How can businesses prevent antitrust risk from disrupting their plans? Clients rely on our team of seasoned antitrust practitioners and former senior government enforcers to identify and manage the regulatory risks around the world that may threaten their commercial success. They count on us for practical and actionable advice that helps them navigate and minimize those risks and meet their strategic goals.
Sound antitrust advice helps corporate leaders make informed decisions.
Companies contemplating mergers, acquisitions, investments, and joint ventures need to know whether antitrust enforcers are likely to challenge or delay a proposed transaction.
Manufacturers and service providers need to structure their pricing, sales, collaborations, and distribution strategies with compliance priorities in mind.
Industry and trade association members need to understand where the antitrust boundaries lie.
And, if antitrust enforcers conduct a raid, businesses need to be prepared to respond.
With attorneys based in Washington, D.C., Brussels, London, Atlanta, and San Francisco, Alston & Bird’s antitrust team guides clients through these minefields, whether a deal is routine or complex, whether a business has years of compliance experience or is just getting started, and whether executives or entities are subject to civil or criminal investigations.
We have partnered with clients on numerous high-profile antitrust investigations and merger reviews over the past two decades, both in private practice and government service. Our attorneys have previously served as officials at antitrust enforcement agencies on both sides of the Atlantic, including the U.S. Department of Justice and Federal Trade Commission, and the U.K.’s Competition and Markets Authority. We offer valuable insights into the policies, processes, and priorities that drive today’s antitrust enforcement decisions so our clients can take the necessary steps to reduce regulatory risk and achieve their business goals. In the United States, our attorneys regularly obtain antitrust clearance for strategic transactions subject to extended reviews, including Second Requests issued by the FTC and DOJ. Members of our U.S. team are leaders of the ABA Antitrust Section and are recognized by Chambers as leading antitrust experts in Washington, Georgia and California. Our European antitrust and competition team, led by widely recognized partners, works seamlessly with our U.S. team to serve clients on all aspects of European Union, EU national and UK competition law, including cross-border transactions and competition advocacy.
Alston & Bird provides comprehensive antitrust representation. We advise leading corporations, mid-sized and startup companies, private equity firms, trade associations, and executives. Reflecting the firm’s complementary practice strengths, our antitrust team has extensive experience in the health care, pharmaceutical, financial services, private equity, technology, chemicals, retail, entertainment, transportation, logistics, telecommunications, and building products sectors.
Mergers & Acquisitions
We provide clients with sophisticated antitrust risk analysis and advocacy for mergers, acquisitions, investments, and joint ventures. Our overriding goal is to ensure that you are fully informed and well advised about the regulatory process, enabling you to plan for and mitigate potential risks.
Deal Risk Analysis. Decades of experience in government and private practice enables our team to reliably assess the risk that antitrust enforcers will challenge a deal or engage in a lengthy investigation. Where necessary, we advise on strategies to mitigate or shift that risk.
Due Diligence. We advise merging parties on risks associated with the deal process, including the exchange of competitively sensitive information and integration planning. We recommend strategies that permit clients to achieve their business goals while minimizing delays and avoidable risk.
Merger Filings. Our lawyers evaluate pre-merger filing obligations under the Hart–Scott–Rodino (HSR) Act, the UK Enterprise Act, the European Merger Regulation (EUMR), the EU Foreign Subsidies Regulation (FSR), national EU competition regimes, and merger control regimes around the globe. We also assess Foreign Direct Investment (FDI) Screening filing requirements. Our team handles competition and FDI filings in the U.S., the UK, the EU, and Germany. In other jurisdictions, we ensure a coordinated and consistent approach, and supervise those filings through our network of experienced and trusted local counsel.
Agency Advocacy in Merger Investigations. We represent buyers and sellers in investigations of mergers and acquisitions by the DOJ, FTC and foreign authorities. Our strategic approach is informed by an intimate understanding of current enforcement priorities, policies, and procedures. These insights have contributed to a strong track record of obtaining unconditional clearance for strategic transactions involving competitors.
Integration Planning. We guide merging parties as they work to efficiently integrate and achieve the benefits of a transaction while minimizing the risk of costly “gun-jumping” violations.
Third-Party Representation. We also advise third parties contacted by the antitrust enforcers about competitive issues stemming from transactions by other parties or that are interested in buying assets being divested to address the enforcers’ concerns. And if our clients wish to raise concerns about a transaction’s potential effects on competition, we help develop a credible story to present to the agencies to encourage an inquiry or investigation.
Compliance Counseling
We provide practical and actionable advice to help our clients assess and mitigate antitrust risks raised by everyday business practices. We provide:
Compliance Policies, Training, and Audits. We design and conduct up-to-date, customized corporate compliance policies, training, and audits that reflect our clients’ commercial needs and the ever-changing legal landscape. Having these mechanisms in place is crucial to spotting and addressing antitrust risks that can grow to become significant threats to your company.
Advice on Sales & Distribution Matters. We provide comprehensive and issue-specific counseling on antitrust risks associated with sales and distribution activities that are the lifeblood of business, including topics such as exclusivity, pricing, multiproduct incentives, non-competes, competitive intelligence, and distribution structures.
Competitor Collaborations and Trade Associations. Our attorneys advise clients on how to avoid antitrust minefields when engaging in legitimate collaborations with competitors – including routine board and committee service, trade show activities, standard setting, information exchanges and surveys, group purchasing, and lobbying.
Antitrust Investigations
We represent and advise companies, corporate boards, and individuals in civil and criminal enforcement matters, including investigations of alleged price fixing, bid rigging, collusion, improper information exchanges, excessive exclusive dealing, group boycotts, and monopolization issues. Our skilled team is fully engaged through every step in the process, working toward a quick resolution with minimal impact to current or future business operations.
Civil and Criminal Investigations. We help clients defend against investigations of anticompetitive commercial practices, whether by the DOJ, FTC, state attorneys general, the UK CMA, the European Commission, or the German Federal Cartel Office (Bundeskartellamt), and. From the phone call or first knock at the door by an agent, we help companies defend against investigations that can result in severe fines, drive a company out of business, or send officers and employees to prison. We bring a toolkit that includes efficient internal investigations, prompt consideration of leniency or amnesty applications across borders, aggressive defense, and successful negotiation with competition authorities.
Third-Party Discovery. We advise customers, competitors, and other third parties facing requests for information from the government. Proactive engagement by our team can often narrow the scope of the demands and significantly reduce the burden and expense to our clients.
Merger Clearance
Represented Boral Limited , a leading global building materials supplier, in obtaining unconditional Hart–Scott–Rodino (HSR) Act clearance for its $2.6 billion acquisition of Headwaters Inc.
Represented Getinge AB in connection with an FTC investigation into the acquisition of a competitor, successfully negotiating a consent decree that allowed the client to complete the acquisition.
Counseled First Cash Inc. in obtaining regulatory clearance, without conditions, for its $2.4 billion merger with Cash America Inc., which created the largest operator of retail pawn stores in the U.S.
Represented a leading dialysis provider in a merger with a competitor, negotiating a consent decree with the FTC allowing the client to complete the acquisition.
Represented a leading European specialty aluminum company in securing antitrust clearance for a $330 million asset acquisition from a major U.S. aluminum manufacturer.
Represented the nation’s largest manufacturer of paper packaging products in a DOJ merger investigation, second request, and divestiture.
Represented an international payment processor in a DOJ investigation into its acquisition of a competitor. Effective advocacy eliminated concerns and allowed the transaction to proceed without divestitures or delay.
Represented a leading building supply manufacturer in obtaining clearance for the $200+ million sale of an operating unit to a competitor, with no divestitures.
Represented the first state-owned Chinese company approved by the FTC to buy assets required to be divested as part of a challenged merger (as part of the $11.8 billion acquisition by NXP Semiconductor of Freescale Semiconductor).
Antitrust counsel for a multinational industrial mineral producer in connection with DOJ investigations into multiple acquisitions of competitors. Resolved investigations before a second request.
Provided a Chinese manufacturer with analysis of pre-merger filing requirements in more than 80 jurisdictions in connection with the acquisition of a European competitor.
Represented one of the world’s largest chemical companies in obtaining antitrust clearances in multiple jurisdictions for a series of transactions with rivals without any divestitures.
Represented the world’s leading provider of technology and marketing services to the travel and transportation industry in a DOJ investigation into a multibillion-dollar outsourcing, asset acquisition, and marketing transaction with a leading global technology services company. Resolved the DOJ’s antitrust concerns with only minor adjustments to some of the original agreements, having no material effect on the value of the deal to either party.
Represented multiple leading companies subpoenaed to provide information as part of recent FTC and DOJ investigations of mergers in the health care, oil and gas, insurance, office supply, and metals industries.
Counseling
Advised major hospital systems on the antitrust ramifications of different types of collaborative transactions, including mergers, virtual mergers, joint operating relationships, joint ventures, and networks.
Advised leading industry coalitions and trade associations on antitrust compliance in regulatory, lobbying, information sharing, and standard setting initiatives.
Represented multiple leading retailers and apparel manufacturers on antitrust compliance and state consumer protection matters.
Counseling leading U.S. and global companies on antitrust issues, including HSR Act pre-merger requirements and filings, compliance policies and training, compliance reviews, dawn raid protocols, competitor collaborations, exemptions, group purchasing, pricing and distribution practices, interlocking directorates, and government investigations.
Advised one of the largest health care companies in the U.S. on antitrust and public policy issues, including legislative proposals and participation in antitrust agency hearings.
Government Investigations
Represented a former telecommunications executive and potential target in a DOJ investigation into alleged Sherman Act violations.
Served as special discovery counsel in a rare litigated challenge by the DOJ Antitrust Division to a consummated merger.
Represented an inventory management company in an FTC investigation into its business practices.
Convinced a federal antitrust agency to investigate and secure a consent decree barring a rival’s anticompetitive distribution practices.
Represented a generic pharmaceutical company responding to a multistate attorneys general investigation involving allegations of “reverse payment” settlements.
Represented a global auto parts manufacturer in conjunction with criminal price-fixing investigations by antitrust agencies in multiple countries, securing no individual prosecutions and only minimal fines.
Represented individuals in criminal antitrust investigations by the DOJ, including an airline executive in an air cargo cartel investigation and a real estate investor in a foreclosure auction bid-rigging investigation.
Represented one of the world’s largest floor covering manufacturers in a DOJ investigation related to price fixing of polyurethane foam.
Represented a national service provider in resolving allegations of price fixing brought by a state attorney general.
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Highlights
Press ReleaseAugust 29, 2024
Alston & Bird Earns 16 Leadership Appointments to ABA Antitrust Law Section
Sixteen Alston & Bird Antitrust Team attorneys have been appointed to leadership posts in the American Bar Association Antitrust Law Section, the country’s largest and most prominent antitrust and consumer protection bar organization.
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