Akin Gump’s antitrust practice focuses heavily on mergers and acquisitions—representing buyers, sellers, targets and financial institutions. Our experience encompasses all forms of mergers, acquisitions, joint ventures, leveraged buyouts and divestitures, from negotiated transactions to hostile takeovers. We have a deep understanding of the regulatory review processes employed by the FTC, DOJ and state attorneys general.
We engage in creative and effective antitrust counseling in all aspects of the merger planning process, including:
- analyzing prospective acquisition targets
- evaluating antitrust risks
- crafting effective antitrust risk-shifting provisions
- structuring transactions to minimize the prospect of an antitrust challenge
- complying with the premerger notification requirements and handling related government antitrust investigations under the Hart-Scott-Rodino (HSR) Antitrust Improvements Act, the European Union (EU) Merger Control Regulation and the merger control regimes in Russia and China.
The firm has successfully defended a large number of antitrust merger investigations through effective presentations to government antitrust enforcement lawyers and economists. In cases in which opposition has been more intense, we have negotiated consent decrees to eliminate antitrust objections; where an acceptable settlement cannot be reached, we will take cases to trial.
In 2017, Akin Gump served as lead antitrust counsel on numerous simultaneous high-stakes, high-value transactions with significant levels of complexity. We developed innovative and creative solutions to facilitate regulatory approval quickly compared to the average length of review and resource efficiency. While Akin Gump’s management and navigation of three simultaneously active Second Requests is notable in its own right, the fact that all three are in different industries and are being reviewed by different merger shops (Mergers I, II and III) at the FTC speaks to the depth of our team’s experience, capability, knowledge and ability to provide top-notch advice efficiently.
Representative merger matters include the following:
- serving as antitrust counsel to a global maritime company in acquiring its largest competitor in the provision of certain chemicals to the maritime industry, for approximately $400 million; currently representing the company in a closely-watched, three-week bench trial against the FTC, which is seeking an injunction blocking the deal
- serving as antitrust counsel to a leading U.S. animal health care services company in a $9.1 billion highly-scrutinized merger (including a Second Request) of the largest and second-largest animal hospital owners in the United States
- serving as lead antitrust counsel to a large chain in the convenience retailing industry in its $3.3 billion acquisition of approximately 1,030 gasoline and convenience store locations in 18 states, the largest acquisition in our client’s history; following compliance with Second Request negotiated novel FTC divestiture agreement allowing the seller to buy certain overlapping outlets from our client and to retain certain of its own overlapping outlets so long as the seller retained control over pricing of fuel at those outlets
- serving as lead antitrust counsel in the auction of one of the largest equipment rental companies and its ensuing $1.3 billion sale to the largest company in the industry; led the strategy that resulted in quicker merger clearance than other past (and smaller) transactions in the same industry
- successfully defended a large electric power company in a DOJ investigation of an $8.5 billion horizontal merger creating one of the largest investor-owned electric systems in the country; fully complied with the DOJ’s second request and secured antitrust clearance with no relief sought
- defended a gas pipeline company in the lengthy government investigation of a multibillion-dollar horizontal merger presenting antitrust issues in multiple pipeline markets across the country; negotiated a complex consent order permitting consummation of the merger, which created the nation’s largest pipeline company
- represented one of the largest global manufacturers of medical device products in connection with a post-closing FTC investigation of the acquisition of a competing company; negotiated a consent decree to satisfy the FTC’s concerns.