Our Antitrust and Trade Regulation Practice continues to grow and is a strength of our firm. Our attorneys work on matters involving:
- Mergers
- Joint ventures
- Strategic business transactions
- Pricing practices
- Product distribution
- Intellectual property
- International antitrust compliance
- Criminal proceedings
- Civil actions based on federal and state antitrust and unfair competition laws
- And many more
We represent clients in a wide variety of industries including healthcare, telecommunications, energy, technology, chemicals, synthetic materials, heavy equipment, small appliances, automotive parts and other manufacturing and distribution businesses.
Mergers, Joint Ventures and Other Strategic Transactions
We routinely assist clients with the filing of Hart-Scott-Rodino notifications in connection with mergers, joint ventures, stock acquisitions, and similar transactions. Our attorneys prepare joint defense agreements and respond to second information requests, as applicable. In that context, and in smaller transactions, we help clients analyze market power, select experts and prepare white papers for use with regulators and other relevant constituencies. We also counsel clients involved in government civil investigations and enforcement activities involving mergers, joint ventures and various types of pricing and distribution restraints. Our understanding of and direct experience with merger enforcement allow us to steer clients successfully through what can often be a difficult and complicated process.
Antitrust Counseling
The best way to solve problems is to prevent them in the first place. That is why we specialize in formulating and implementing effective antitrust compliance programs. We advise clients concerning whether specific proposals or activities are consistent with the antitrust laws. We also “audit” client companies' policies and procedures for compliance with antitrust laws, and recommend solutions where appropriate. We also provide training to executives and sales personnel regarding antitrust compliance. Our antitrust compliance programs are company-specific and cover both federal and applicable state laws.
Our attorneys advise our manufacturing clients regarding pricing and related terms offered to distributors and retail consumers, the appropriate allocations of customers and markets, permissible collaborations with competitors, and compliance with the Robinson-Patman Act regarding the equitable treatment of similarly situated distributors of their products. We represent both manufacturers and distributors in connection with manufacturers’ adoption of MAP (minimum advertised price) and MRP (minimum resale price) programs. We also counsel large corporations on compliance with the Clayton Act’s restrictions on interlocking directors among competitors, and we help trade associations comply with applicable antitrust laws. Our attorneys also counsel clients regarding the propriety of exclusive dealing arrangements.
Intellectual Property
Intellectual property transactions and litigation can raise antitrust and trade regulation concerns where the acquisition, sale or enforcement of intellectual property rights may affect market power or lead to a restraint of trade. We represent many clients in the high tech industry on antitrust matters with respect to product distribution and licensing restraints, pricing practices, mergers and acquisitions, joint ventures, and other competitor collaborations. We have defended our clients against and prosecuted actions on their behalf involving claims of unlawful patent prosecution and the tying of IP assets; the inappropriate use of copyrights, patents and trademarks; and the breach of licensing agreements. Our attorneys have extensive international IP licensing experience, including in Europe, Asia, North and South America.
Healthcare
Antitrust law is an integral part of our Healthcare practice, and as such, any antitrust issues in a proposed transaction of commercial arrangement are identified at the earliest possible point, and then analyzed as the prospective transaction is structured and negotiated. In this way, our healthcare antitrust attorneys lay the compliance groundwork early-on for transactions with important competitive consequences. This approach helps hospital mergers and joint ventures, medical facility transfers and restructurings, physician joint ventures, and similar transactions to proceed, if possible, with the acquiescence of relevant constituencies, such as payors, competitors and regulatory authorities. Before potential opposition can become entrenched, it is identified, analyzed and addressed as part of the structure of a transaction going forward. Our antitrust attorneys are also highly experienced in the practical application of the Department of Justice and Federal Trade Commission’s Antitrust Enforcement Policies in Health Care.
Our national healthcare transactions practice represents pathology labs in business combination transactions. We advise physician groups on the spectrum of antitrust challenges, including how to structure their organizations so that they can effectively negotiate with major payors without running afoul of the antitrust laws. We have represented hospitals in the negotiation of “most favored nations” clauses and in the resolution of disputes with payors regarding the application of such clauses. We have provided advice to medical supply companies on joint purchasing arrangements, including designing them in a manner that achieves the client’s objective of reducing purchasing costs while still complying with the Health Care Guidelines. Our expertise includes the defense of clients against price fixing and/or monopolization claims, as well as medical staff privilege cases raising issues under the Health Care Quality Improvement Act.
Consumer Protection
Our attorneys have counseled and represented firms and individuals in connection with consumer protection matters before the Federal Trade Commission, state attorneys general and private sector self-regulatory bodies. We also counsel clients concerning compliance with the FTC Act and various state consumer protection and deceptive practices acts. For example, we assist clients with sweepstakes, contests and promotions to help assure compliance with applicable law, as well as with product recalls and products liability.
International Antitrust and Trade Regulation
With the globalization of business and the economy, many antitrust issues arise with respect to the application of foreign antitrust (competition) laws or with respect to foreign companies doing business in the United States. We represent clients in connection with such proceedings, and we advise companies based in other countries on the application of U.S. antitrust laws to their businesses in the United States and elsewhere.
Our attorneys also work proactively with clients to identify and apply U.S. laws and regulations affecting international trade, including:
- The Foreign Corrupt Practices Act
- Export controls
- Export licensing
- Anti-boycott laws
- Economic sanctions
- U.S. customs matters and compliance
- NAFTA regulations
- Anti-dumping/countervailing duty laws
We also have experience applying foreign laws and regulations affecting trade, such as European Union competition laws, customs regulations, and Chinese antitrust laws.