Antitrust Liability in Mergers and Acquisitions: Assessing and Allocating Risk
Structuring Risk-Shifting and Sharing Provisions in M&A Agreements
Recording of a 90-minute CLE webinar with Q&A
This CLE course will provide guidance to counsel to assess antitrust implications in merger and acquisition deals and evaluate the use of risk-shifting and risk-sharing devices. The panel will discuss recent cases and transactions, illustrating the potential impact of risk-shifting and risk-sharing provisions.
- Assessing antitrust risk in M&A transactions
- Assessing the risk
- Anticipating reviewing agency objections and demands for remedies
- Allocating antitrust risk in the purchase agreement
- Antitrust risk-shifting and risk-sharing provisions
- Commercially reasonable efforts to obtain clearance
- Duty to divest or agree to conditions
- MAE provisions
- Break-up and reverse break-up fees
- Cooperation clauses
- Other devices
- Pros and Cons
- Review use of risk-shifting and risk-sharing provisions in recent transactions and cases
- Agency reaction to devices
- Trends and patterns in today’s antitrust environment
- Best Practices for negotiating risk-shifting and risk-sharing provisions
- Treating antitrust provisions collectively
- Sharing analysis of antitrust risk
- Anticipating agency reaction
The panel will review these and other key questions:
- What are the key considerations to decide whether to incorporate antitrust risk-shifting and risk-sharing provisions into M&A agreements?
- What are the recent trends in antitrust regulation in M&A deals involving risk-shifting and risk-sharing devices, and what lessons can be learned from recent cases?
- What considerations should be given to the practical effect of risk-shifting and risk-sharing terms on negotiations between counsel and dialogue with agency staff?
Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.
Mark J. Botti
Akin Gump Strauss Hauer & Feld
He focuses on antitrust matters. He has extensive experience involving the antitrust review of mergers and... | Read More
He focuses on antitrust matters. He has extensive experience involving the antitrust review of mergers and acquisitions. He served as Department of Justice Litigation I Section Chief and litigated complex antitrust claims, bringing monopolization cases, horizontal conspiracy suits and merger challenges.Close
Lynda K. Marshall
She focuses on antitrust and trade regulation issues, counseling clients on matters including distribution issues,... | Read More
She focuses on antitrust and trade regulation issues, counseling clients on matters including distribution issues, mergers and acquisitions, joint ventures, trade association matters, and compliance. She has coordinated worldwide regulatory approvals for multinational corporations involved in mergers and acquisitions, as well as advised clients on potential antitrust risks with such transactions.Close
Suzanne E. Wachsstock
Chief Antitrust Counsel
She is Chief Antitrust Counsel for American Express, advising business teams across the Company on the full range of... | Read More
She is Chief Antitrust Counsel for American Express, advising business teams across the Company on the full range of antitrust and competition law issues. Before joining Amex, she was a partner of Wiggin and Dana and a co-chair of the firm's Antitrust and Consumer Protection practice group. She is a co-chair of the Insurance and Financial Services Committee of the Antitrust Section of the ABA.Close