Competitor Information Sharing in Joint Ventures and Mergers: Minimizing Antitrust Risks

Avoiding Gun-Jumping and Other Restraints on Competition

Recording of a 90-minute CLE webinar with Q&A


Conducted on Tuesday, January 10, 2017
Recorded event now available


This CLE webinar will provide guidance to antitrust practitioners on the potential liability risks competitors face when sharing information related to a joint venture or when considering a merger. The panel will offer insights and guidance from recent court rulings and government enforcement actions.

Description

The substance and extent of information that can be shared among competitors in the context of a merger or joint venture is an area of continuing concern for businesses. If the sharing of competitor information is not handled appropriately, companies may face antitrust liability.

Recent litigation and government actions worldwide provide lessons on the proper parameters of information sharing when a company contemplates any business relationship with a competitor. Case law also provides guidance on avoiding gun-jumping during pre-merger due diligence.

Listen as our authoritative panel of antitrust attorneys examines competitor information sharing in mergers and other competitor collaborations, traps to avoid, lessons learned, and guidance from court and agency actions. The panel will outline best practices for competitor businesses to avoid violating antitrust laws and regulations.

Outline

  1. Information sharing in the pre-merger context: avoiding gun-jumping
    1. Specific applications during due diligence and transition planning; joint marketing; transaction documentation; meetings of executives
    2. Guidelines and best practices
  2. Information sharing among competitors
    1. Overview of applicable law
    2. Risks of competitive information exchanges
    3. Specific applications: benchmarking, trade associations and standard setting
    4. Guidelines and best practices
  3. Learning from recent developments at the antitrust agencies and from private litigation

Benefits

The panel will review these and other key issues:

  • What are the key activities that merging parties and competitive collaborators should avoid?
  • What guidance do recent court decisions provide for competitor joint ventures?
  • What safeguards should companies implement to prevent sharing information that will violate antitrust law?

Faculty

Karen Kazmerzak, Partner
Sidley Austin, Washington, D.C.

Ms. Kazmerzak, a former FTC attorney, has a broad practice counseling clients regarding antitrust matters involved in M&As and concerning antitrust issues in licensing, distribution, pricing, and competitor collaborations. She represents clients seeking merger clearance from the FTC and the U.S. DOJ, and clients that are third-party market participants subpoenaed by the government or that oppose an acquisition. Ms. Kazmerzakalso works closely with co-counsel and economists to develop the best global strategy for clients’ advocacy across several jurisdictions, including in the U.S.

Mary Lehner, Partner
Freshfields Bruckhaus Deringer, Washington, D.C.

Ms. Lehner focuses on representing clients before the U.S. DOJ, the FTC and the state attorneys general on the antitrust aspects of M&As, joint ventures, distribution and IP arrangements, and other competitive conduct. She is a former advisor to two FTC chairmen, providing counsel on antitrust investigations, enforcement actions, domestic and international policy initiatives, public relations and congressional strategies. Prior to her post in the chairman’s office, Ms. Lehner oversaw antitrust merger investigations as a lead attorney in the FTC’s Bureau of Competition.

Meghan Rissmiller, Partner
Hogan Lovells, Washington, D.C.

Ms. Rissmiller focuses on antitrust litigation, merger clearance, and non-merger antitrust investigations. She additionally has experience in consumer protection litigation and investigations. She also provides counseling for clients on a range of antitrust issues, including joint ventures, exclusivity, resale price maintenance, benchmarking, and antitrust compliance.


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Antitrust Law Advisory Board

Clifford H. Aronson

Partner

Skadden Arps Slate Meagher & Flom

W. Joseph Bruckner

Partner

Lockridge Grindal Nauen

Gregory J. Casas

Shareholder

Greenberg Traurig

David B. Goroff

Partner

Foley & Lardner

Allen P. Grunes

Co-Founder and Attorney

The Konkurrenz Group

Robert N. Kaplan

Partner

Kaplan Fox & Kilsheimer

Christopher J. Kelly

Partner

Mayer Brown

James J. Long

Shareholder

Briggs and Morgan

Milton Marquis

Shareholder

Cozen O'Connor

Janet L. McDavid

Partner

Hogan Lovells

Kevin D. McDonald

Partner

Jones Day

Daniel F. McInnis

Partner

Thompson Hine

Saul P. Morgenstern

Partner

Kaye Scholer

Douglas Rosenthal

Partner

Constantine | Cannon

M. Sean Royall

Partner

Gibson Dunn & Crutcher

Joseph J. Tabacco, Jr.

Partner

Berman DeValerio

Douglas M. Tween

Partner

Linklaters

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