Antitrust and Competition

Why Cooley

Cooley’s antitrust and competition team handles all aspects of antitrust and competition law matters – including M&A deals, joint ventures, government investigations, intellectual property licensing, distribution practices and litigation – for clients at every stage. Whether you’re a Fortune 500 corporation or a growing company, our experienced lawyers bring a trans-Atlantic perspective to every issue you face, helping you maneuver through regulatory red tape to protect your business and achieve your goals.

We have a strong history of protecting and defending companies in transformational merger review, bet-the-company transactions, government investigations and high-stakes litigations, with a focus on the high-tech and life sciences industries. Our team of antitrust and competition lawyers is spread across key antitrust enforcement centers in Washington, DC, New York, San Francisco, Brussels and London, and includes a former acting associate attorney general for the DOJ who was responsible for overseeing the Antitrust Division and a former assistant director of the FTC Bureau of Competition. We are consistently recognized as a top-tier antitrust practice by Chambers, The Legal 500 and Global Competition Review.

Cooley’s antitrust and competition team is part of our CooleyREG offering, through which we combine an understanding of the impact of disruptive advancements – and the regulatory issues that impose risk and slow progress – to help our clients navigate an increasingly complex regulatory landscape.

Antitrust and competition areas of practice

Mergers and acquisitions

• Structuring transactions and negotiating contractual terms allocating antitrust risk
• Advising on the competition filing requirements of the US, China, European Union, UK, Germany and others
• Counseling regarding pre-merger information exchange and pre-closing integration planning
• Proactively representing clients before antitrust agencies to secure clearance quickly
• Responding efficiently and rapidly to second requests and Phase II investigations
• Advocating effectively before senior officials to obtain clearance, working closely with leading economic experts
• Negotiating consent decrees and EU commitments, where warranted, to allow clients to complete proposed deals and, when necessary, litigate

Distribution arrangements, joint ventures and collaboration agreements

• Advising on minimum and maximum resale price maintenance, exclusive dealing, market share and loyalty discounts, bundled discounts, tying, aftermarket issues, price discrimination and more
• Structuring research, manufacturing and marketing ventures
• Counseling on antitrust issues as joint ventures and collaborations are implemented, including pricing structures, information sharing and geographic divisions
• Defending existing or prospective arrangements before federal and state antitrust authorities and in federal court
• Advising on the appropriate scope of benchmarking, information exchanges and trade association activities

Intellectual property

• Structuring existing and prospective licensing arrangements to avoid antitrust pitfalls
• Advising companies on strategic IP asset management, including ways to exploit intellectual property portfolios within the confines of antitrust law
• Navigating investigations before US and EU antitrust enforcement agencies, including those involving the licensing and enforcement of intellectual property
• Representing parties on antitrust counterclaims in IP litigation
• Advising on settlement of IP litigation, notifying required agreements to federal agencies and defending investigations of settlements
• Advising on standard-setting, including disclosure of intellectual property, fair, reasonable and nondiscriminatory (FRAND) licensing obligations, and joint negotiation of licensing terms in standard-setting

Government and market investigations

• Representing targets of government investigations, negotiating and responding to subpoenas and civil investigative demands, defending depositions, preparing white papers, working with economic experts and advocating for client practices
• Representing complainants to encourage government enforcement and working with agency staff to challenge anticompetitive practices
• Representing third parties to minimize burden and cost of complying with government demands for information and documents

Criminal and cartel investigations

• Representing corporate entities and individuals in federal, state and international criminal investigations and trials related to business conduct alleged to violate antitrust and related laws
• Defending against cartel and non-cartel antitrust proceedings before the European Commission, the UK CMA and the German Federal Cartel Office, as well as the US DOJ

Litigation

• Representing clients in civil litigation for damages and injunctive relief under the federal Sherman, Clayton and Robinson-Patman acts, along with state antitrust and unfair competition laws
• Litigating class actions and claims arising from agreements, allegedly exclusionary conduct, M&A, and enforcement of licensing and similar agreements
• Counseling on disputes involving intellectual property rights (patents, copyrights and trade secrets)

Consumer protection

• Handling federal and state consumer protection investigations, including deceptive and unfair advertising, marketing practices, privacy, data security and financial practices