Successful mergers, joint ventures and strategic alliances are built on accurate assessments of potential competitive risks in the United States, the European Union, and elsewhere. As the transaction is planned, the strategy for dealing with the antitrust enforcement agencies and other interested government officials must be planned just as carefully. We have substantial experience developing successful strategies for both large and small transactions.
We are experienced with the full range of competitive issues that arise in the merger context, including challenges brought by US antitrust enforcement agencies and other US regulatory agencies, state attorneys general, and international authorities. Often using innovative approaches, we continuously update our experience with and knowledge of US merger enforcement policy as represented by the FTC and US Department of Justice, as well as the myriad of other potential enforcers. Our development of HSRScan illustrates the kind of practical solutions we develop to resolve complex problems.
In addition, our strong international competition capabilities, in conjunction with our antitrust lawyers in our Brussels and Frankfurt offices, enable us to deal effectively with transnational mergers. We also have extensive experience handling mergers and acquisitions in regulated industries, and are particularly sensitive to the need for careful coordination of filings and proceedings with regulatory agencies at both the federal and state levels.
If the transaction is challenged, we present our client’s case at each of the stages of review before the US Department of Justice, the FTC, FERC or other regulatory agency, US state authorities, the European Commission, or foreign nations, based on our knowledge of and our prior experience in the relevant forum. In each transaction, we assemble a team tailored to the specific problems and issues likely to be raised. If such advocacy is not sufficient, we litigate merger cases, including successfully trying such cases on the merits.
We work with our clients to maximize the chances of approval of each transaction by:
- Structuring the transaction to avoid or limit competition problems
- Preparing White Papers to support the transaction and explain it to the enforcement agency
- Working closely with enforcement agency staff to provide relevant information and to resolve its concerns
- Recruiting and preparing critical witnesses, including key customers
- Making document submissions in a timely and efficient manner
- Presenting economic experts to support the client’s position on the transaction’s impact
An important part of client service in mergers and acquisitions is our enormous experience at preparing and filing the Hart-Scott-Rodino premerger notification materials with the FTC and the US Department of Justice. Our attorneys maintain up-to-date knowledge of the filing regulations and provisions of the premerger notification law, and have excellent working relationships with the agency staffs. We developed and maintain a one-of-a-kind database of the FTC’s informal opinions regarding premerger rules and regulations.
We also have provided advice and represented clients who have failed to comply with the premerger requirements of the agencies.