Corporate transactions, whether acquisitions, joint ventures, or investments, often require sophisticated assessment of antitrust risk and successful completion of government antitrust review. Ropes & Gray LLP is uniquely positioned to help clients navigate these challenges.

Built around veterans of the Federal Trade Commission (FTC) and the U.S. Department of Justice (DOJ), our antitrust team has the experience, knowledge of the antitrust review process, and understanding of sophisticated business problems essential to guiding transactions to successful completion. Our practitioners have cleared some of the most notable transactions of the last decade and counseled the formation of key industry joint ventures. Working with Ropes & Gray’s leading corporate practices, our antitrust group has extensive experience representing a broad array of clients—ranging from public companies to private equity, investment, hedge fund, and venture capital firms—in numerous industries including biotechnology, finance, electronics, defense, pharmaceuticals, telecommunications, health care, consumer products, and manufacturing.

Ropes & Gray’s antitrust group combines deep substantive experience and industry knowledge with a keen understanding of the government regulatory process. Our team includes a pre-merger notification group renowned for its mastery of the Hart-Scott-Rodino Act’s (HSR) complex filing requirements. Our antitrust team includes lawyers with experience navigating the special regulatory issues raised by biotechnology, pharmaceuticals, health care, energy, and defense transactions, including review by the Department of Defense (DOD) and Committee on Foreign Investments in the United States (CFIUS). Our lawyers regularly assist clients in conducting antitrust due diligence and in structuring relations with business partners during transactions. We have extensive experience in “second request” and other government antitrust investigations brought by the FTC, DOJ, and state enforcers. We also have a proven track record of successful in-court defense of acquisitions challenged as unlawful.

Ropes & Gray has a significant record of accomplishment in cross-border transactions, and antitrust is no exception. Working with lawyers in Ropes & Gray’s London, Tokyo, and Hong Kong Offices—as well as with an established, and growing, network of correspondent counsel from around the world—our antitrust team regularly coordinates filings in, and obtains merger clearances from, agencies in China, Japan, Korea, South Africa, Australia, New Zealand, and Turkey, as well as in the European Union and its member states.

Notable Recent Transactional Antitrust Representations:

• Alexion Pharmaceuticals/Enobia Pharma (2012). We represented Alexion Pharmaceuticals, Inc., a global biopharmaceutical company, in the acquisition of biotechnology company Enobia Pharma Corporation, a transaction valued in excess of $659.5 million. The transaction was granted early termination of the HSR waiting period.
   
• Biogen Idec/Stromedix (2012). We represented Biogen Idec, Inc., a global biotechnology company, in the acquisition of Stromedix, Inc., a clinical-state biotechnology company, at a value of $495.8 million.
   
• Becton Dickinson/Accuri (2011). We represented Becton Dickinson before the Federal Trade Commission in its $205 million acquisition of Accuri Cytometers, Inc., a company that develops and manufactures personal flow cytometers for researchers. The parties avoided a Second Request.
   
• Sanofi-Aventis/Genzyme (2011). We represented Genzyme before the Federal Trade Commission in connection with the $20.1 billion sale of Genzyme to Sanofi-Aventis. The parties avoided a Second Request.
   
• Medtronic/Salient Surgical (2011). We represented Salient Surgical in its $525 million acquisition by Medtronic before the FTC and avoided a Second Request. Medtronic simultaneously acquired PEAK Surgical.
   
• Blackstone/Emdeon (2011). We represented private equity firm Blackstone Capital Partners in connection with its $2.2 billion acquisition of Emdeon, Inc., a leading provider of revenue and payment cycle management and clinical information exchange solutions.
   
• McKesson/U.S. Oncology (2010). We represented Welsh, Carson, Anderson & Stowe and its portfolio company, U.S. Oncology, before the FTC in successfully clearing the sale of U.S. Oncology to McKesson.
   
• LabCorp/Genzyme (2010). We represented Genzyme before the FTC in successfully clearing the $925 million sale of its esoteric laboratory services business to LabCorp., including coordinating worldwide antitrust filings.
   
• Electro-Motive Diesel/Progress Rail (2010). We represented Berkshire Partners and Greenbrier Equity Group before the Antitrust Division in successfully clearing their sale of Electro-Motive Diesel, Inc. (EMD) to Progress Rail Services, Inc., a subsidiary of Caterpillar, Inc. EMD and Progress Rail developed, manufactured, and sold a variety of locomotive products and services. We also coordinated obtaining clearances from foreign regulatory authorities in Canada, South America, and South Africa.
   
• Covidien/ev3 (2010). We represented Covidien before the FTC in successfully clearing, without a second request, Covidien’s $2.6 billion acquisition of vascular device maker ev3.
   
• Green Mountain/Diedrich (2010). We represented Green Mountain Coffee Roasters in successfully securing clearance from the FTC of its acquisition of Diedrich Coffee.
   
• MultiPlan/Viant (2010). We represented Welsh, Carson, Anderson & Stowe and its portfolio company, Viant, Inc., before the Antitrust Division in successfully clearing the combination of Viant and MultiPlan, Inc., the two leading nationwide independent PPO networks.
   
• Merz/BioForm (2010). We represented BioForm Medical, Inc., a manufacturer of aesthetic products, before the FTC in clearing its sale to Merz GmbH & Co., a European-based manufacturer of such products.
   

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