In the last year, the US antitrust regulators successfully challenged multiple transactions in court and forced companies to abandon several other transactions as a result of threatened enforcement actions. Looking back at the different cases, there are some trends that we see developing in the government’s positioning on mergers, and these should be kept in mind as parties contemplate mergers and acquisitions moving forward.
Lessons Learned – The State of Affairs in US Merger Review
By Raymond A. Jacobsen, Jr., Joel R. Grosberg, Jon B. Dubrow, Bilal Sayyed and McDermott Will & Emery on May 18, 2016
Tags: abandoned transaction, buyer up front, FTC hospital merger challenges, FTC v. Staples / Office Depot, FTC v. Steris / Synergy, FTC v. Sysco / US Foods, M&A, merger challenge, merger clearance, narrow market, price discrimination market, reverse break fee, Tokyo Electron / Applied Materials, US merger review, US v. Electrolux / General Electric, US v. Halliburton / Baker Hughes, US v. Tribute Media
Raymond A. Jacobsen, Jr.Raymond (Ray) A. Jacobsen, Jr., advises clients on mergers, acquisitions and complex antitrust litigation. He has significant experience in the defense, medical devices, biotech, consumer product, energy and health care industries. Ray is the global head of McDermott's Antitrust Practice, and also serves on the Management Committee and Executive Committee. Read Raymond A. Jacobsen, Jr.'s full bio.
Joel R. GrosbergJoel R. Grosberg is co-head of McDermott’s Antitrust Mergers Focus Group and assists clients on civil and criminal antitrust matters, including obtaining merger clearances, counseling and litigation. He has represented clients in obtaining antitrust approvals in numerous challenging transactions, and in other government antitrust investigations before the Department of Justice, the Federal Trade Commission (“FTC”) and foreign competition authorities. Joel has significant experience in the high tech, chemical, health care and life sciences industries, including counseling on matters related to pricing and distribution practices and other competition-related issues. Read Joel Grosberg's full bio.
Jon B. DubrowJon Dubrow is co-head of McDermott’s Antitrust Mergers Focus Group and is a strategic advisor serving clients across a host of inter-related antitrust issues, including mergers and acquisitions (M&A) transactions / merger clearance, counseling and litigation. Jon leads the defense of mergers, acquisitions and joint ventures before the Department of Justice, the Federal Trade Commission and other international competition authorities. He also regularly assists third parties whose interests are adversely affected by proposed transactions. Jon also is experienced in antitrust litigation. He provides counseling on distribution issues, contracting arrangements and a wide variety of other competition-related matters. Read Jon Dubrow's full bio.
Bilal SayyedBilal Sayyed represents clients before the Federal Trade Commission (FTC) and Department of Justice (DOJ) in significant merger, civil and criminal antitrust matters. In addition to his representation of clients in antitrust and competition matters, Bilal represents clients before the FTC in consumer protection investigations. Read Bilal Sayyed's full bio.
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