provided Complaint Counsel with 

substantial information regarding the proposed Divestiture Business, and Complaint Counsel has 

spoken with Respondents, Ardagh’s investment bankers, potential buyers, industry experts and 

the Ardagh executives who plan to manage the Divestiture Business. Multiple potential buyers 

have submitted initial indications of interest in the Divestiture Business to Ardagh’s investment 

bankers. Accordingly, it appears likely that the Divestiture Business will be sold as a going 

concern to an approvable buyer. 

 The Parties are negotiating certain details related to a Consent Proposal and believe that 

they will soon be able to file a joint motion to withdraw this matter from adjudication so that the 

Commission can consider the Consent Proposal. 

PUBLIC
Dated February 28, 2014 Respectfully Submitted, 

 s/ Edward D. Hassi 

Edward D. Hassi 

Chief Trial Counsel 

Federal Trade Commission 

Bureau of Competition 

600 Pennsylvania Ave., NW 

Washington, DC 20580 

Tel: (202) 326-2470 

Facsimile: (202) 326-2884 

Email: ehassi@ftc.gov 

Complaint Counsel 

s/ Lisl Dunlop 

Lisl Dunlop 

Dale Collins 

Shearman & Sterling LLP 

599 Lexington Avenue 

New York, New York 10022 

Tel: (212) 848-4000 

Email: ldunlop@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
CERTIFICATE OF SERVICE 

I hereby certify that on February 28, 2014, 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 

Lisl Dunlop 

Shearman & Sterling LLP 

599 Lexington Avenue 

New York, NY 10022 

(202) 848-4906 

agoudiss@shearman.com 

wcollins@shearman.com 

rschwed@shearman.com 

ldunlop@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 

PUBLIC
Counsel for Respondent Saint-Gobain Containers, Inc.

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. 

February 28, 2014 By: s/ Edward D. Hassi 

 Attorney 

PUBLIC