IN THE UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF COLUMBIA

FEDERAL TRADE COMMISSION, 

Civil Action No. 1:19-cv-02337-TJK

REDACTED VERSION OF 

DOCUMENT FILED UNDER SEAL

Plaintiff,

v.

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 

(AIV I), L.P.,

PEROXYCHEM HOLDING COMPANY 

LLC,

PEROXYCHEM HOLDINGS, L.P.,

PEROXYCHEM HOLDINGS LLC,

PEROXYCHEM LLC,

 AND

PEROXYCHEM COOPERATIEF U.A.,

Defendants.

REPLY MEMORANDUM IN FURTHER SUPPORT OF PLAINTIFF’S

MOTION FOR PRELIMINARY INJUNCTION

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ii 

TABLE OF CONTENTS 

INTRODUCTION .......................................................................................................................... 1

I. THE FTC IS LIKELY TO SUCCEED ON THE MERITS AT THE ADMINISTRATIVE 

HEARING........................................................................................................................... 2

A. The Relevant Market Is the Sale of H2O2 (Excluding Electronics-Grade H2O2) in the 

Southern and Central United States and in the Pacific Northwest................................ 2

1. The FTC Has Properly Defined the Relevant Product Market ............................. 3

2. The FTC Has Properly Defined the Relevant Geographic Market ....................... 7

B. The Acquisition Is Presumptively Illegal in the Relevant Markets .............................. 8

C. The FTC Has Presented Evidence Showing Likelihood of a Substantial Lessening of 

Competition................................................................................................................. 11

1. History of Coordination Strengthens the Presumption of Illegality .................... 11

2. Ordinary Course Evidence Confirms that the H2O2 Market is Vulnerable to 

Coordination ........................................................................................................ 12

3. Competition in the Market Does Not Prevent Vulnerability to Coordination .... 14

4. The Acquisition Increases the Market’s Vulnerability to Coordination ............. 15

D. UI’s Purchase of Prince George Will Not Sufficiently Remedy the Loss of 

Competition in the Pacific Northwest ......................................................................... 16

E. Defendants Have Not Rebutted a Strong Presumption of Illegality ........................... 18

II. THE EQUITIES HEAVILY FAVOR A PRELIMINARY INJUNCTION ..................... 19

CONCLUSION ............................................................................................................................. 20

 

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TABLE OF AUTHORITIES 

Cases

*FTC v. Arch Coal, 329 F. Supp. 2d 109 (D.D.C. 2004) ......................................................... 9, 10 

FTC v. CCC Holdings Inc., 605 F. Supp. 2d 26 (D.D.C. 2009) ..................................................... 7 

*FTC v. Elders Grain, Inc., 868 F.2d 901 (7th Cir. 1989) ................................................... 3, 4, 11 

FTC v. H.J. Heinz Co., 246 F.3d 708 (D.C. Cir. 2001) ............................................................ 2, 20 

FTC v. Illinois Cereal Mills, Inc., 691 F. Supp 1131 (N.D. Ill. 1988) ....................................... 3, 4 

FTC v. OSF Healthcare Sys., 822 F. Supp. 2d 1069 (N.D. Ill. 2012) .......................................... 12 

FTC v. Penn State Hershey, 838 F.3d 327 (3d Cir. 2016) ............................................................... 20 

FTC v. ProMedica Health Sys., Inc., No. 3:11-cv-47, 2011 WL 1219281 (N.D. Ohio Mar. 29, 2011)

................................................................................................................................................... 20 

FTC v. Staples, Inc., 190 F. Supp. 3d 100 (D.D.C. 2016) (“Staples II”) .................................... 2, 7 

*FTC v. Sysco Corp., 113 F. Supp. 3d 1 (D.D.C. 2015)..................................................... 7, 10, 19 

FTC v. Tronox Ltd., 332 F. Supp. 3d 187 (D.D.C. 2018) ....................................................... 12, 15 

FTC v. Whole Foods Market, Inc., 548 F.3d 1028 (D.C. Cir. 2008) ................................................ 20 

FTC v. Wilh. Wilhelmsen ASA, 341 F. Supp. 3d 27 (D.D.C. 2018) .......................................... 7, 19 

In re Tronox Ltd., Dkt. No. 9377, 2018 WL 6630200 (F.T.C. Dec. 14, 2018) ............................ 12 

Rebel Oil Co. v. Alt. Richfield Co., 51 F.3d 1421, 1436 (9th Cir. 1995) ........................................ 4 

United States v. Aetna Inc., 240 F. Supp. 3d 1 (D.D.C. 2017) ..................................................... 17 

*United States v. Baker Hughes Inc., 908 F.2d 981 (D.C. Cir. 1990) .................................... 1, 8, 9 

United States v. H&R Block, Inc., 833 F. Supp. 2d 36 (D.D.C. 2011) ........................................... 7 

Virtual Maintenance, Inc. v. Prime Computer, Inc., 11 F.3d 660, 665 (6th Cir. 1993) ................. 5 

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Statutes

15 U.S.C. § 18 ................................................................................................................................. 2 

15 U.S.C. § 53(b) ............................................................................................................................ 2 

Other Authorities

*U.S. Dep't of Justice and Federal Trade Commission Horizontal Merger Guidelines (2010)

............................................................................................................................................ passim 

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1 

INTRODUCTION 

The FTC and Defendants agree that “antitrust theory and speculation cannot trump facts” 

and that “cases must be resolved on the record evidence relating to the market.” Def. Br. at 1. It 

is a fact that producers can supply H2O2 for the same grades and end uses, and that H2O2 is a 

largely undifferentiated commodity within each end use. It is a fact that Evonik and PeroxyChem 

are two of only five H2O2 producers in North America, and that the industry has an extensive 

history of price-fixing. It is a fact that customers currently achieve lower prices by playing 

Defendants off one another throughout the Southern and Central United States and the Pacific 

Northwest. Defendants’ own documents and testimony establish these facts. 

Defendants cannot ignore these facts, nor can they ignore the economic framework and 

controlling precedents that create a strong presumption that the FTC is likely to succeed at the 

administrative hearing in proving that the Acquisition may substantially lessen competition. 

Defendants fail to rebut this presumption because they cannot show that market shares 

inaccurately reflect firms’ future competitive significance, or that the Acquisition will not 

decrease firms’ incentives to aggressively compete. See United States v. Baker Hughes, 908 F.2d 

981, 991 (D.C. Cir. 1990) (“a defendant seeking to rebut a presumption of anticompetitive effect 

must show that the prima facie case inaccurately predicts the relevant transaction’s probable 

effect on future competition.”). 

The FTC has defined markets and presented market shares demonstrating that the 

Acquisition is presumptively illegal, and buttressed that presumption with additional evidence 

that the Acquisition threatens both coordinated and unilateral anticompetitive effects. Defendants 

ask this Court to ignore the FTC’s proof of market concentration based on quibbles with the 

precise contours of the FTC’s market definition, but their criticisms rely on superficial 

distinctions that make no meaningful difference to the analysis. The FTC will easily meet its 

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burden based on the wealth of evidence developed, and the equities weigh in favor of 

preliminarily enjoining the Acquisition, FTC Br. at 39-40. 

I. THE FTC IS LIKELY TO SUCCEED ON THE MERITS AT THE 

ADMINISTRATIVE HEARING 

The question before the Court is whether the FTC is likely to succeed on the merits at the 

administrative hearing set to begin on January 22, 2020. Under procedures established by 

Congress, that administrative proceeding will adjudicate the merits of this transaction.1

 While 

Defendants try to downplay the significance of the administrative proceeding, see Def. Br. at 15-18, 

their speculation about what Defendants (or the FTC) might do if they lose in this Court does not 

alter either the statutory framework or the legal standard applicable here. Section 13(b) of the FTC 

Act requires this Court to determine whether, “weighing the equities and considering the 

Commission’s likelihood of ultimate success, [a preliminary injunction] would be in the public 

interest.” 15 U.S.C. § 53(b); see also FTC v. Staples, 190 F. Supp. 3d 100, 114 (D.D.C. 2016) 

(“Staples II”). To evaluate the FTC’s likelihood of success, this Court assesses “the probability that, 

after an administrative hearing on the merits, the Commission will succeed in proving that the effect 

of the [proposed] merger ‘may be substantially to lessen competition, or to tend to create a 

monopoly’ in violation of section 7 of the Clayton Act.” FTC v. H.J. Heinz Co., 246 F.3d 708, 714 

(D.C. Cir. 2001) (quoting 15 U.S.C. § 18) (emphasis added). 

A. The Relevant Market Is the Sale of H2O2 (Excluding Electronics-Grade H2O2) 

in the Southern and Central United States and in the Pacific Northwest 

Defendants claim that the FTC’s relevant markets are “contrived” in order to “inflate 

market shares, overstate the closeness of competition between [Defendants], and present the 

 

1 See, e.g., FTC v. H.J. Heinz Co., 246 F.3d 708, 726-27 (D.C. Cir. 2001) (Congress enacted the 

FTC preliminary injunction provision to “preserve [the] status quo” until the administrative 

proceeding) (internal citation omitted). 

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Court with an inaccurate picture of the competitive landscape.” Def. Br. at 26. Yet the superficial 

arguments they present simply do not support these charges. The FTC’s relevant markets are 

supported by the relevant case law, consistent with the principles in the Merger Guidelines, and 

grounded in the facts of the H2O2 industry (including documents, data, and testimony from 

customers, competitors, and Defendants themselves). See FTC Br. at 13-21. The FTC’s market 

share allegations are consistent with Defendants’ documents, and Defendants have advanced no 

relevant market in which the competitive effects of the Acquisition look any different. 

1. The FTC Has Properly Defined the Relevant Product Market 

Defendants repeatedly accuse the FTC of ignoring “facts” when it comes to market 

definition, but it is Defendants who ignore both facts and the law. Defendants suggest that they 

don’t meaningfully compete – despite the fact that they both produce and sell H2O2 into a wide 

range of diverse end uses – because they supposedly focus on different areas within the H2O2 

industry. Judge Posner expressly rejected this argument in FTC v. Elders Grain, a case cited in 

the FTC’s opening brief yet completely ignored by Defendants. 

Elders Grain involved a merger of two operators of industrial dry corn mills, which 

process corn into a range of “prime products” used in a variety of downstream end uses.2

 Those 

“prime products” had different characteristics (size and price) and end uses,3 and thus customers 

could not substitute between them. Suppliers, however, were able to reposition because “[w]ith 

few exceptions, industrial dry corn mills can reconfigure their processing equipment to produce 

all prime products used by food processors.” Illinois Cereal Mills, 691 F. Supp. at 1135. The 

 

2 See FTC v. Illinois Cereal Mills, Inc., 691 F. Supp. 1131, 1135 (N. D. Ill. 1988)., aff’d sub nom, 

FTC v. Elders Grain, Inc., 868 F.2d 901 (7th Cir. 1989). 

3

 The prime products included flaking grits used to make breakfast cereal, brewers grits used in 

the production of beer, corn meal and flour used in baking mixes, and others. Illinois Cereal 

Mills, 691 F. Supp. at 1135. 

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district court determined that the appropriate relevant product market was “all prime products for 

food use produced by industrial corn mills,” id. at 1141, and granted the request for preliminary 

relief. On appeal, defendants argued that they were not in the same market because “they tend to 

sell different varieties of industrial dry corn to different customers.” Elders Grain, 868 F.2d at 

906. Judge Posner’s response? “These points are not impressive.” Id. 

The argument that [defendants] are not in the same market because 

most of their customers are different and because the two firms 

don’t sell the same product mix is based on a misunderstanding of 

competition. No market fits the economist’s model of perfect 

competition – implying an infinite number of sellers having 

identical costs, a perfectly homogeneous product, and perfectly 

informed buyers – although some agricultural markets come close. 

In a normal market, sellers establish relations of mutual trust and 

advantage with particular customers, and the result is that at a 

given moment different sellers may have different customers. That 

doesn’t mean the sellers aren’t competing. Customers aren’t locked 

into these relationships; they can be lured away by a better offer. 

Id. at 907. In short, Judge Posner focused on competitive realities rather than a snapshot of 

suppliers’ product focus or customer focus. This is consistent with the realities of the FTC’s 

relevant product market. Defendants insist that Evonik “focuses” on standard grade applications 

while PeroxyChem “focuses” on different products, Def. Br. at 2-3, but this does not mean that 

they do not compete in the same relevant market: “If producers of product X can readily shift 

their production facilities to produce product Y, then sales of both should be included in the 

relevant market.” Rebel Oil Co. v. Alt. Richfield Co., 51 F.3d 1421, 1436 (9th Cir. 1995). As 

explained in the FTC’s opening brief, H2O2 producers can readily adjust their production to 

produce virtually any grade of H2O2. FTC Br. at 14. Indeed, Defendants conceded as much to 

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concluded that firms’ shares in the market failed to provide an accurate picture of their 

competitive significance because that market was “ minuiscule, market share statistics are 

‘volatile and shifting,’ . . . and easily skewed.” 908 F.2d at 986 (internal citation omitted), 

Defendants cannot explain why the presumptively illegal market share and concentration levels 

here should be ignored. Moreover, the Baker Hughes defendants rebutted the presumption 

created by HHIs by demonstrating that rapid entry was likely, see id., while Defendants have 

failed to make a similar showing. Finally, in Baker Hughes, the government failed to respond to 

that rebuttal by producing “any additional evidence showing a probability of substantially 

lessened competition, and thus failed to carry its ultimate burden of persuasion.” Id. at 983. Here, 

the FTC has presented an abundance of evidence to buttress the strong presumption under the 

Guidelines that the Acquisition will substantially lessen competition. FTC Br. at 23-32. 

Defendants also point to FTC v. Arch Coal, but the comparison only highlights the 

strength of the FTC’s case here. In Arch Coal, “the single best available measure of market 

concentration . . . produce[d] an increase in HHI of only 49, which is actually below the level for 

significant concern.” 329 F. Supp. 2d at 129. And even the highest measures of market 

concentration resulted in a change in HHI of only 224, leading that court to conclude “the FTC’s 

prima facie case is not strong.” See id.9

 In stark contrast, Dr. Rothman shows that this 

Acquisition would increase concentration by more than the highest estimate in Arch 

Coal. The HHI increase in this case significantly surpasses the thresholds in the Merger 

 

9

 The Arch Coal defendants were able to rebut the FTC’s prima facie case in part because the 

court concluded that “less of a showing is required from defendants to rebut a less-thancompelling price facie case.” 329 F. Supp. 2d 129. Among the many notable differences 

between Arch Coal and this case is the fact that no express or tacit coordination had ever taken 

place in the relevant market, id. at 139, and the products were “heterogeneous; [because] SPRB 

coal is different from one mine to another.” Id. at 140. 

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Guidelines, in line with nine other cases in this Circuit in which the FTC has prevailed. FTC Br. 

at 23. 

Ultimately, all Defendants’ quibbling with the precise contours of the market and 

resulting market shares does not affect the conclusion that the Acquisition is illegal. As a starting 

point, “[t]he FTC need not present market shares and HHI estimates with the precision of a 

NASA scientist. The closest approximation often will do.” FTC v. Sysco, 113 F. Supp. 3d 1, 54 

(D.D.C. 2015) (internal quotation omitted). That said, Dr. Rothman tested a range of alternatives 

to see if the chosen contours of his proposed markets were driving his results, and that sensitivity 

analysis shows that the presumption of illegality holds under a wide range of alternative 

assumptions about the market. All his results show a highly concentrated market with HHIs far 

surpassing the threshold for a presumption. PX7102-010, 021, Tables 1 & 2. The market for 

H2O2 is highly concentrated no matter how you look at it. 

Defendants curiously argue that a “5-to-4” merger in North America is actually a “5-to5” merger with the divestiture. Def. Br. at 4. However, the FTC does not allege a North 

American market, and in any event ordinary course documents show high levels of concentration 

in North America. See, e.g., PX1119-008. Divesting the smallest H2O2 production plant in 

North America, see id., to a geographically isolated and inexperienced buyer would not remedy 

the anticompetitive effects of Evonik acquiring the far larger Bayport plant. This is yet another 

stark contrast with Arch Coal, where the divestiture resulted in “five significant producers,” and 

the buyer had mining experience, well-developed business plans that included expanding output, 

and undertook the acquisition using “the same sophisticated modeling techniques the company 

uses for all of its major investments.” 329 F. Supp. 2d at 114, 124, 148 (emphasis added). As 

discussed below, none of these are true of the proposed divestiture buyer here. Infra, Section I.D. 

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terms that remain true today, noting it “has multiple industrial uses, including applications in the 

electronics, energy production, mining, cosmetics, food processing, textiles and pulp and paper 

manufacturing industries.” PX9031-002. 

2. Ordinary Course Evidence Confirms that the H2O2 Market is Vulnerable to 

Coordination 

The evidence clearly shows the H2O2 market is vulnerable to coordination. Defendants 

suggest that the FTC should specify precisely “how suppliers would reach a common 

understanding on price,” etc., and explain how “suppliers would then be able to effectively 

monitor and punish deviations.” Def. Br. 36. But the FTC is not required to supply such detail, 

nor even to prove that any explicit scheme will be hatched and maintained. See In re Tronox Ltd., 

Dkt. No. 9377, 2018 WL 6630200, at *29, (F.T.C. Dec. 14, 2018) (“[I]t is not necessary to 

demonstrate that market participants can form and enforce an agreement.”); see also FTC v. OSF 

Healthcare Sys., 822 F. Supp. 2d 1069, 1088 (N.D. Ill. 2012) (“To be clear, the court is not 

finding that the hospitals would necessarily collude after the merger, only that this merger adds 

to the risk of such behavior.”). Judge McFadden explained in Tronox that the remaining 

competitors in that matter “would often be able to maintain price discipline and control supply in 

a post-merger market simply by competing less vigorously against each other for major 

accounts.” FTC v. Tronox, 332 F. Supp. 3d 187, 210 (D.D.C. 2018); see also PX9056-009. 

If this merger were allowed to proceed, Evonik and its remaining competitors could 

likewise maintain price discipline simply by competing less aggressively. Such concerns are 

paramount here, as Evonik 

 when it acquired Kemira’s Maitland plant in 2011. PX1277-022. Defendants argue that 

Evonik lost some customers as a result, Def. Br. at 43, but that is exactly the point – 

. In fact, 

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of the Maitland deal. PX1277-017-18. Evonik cannot 

wave these documents away, claiming they are taken out of context. Def. Br. at 42. Its own 

witnesses confirm they mean exactly what they say: 

 PX6013 at 89-90; see also PX1464-001.12

Statements like this are completely consistent with Evonik’s actions. 

Defendants and other H2O2 suppliers try hard to gain visibility into the H2O2 market, 

and they have a tremendous amount of information regarding one another’s capacities and 

customers served; for example, Evonik’s 

. 

PX1119-007, 018-021. Capacity and volume transparency is important because if one competitor 

is able to determine that another’s plant is “sold out,” it can increase prices to customers that 

might otherwise by served by the “sold out” rival. See . Defendants protest that 

Evonik has “only imperfect information about capacities,” Def. Br. at 40, but there is no support 

for the notion that mergers can result in coordinated harm only when information is perfect. 

Likewise, Defendants argue that the “sealed” bid process is a barrier to explicit 

coordination, Def. Br. at 37-38, but suppliers do not need perfect insight into rivals’ pricing to 

compete less vigorously, or tacitly coordinate to increase prices. While customers may not 

always share the precise prices offered by suppliers, Defendants’ own citations show that 

customers do expect suppliers to know who they are bidding against, and will indicate when a 

supplier needs to lower prices due to a competing offer. ; . 

 

12 Notably, Defendants have dropped this witness from their final witness list. 

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, rather than , is PX0019-010. And while 

Defendants cite their own executive’s testimony that focuses on offering the lowest 

price – testimony about perceived aggressive pricing in eastern Canada, outside of the FTC’s 

relevant market (see PX6009 at 106-07) – this is inconsistent with testimony from , 

which indicated a desire to increase price. . Finally, Defendants point to Solvay’s 

“recent” expansion, but this expansion was undertaken to serve just one customer, and 

. PX6036 at 241. Instead, Solvay has publicly 

admitted its desire to increase prices. PX9002-012-13. 

D. UI’s Purchase of Prince George Will Not Sufficiently Remedy the Loss of 

Competition in the Pacific Northwest 

The evidence – or lack thereof – is fatal to Defendants’ argument that the proposed 

divestiture of Prince George to UI can “sufficiently remedy any loss of competition from [the] 

merger.” Def. Br. at 23. With all the questions surrounding this hastily executed scheme,17

. Def. Br. at 23. But UI’s 

 is undermined by its apparent refusal to appear in this Court in support of 

the divestiture.18 And in any event, is insufficient to overcome the questions raised 

by UI’s lack of concrete plans to address challenges to the viability of the divested business, UI’s 

lack of experience, and the low purchase price. 

 

17 .

18 Surprisingly, UI has moved to quash the FTC’s subpoena for live testimony at the hearing on 

this matter. See Dkt. No. 059 (Oct. 31, 2019). The FTC is not aware of any case in which a 

proposed divestiture purchaser refused to testify in court in support of the divestiture. Cf. Arch 

Coal, 329 F. Supp. 2d at 147-49 (discussing trial testimony of divestiture buyer regarding 

detailed business plans); Sysco, 113 F. Supp 3d at 72-78 (discussing trial testimony of divestiture 

buyer’s President and CEO). 

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Perhaps most concerning is UI’s complete lack of formal planning for the Prince George 

business. It has not developed 

. . Without 

such plans, it is not clear how UI will overcome the challenges the Prince George facility faces. 

Defendants mention in passing that UI will need to replace volume that PeroxyChem recently 

lost, Def. Br. at 25, but omit 

. . UI also made its final bid contingent on 

and UI has no plans to address that development. ; . Given these 

challenges, UI told Defendants that 

. 1. 

UI’s experience is also dubious. Defendants claim UI has “sufficient experience to 

compete effectively.” Def. Br. at 24. UI, however, 

. . Whatever UI’s 

experience as a “global supplier of organic peroxides,” Def. Br. at 24, H2O2 is not an organic 

peroxide. The court in United States v. Aetna recently found that despite a proposed divestiture 

buyer’s “substantial experience” outside of the market, “this experience will not transfer so as to 

enable it to be a successful competitor” in the divested market. 240 F. Supp. 3d 1, 73 (D.D.C. 

2017). 

Finally, the low purchase price here raises further questions. See Aetna, 240 F. Supp. 3d

at 72 (“The low purchase price raises concerns about whether [the divestiture buyer] can be a 

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interest in effective enforcement of the antitrust laws [which] was Congress’s specific public equity 

consideration in enacting [Section 13(b)].” FTC v. Whole Foods Market, Inc., 548 F.3d 1028, 1035 

(D.C. Cir. 2008) (quoting Heinz, 246 F.3d at 726). “Moreover, if the benefits of a merger are 

available after a trial on the merits, they do not constitute public equities weighing against a 

preliminary injunction.” FTC v. ProMedica Health Sys., Inc., No. 3:11-cv-47, 2011 WL 1219281, at 

*60 (N.D. Ohio Mar. 29, 2011); see also FTC v. Penn State Hershey, 838 F.3d 327, 353 (3d Cir. 

2016). 

Further, Defendants suggest that this unlawful merger in the Pacific Northwest market will 

have no substantial effect on American consumers. Def. Br. at 26-27, fn. 66. There is no de minimis 

exception to U.S. antitrust laws, and in any event many of Defendants’ Canadian customers in this 

market make substantial sales to the United States. The balance of equities decisively weighs in favor 

of enforcement of the antitrust laws and a preliminary injunction. 

CONCLUSION 

Therefore, we respectfully reiterate our request that the Court grant a preliminary injunction 

and preserve the competition that exists today between Evonik and PeroxyChem during the 

pendency of the FTC’s administrative proceeding on the merits. 

 

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Dated: November 4, 2019 Respectfully Submitted, 

/s/ James Rhilinger 

James Rhilinger 

Amy Dobrzynski 

Daniel Matheson 

James Weingarten 

Federal Trade Commission 

Bureau of Competition 

400 Seventh Street, S.W. 

Washington, DC 20024 

Telephone: (202) 326-2871 

Facsimile: (202) 326-2286 

Email: jrhilinger@ftc.gov 

Counsel for Plaintiff Federal Trade 

Commission 

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CERTIFICATE OF SERVICE 

I HEREBY CERTIFY that on the 4th day of November, 2019, I served the foregoing on 

the following counsel via electronic mail: 

Eric Mahr 

Andrew Ewalt 

Freshfields Bruckhaus Deringer US LLP 

700 13th Street, NW, 10th Floor 

Washington, DC 20005-3960 

Tel: (202) 777-4545 

Email: eric.mahr@freshfields.com 

Counsel for Defendants RAG-Stiftung, Evonik 

Industries AG, Evonik Corporation, and 

Evonik International Holding B.V. 

Mike Cowie 

James Fishkin 

Dechert LLP 

1900 K St, NW 

Washington, DC 20006 

Tel: (202) 261-3339 

Email: mike.cowie@dechert.com 

Counsel for Defendants One Equity Partners 

Secondary Fund, L.P., One Equity Partners V, 

L.P., Lexington Capital Partners VII (AIV I), 

L.P., PeroxyChem Holding Company LLC, 

PeroxyChem Holdings, L.P., PeroxyChem 

Holdings LLC, PeroxyChem LLC, and 

PeroxyChem Cooperatief U.A. 

 

 /s/ Amy E. Dobrzynski 

 Amy E. Dobrzynski 

 Attorney for Plaintiff Federal Trade Commission 

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