July 2, 2021
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Manufacturing
100 F Street, N.E.
Washington, D.C. 20549
Attention: John Stickel
Re: Ardagh Metal Packaging S.A.
Registration Statement on Form F-4
File No. 333-254005
Dear Mr. Stickel:
Reference is made to the Registration Statement on Form F-4 (File No. 333-254005) filed by Ardagh Metal Packaging S.A. (the “Company”) with the U.S. Securities and Exchange Commission on March 8, 2021, as amended (the “Registration Statement”).
The Company hereby requests the Registration Statement be made effective at 9:00 a.m., Eastern Time, on July 7, 2021, or as soon as possible thereafter, in accordance with Rule 461 under the Securities Act of 1933, as amended.
Once the Registration Statement is effective, please confirm effectiveness with our counsel, Shearman & Sterling LLP, by calling Richard B. Alsop at (212) 848-7333.
[Signature Page Follows]
R.C.S. Luxembourg: B 251465
| Very truly yours, | |
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| Ardagh Metal Packaging S.A. | |
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| By: | /s/ Oliver Graham |
| Name: | Oliver Graham |
| Title: | Chief Executive Officer |
cc: Torsten Schoen, Chief Legal Officer & Company Secretary, Ardagh Group S.A.
Mark Stone, Chief Executive Officer and President, Gores Holdings V, Inc.
Richard B. Alsop, Esq., Shearman & Sterling LLP
James R. Griffin, Esq., Weil, Gotshal & Manges LLP