GCR 100 - 17th Edition

United States: New York

10 January 2017

United States: New York

Corporate tie-ups drive much of the work at the New York City’s top law firms, which make up the second-largest antitrust bar in the US.

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Elite

Led by John D Harkrider, the Axinn Veltrop & Harkrider team punches above its weight. As a boutique with no corporate department, the firm must win deal work based on its reputation with co-counsel as well as companies. Other lawyers see Axinn Veltrop more as merger advisers than as litigators, and Harkrider doesn’t necessarily disagree. “We’re good litigators, but we’re great deal people,” he says, adding that his team will analyse the chances of litigation and are willing to take it on.

The Ball Corporation tapped partners Harkrider, Nick Gaglio and Mark Alexander to coordinate globally for its US$6.7 billion purchase of rival can maker Rexam, a tie-up Harkrider says was “the hardest deal I’ve ever done”. This title doesn’t go by price tag, as Dell’s acquisition of EMC cost 10 times as much but cleared the US Federal Trade Commission without a second request. Here too Axinn Veltrop served as lead antitrust and global coordinating counsel to the buyer. Other merger matters included McKesson’s formation of a US$3.4 billion joint venture with Change Healthcare, for which Daniel Bitton is lead counsel.

Outside the merger world, Harkrider acted as lead defence counsel in a monopolisation case brought against Stanley Black & Decker and other power-tool makers, which a Virginia federal district court dismissed for a second time in October 2016 after it was partially revived on appeal. The firm continues to advise Google in a variety of matters, including standard-essential patents and investigations – experience that Harkrider says has impressed upon him the lobbying and public relations aspects of antitrust work.

Cravath Swaine & Moore has kept hundreds of billions in deals going through the antitrust agencies while also maintaining plenty of significant litigation. Practice chair Christine Varney led the pursuit of clearances for Delhaize’s merger of equals with rival food retailer Royal Ahold; Starwood Hotels & Resorts’ US$13.3 billion sale to Marriott; Cameron International’s US$15 billion sale to the world’s largest oilfield services company, Schlumberger; Precision Castparts’ US$37.2 billion acquisition by Berkshire Hathaway; DreamWorks’ US$4.1 billion sale to Comcast subsidiary NBCUniversal; and, as GCR 100 went to press, the US$85.4 billion sale of Time Warner to AT&T. The biggest of all was Anheuser-Busch InBev’s US$107.7 billion acquisition of SABMiller, which in the US necessitated the US$12 billion sale of the Miller-branded businesses to Molson Coors and certain behavioural remedies. However, one client’s merger – Honeywell’s US$90 billion bid for United Technologies – died quickly in February 2016 when the target insisted that even a former head of the US Department of Justice’s antitrust division and former FTC commissioner couldn’t get the tie-up past competition review.

Even with all of that, perhaps the single most important antitrust matter for Cravath lawyers in the past year was in court. After losing a bench trial to the DOJ’s antitrust division, partners Evan Chesler, Peter Barbur and Kevin Orsini represented American Express on appeal at the Second Circuit, which ruled for the credit card company in a sweeping decision that could affect multi-sided platforms throughout the US economy. Barbur and Orsini also worked on this and dozens of related private lawsuits. Mylan hired Chesler as well as partners Rowan Wilson and David Marriott to represent the company after it lost its summary judgment motion in the Provigil pay-for-delay case. Chesler and Marriott are defending Alcon Laboratories against more than 50 putative class actions that allege the company colluded with other contact lens makers to establish minimum resale prices. On the investigations and follow-on side, various teams of Varney, Yonatan Even and partners Roger Brooks and Gary Bornstein are representing chipset company Qualcomm at the FTC and competition agencies in Korea, Europe and Taiwan in inquiries and court proceedings.

Davis Polk & Wardwell does not have an antitrust chair specifically for its New York office, but Arthur F Golden, Ronan P Harty, Arthur J Burke and Joel M Cohen lead a group working on many high-profile matters. The firm represents Bank of America in the Libor follow-on class action, and argued on behalf of the joint defence group against the plaintiffs’ Second Circuit appeal. Burke and Cohen have been kept busy by worldwide investigations of the Royal Bank of Scotland’s foreign exchange spot market and related class action litigation; JPMorgan Chase in the ISDAfix civil litigation; and Bank of America in the credit default swaps class actions, where the firm also serves as defence coordinating counsel. New matters involve the alleged rigging of US Treasuries and interest rate swaps.

Golden, Harty and Cohen represented Nippon Express in criminal proceedings and civil litigation over price-fixing freight forwarding services between Japan and the US. With the help of counsel James Haldin and David Toscano, Burke defended Comcast in class actions challenging restrictions on the broadcast of out-of-market professional hockey and baseball games, and ultimately settled on favourable terms.

But plenty of the other tie-ups advised by Davis Polk have had better fortune – the firm acted on too many successful billion-dollar deals to list in this space. It guided Citigroup in the sale of its subprime lending business, called OneMain, to its principal competitor Springleaf. Harty helped to design a strategy to ensure that Syngenta shareholders and the investing public properly understood the competition risks in an unwanted merger bid by Monsanto, and is now representing Syngenta in its US$46 billion deal with ChemChina, which involves antitrust and foreign investment concerns.

Sheer size and some standout lawyers keep Skadden Arps Slate Meagher & Flom contending for the best – and most – work. Maria Raptis hit the ground running as a partner, with several matters alongside DC colleague Steve Sunshine. These include Valeant’s purchase of Salix Pharmaceuticals for US$15.8 billion, of Sprout for US$1 billion, and of Synergetics. Raptis also handles Sandisk’s €16.8 billion acquisition by rival flash and digital storage provider Western Digital.

US competition practice leader Clifford H Aronson and partner Matthew Hendrickson will have to lift DuPont’s US$130 billion tie-up with Dow Chemical over high antitrust and political hurdles. Aronson and Kenneth Schwartz guided EMC in its US$67 billion acquisition by Dell, and Freescale Semiconductor in being bought by NXP. Aronson took drugmaker Endo International through its US$8.1 billion acquisition of Par; the US$1.65 billion sale of a men’s health business to Boston Scientific; and its own proposed, but now terminated, US$11.1 billion offer for Salix.

Litigation occupied plenty of hours, as Paul Eckles, Karen Hoffman Lent and Raptis defended Allergan in reverse-payment settlement cases regarding its drugs Actos, Androgel and Lidoderm, and in September 2015, won dismissal of Actos indirect purchasers’ claims. Peter Greene and Boris Bershteyn represent JPMorgan Chase in the In Re Payment Card Interchange Fee and Merchant Discount antitrust litigation, and in the Forex and credit default swap putative class actions. James Keyte and Eckles, along with partners Shepard Goldfein and Matthew Martino, have resolved an antitrust class action against the National Hockey League. The firm also won dismissal of lawsuits against the PGA Tour and the Professional Rodeo Cowboys Association.

As a leader in financial services, Sullivan & Cromwell’s New York group has been kept hopping by the recent enforcement push against banks. Practice co-chair Yvonne S Quinn, with the help of partners David Braff, Karen Seymour, Alex Willscher and Ben Walker, negotiated a settlement on behalf of Barclays with all of the major Forex investigators in May 2015, and won a fine reduction from the DOJ based on the bank’s extraordinary cooperation and compliance improvements. In January 2016, partner Richard Pepperman got Goldman Sachs out of the aluminium warehousing litigation, and also represents Goldman in the Treasuries bid-rigging class action – while his colleagues represent Nomura, Barclays and JP Morgan.

Yet the firm’s client base remains diverse. Quinn advised Ace Limited on its acquisition of Chubb, a combination of insurers valued at US$28.3 billion, and Bright House Networks in its three-way merger agreement with Charter Communications and Time Warner Cable to create an US$80 billion cable company. In the deal-happy realm of pharmaceutical companies, the firm counsels Dyax in selling itself to Shire for US$6 billion, and Idenix in being acquired by Merck for US$4 billion.

Partner Steven L Holley guided Kraft Foods in its acquisition by HJ Heinz for US$46 billion, a deal that surprised some analysts by avoiding even a second request by the FTC – perhaps because it employed the pull-and-refile tactic. His client ZF Friedrichshafen also won FTC approval for its US$12.4 billion purchase of TRW Automotive, another of the world’s largest automotive parts makers, but only after divestitures. For BBA Aviation to buy Landmark – a US$2 billion deal of direct competitors – the DOJ required asset sales as well. Along with a London colleague and co-counsel at Skadden, Holley guided French telecom company Alcatel-Lucent through its €15.6 billion takeover by Nokia, which concluded in January 2016 after gathering clearances from jurisdictions around the world.

The full-time competition lawyers at Wachtell Lipton Rosen & Katz focus on doing one thing extremely well: obtaining antitrust clearances for some of the largest deals in the US and internationally, working hand-in-glove with the firm’s storied M&A practice. Highly regarded antitrust head Ilene Knable Gotts, partners Joseph D Larson, David A Schwartz and Nelson O Fitts, and of counsel Michael H Byowitz worked on many of the largest and most challenging deals of the past year.

Among them are Gotts’s handling of Charter Communications’ US$78 billion merger with Time Warner Cable and proposed US$10.4 billion acquisition of Bright House Networks; Schwartz and counsel Franco Castelli helping Nasdaq to buy International Securities Exchange; Larson’s advising of McGraw Hill Financial on its cash acquisition of SNL Financial for US$2.2 billion, and of Dufry in its US$3.8 billion acquisition of World Duty Free; Fitts’s counselling of the US$37.7 Energy Transfer tie-up with Williams; and Covidien’s US$50 billion sale to Medtronic, allowed by the FTC and other competition authorities after divestitures. The DOJ also was flexible with partner Damian Didden’s client Cox Automotive, which was allowed to buy Dealertrack after agreeing to a divestiture, but the FTC took two of his deals to court in 2015. The agency successfully blocked Sysco’s US$3.8 billion acquisition of rival food distributor US Foods, but not Steris’s purchase of UK-based sterilisation service provider Synergy Health.

Litigation partner Stephen DiPrima pitched in at the Steris trial on the cross-examination of the commission’s witnesses, which shows how the firm’s capacity for competition matters extends to disputes. For example, Morgan Stanley receives counsel from litigation department co-chair Jonathan Moses in the Forex follow-ons, and litigation partner George Conway co-authored an amicus brief in the Namenda product-hopping appeal.

As typified by antitrust practice leaders Olivier Antoine and Dan Zelenko, Crowell & Moring provides merger, investigations and civil litigation services. Antoine focuses on deals, counselling and international issues; Zelenko on counselling and cartels, where he represents both companies and individuals, and acts in related follow-on litigation. The practice assists those involved in ongoing criminal investigations – auto parts, resistors, Libor and Forex – and plays a key role in major litigation matters, including ongoing representation of DaVita, Target and Viewsonic. The firm won a summary judgment for DuPont in the titanium dioxide litigation, a month before trial was to begin, and defended United Airlines when the DOJ sued it for seeking to buy Newark airport takeoff and landing slots from Delta. The Antitrust Division ultimately dropped the case when the federal aviation regulator removed the limitation on the number of such slots at Newark. The small New York antitrust group has assisted on some of the biggest and most controversial deals of the past year. It was part of the core team that obtained DOJ clearance for AT&T’s US$67 billion acquisition of DirecTV, and supported the DC office in representing foodservice company Shamrock Foods in its opposition to the proposed Sysco/US Foods merger – a deal ultimately enjoined and abandoned. Antoine advised on antitrust aspects of Siemens AG’s sale of its hearing-aid business to investment company EQT and the Strüngmann family for US$2.7 billion, and of its healthcare IT business to Cerner.

Led by Peter Sullivan, Gibson Dunn & Crutcher’s New York practice group, in conjunction with antitrust lawyers from other offices, has been representing UBS since 2010 in connection with the dozens of lawsuits and governmental investigations concerning the bank’s alleged manipulation of benchmark exchange rates. In 2015, the firm negotiated a settlement of the DOJ’s Forex probe that avoided a monetary penalty for that matter, although UBS’s non-prosecution agreement in Libor was voided and a fine imposed. Headed by Sullivan and partner Lawrence J Zweifach, the team obtained outright dismissal of the Libor cartel and RICO claims filed against UBS in consolidated class and individual actions. In March 2015, UBS announced that it would settle with Forex plaintiffs for US$135 million, the second lowest amount paid by a bank. Sullivan also defends the bank in the various commodity antitrust litigations – gold, silver, platinum and palladium. In October 2016, a New York federal judge dismissed UBS as a defendant in the gold and silver lawsuits.

Randy Mastro is the New York piece of a cross-country Gibson Dunn group that represents BNSF Railway in a multibillion-dollar class action that accuses the four major US railroads of fixing prices of fuel surcharges. After class certification was reversed on appeal, the case was remanded to Washington, DC, district court, where the defence lawyers also called into question the credibility of the plaintiffs’ economic expert. John A Herfort has been counselling the world’s largest oilfield services company, Schlumberger, for nearly 30 years. He recently helped the company through DOJ and foreign antitrust agencies’ review of its US$14.8 billion merger with Cameron International. The firm also provides counsel on deals and other matters for cosmetics company Coty and computer equipment maker Brother, and won FTC clearance for Sleepy’s acquisition by Mattress Firm for US$800 million.

Kaye Scholer quietly continues to serve a number of clients targeted by antitrust lawsuits. Practice leader Saul Morgenstern, assisted by Margaret Rogers and Alice Huling, defends Penguin Random House against allegations that collusion between Apple and the five largest publishers to switch ebook pricing to an agency model left the independent bookseller plaintiffs unable to compete in the market. The defendants won three summary judgments in these lawsuits at the beginning of 2016. Morgenstern and partner Jennifer Patterson represent Norfolk Southern in the Rail Freight Fuel Surcharge antitrust litigation, with potential damages of at least US$10 billion, and class certification back in federal district court.

Pharmaceutical companies, which have been a focus of much litigation, also look to Morgenstern. With antitrust colleagues Laura Shores and Mark Godler, and patent colleague David Barr, he is defending Novartis against monopolisation claims based on its obtaining and enforcing patents on Gleevec, a breakthrough leukaemia drug – specifically, that it conducted “sham litigation” in an attempt to delay generic manufacturers from entering the market. He also defends Pfizer and its subsidiary Warner-Lambert in an antitrust action alleging the companies improperly enforced certain patents covering painkiller Neurontin against potential manufacturers of generic versions. Morgenstern and Patterson counsel on distribution concerns such as resale price maintenance and territorial restrictions. Patterson has also represented companies in the antitrust division’s ongoing auto parts cartel investigations.

O’Melveny & Myers is another litigation hotspot, led by Andrew Frackman. The firm currently has two large matters for the new American Airlines. US Airways v Sabre, which Frackman calls “a fascinating and very challenging case”, was going to jury trial as GCR 100 went to press. They recently settled American Airlines v Despegar, in which the largest Latin American travel agency brought antitrust counterclaims when AA sued it for trademark violation, and continue to represent Capital One in various credit card litigations.

Partner Mark Racanelli represents clients in criminal investigations; the most significant current matter is for Bumble Bee in the DOJ’s probe of the tuna industry. He also provides counselling to many companies under the law firm’s flat monthly fee system, giving clients unlimited access to the firm across a range of white-collar issues.

Beau Buffier led the competition practice at SHEARMAN & STERLING during the GCR 100 review period, but joined the New York Attorney General’s Office as the new antitrust bureau chief in October 2016. The firm promoted Kelly Karapetyan to counsel in May 2016. Before his departure, Buffier led the team advising Francisco Partners and Elliott Management in the US and Germany, and coordinating filings in Ukraine, Russia and Brazil, on their pending acquisition of Dell’s software group. The firm also is guiding Salesforce.com on its US$2.8 billion offer for e-commerce platform provider Demandware; Albemarle on auctioning off its Chemetall surface treatment business, which involved vetting bidders for antitrust concerns; Investcorp in selling Icopal to GAF for US$1.1 billion; and Corning on its US$236 million acquisition of Alliance Fiber Optic Products. Partner Jessica K Delbaum led for both Investcorp and Corning.

In litigation, various teams of Adam Hakki, James Tallon, Stuart Baskin, Jerry Fortinsky, John Nathanson, Richard Schwed and Wayne Dale Collins are counsel to several banks facing antitrust class actions. Shearman defends BNP Paribas Securities and Mizuho Securities in Treasuries; Bank of America in the interest rate swaps. Tallon and Collins act for Barclays in the long-running interchange fees litigation in the Eastern District of New York, which had appeared to be resolved until June 2016, when the US Court of Appeals for the Second Circuit reversed the district court’s approval of the settlement.

Simpson Thacher & Bartlett continues to win a fair share of prestigious matters on the antitrust circuit, though much of the work is now done by lawyers in Washington. The well-regarded Joseph F Tringali, now of counsel, still handles some of the biggest deals, such as US Foods’ attempted acquisition by Sysco. Peter Guryan and counsel Ellen Frye advised Owens-Illinois, the world’s largest glass container maker, on its US$2.15 billion purchase of Vitro’s glass container division. Guryan represented NXP Semiconductors in buying rival Freescale for nearly US$12 billion, and took the seller’s side in private equity behemoth Blackstone’s sale of Vivint Solar to green energy company SunEdison for US$2.2 billion.

Practice leader Kevin J Arquit has been particularly prominent in mergers reviewed by his old agency, the FTC. He represented Lorillard in its merger with Reynolds American, which brought together the second and third-largest cigarette makers in the US and was cleared with the asset sale the companies had decided before they even notified the deal. After advising Office Depot in its unconditionally-cleared merger with OfficeMax, Arquit has a tougher road on the company’s acquisition by Staples, which the FTC is challenging. On those deals – as well as Dutch company Ahold’s merger with Belgian rival Delhaize, and DirecTV’s acquisition by AT&T for US$48.5 billion – Arquit works closely with his DC partners. That teamwork extends to litigation, such as StubHub’s lawsuit against Ticketmaster and the Golden State Warriors for monopolising the ticket resale market, which is now on appeal.

Weil Gotshal & Manges leaves merger work to its DC office, but New York partners Adam Hemlock, Eric Hochstadt and Steven Reiss stay busy with investigations and high-stakes litigation. Having negotiated a plea agreement and settlement for Bridgestone in the DOJ’s criminal auto parts investigation in 2014, Reiss and Hemlock continue to represent the company in the massive civil class action litigation. Another follow-on damages action alleged a conspiracy to fix prices and rig bids for various kinds of capacitors, and Taiyo Yuden was made a defendant in eight complaints. However, after more than seven months of internal investigations, Weil convinced both the direct and indirect purchaser classes not to name the company in their consolidated complaints.

One of the group’s biggest successes was a settlement, on behalf of all the commercial television stations that sued the musical performing rights organisation SESAC, and for the first time got claims against such an organisation past summary judgment. At this point the plaintiffs settled for 20 years of relief from demands for blanket licensing and tens of millions in damages for past harm. Weil represents Farmers Insurance against small car-repair businesses that claim insurers engaged in a group boycott, but whose third try at a complaint was dismissed with prejudice. Hemlock argued the successful joint motion to dismiss another group boycott claim, brought against Aetna and Weil’s client UnitedHealth, albeit with leave to amend. Weil acted for a plaintiff, the Elite Rodeo Association, whose collusion and monopolisation claims survived the Professional Rodeo Cowboys Association’s motion to dismiss.

White & Case’s New York antitrust practice, headed by Robert A Milne, is as pharma-friendly as its DC counterpart. Lawyers there are litigating pay-for-delay cases for Allergan and its subsidiaries, including with regard to the drug Loestrin. There also are other variations on the theme of delayed generic entry, from the joint venture deal with a Korean Botox competitor, to the Namenda “product hopping” lawsuit brought by the New York attorney general. For Pfizer, the firm defends against allegations of fraudulently-obtained patents on Lipitor, Effexor and Celebrex. Milne says the intellectual property practice does “a huge amount of Hatch-Waxman patent litigation,” which is “a real sweet spot for our firm” that further boosts its skills at the patent aspect of reverse-payment settlement litigation. Outside the pharma realm, in a “Litigator of the Week”-worthy move, Milne won summary judgment for his client CertainTeed in the In re Drywall litigation, which no other defendant did.

The mergers at White & Case also are healthcare heavy, including representation of Anthem in its controversial tie-up with rival insurer Cigna; Omnicare in its unconditionally cleared US$12.7 billion acquisition by CVS; and Zimmer’s closely-scrutinised US$13.4 billion purchase of Biomet. The firm won a quick antitrust approval early in 2016 for Haier to buy General Electric’s appliance business after GE’s deal with Electrolux collapsed under DOJ disapproval.

The antitrust practice in Wilson Sonsini Goodrich & Rosati’s New York office is small but highly esteemed, and led by Jonathan Jacobson. He successfully argued on behalf of Hebei and North China Pharmaceutical in the Vitamin C appeal that the US must respect China’s statement that it had forced the companies to agree prices. More than a year and a half after the oral argument, the US Court of Appeals for the Second Circuit in September 2016 handed him a total win: reversal of a post-trebling jury verdict of US$147 million and dismissal of the claim. Jacobson beat tying claims against entertainment promoter Live Nation, at both the trial and appellate levels, and helped the DC-based Wilson Sonsini team that lobbied against Comcast/Time Warner Cable for Netflix, the video streaming service that feared the cable companies’ combined leverage in the internet service market. “That had not been a recognised approach until we took on the matter,” Jacobson says. He led another such team in keeping the Ninth Circuit from reviving collusion claims against Netflix. Next up is trying to get a complaint back into court: Jacobson expects to argue in June for Mylan’s “product-hopping” lawsuit against Warner Chilcott regarding the drug Doryx, which was tossed on summary judgment but has drawn amicus support from the FTC and antitrust sage Herbert Hovenkamp.

Jeffrey L Kessler heads the national antitrust practice as well as the New York competition group at Winston & Strawn. With the exception of merger review maven Richard Falek, most of the 12 partners are dispute-oriented. The firm defends clients in almost every major follow-on multi-district litigation, with separate teams of attorneys counselling Panasonic and NEC in In re Optical Disk Drives, and representation of bearings maker NTN in several auto parts follow-on putative class actions. Goldman Sachs used the firm in credit default swaps antitrust litigation and in similar claims about the price and sale of US Treasury bills.

Yet Winston & Strawn also frequently appears on the plaintiffs’ side in the entertainment matters that are Kessler’s specialty – multiple competition experts said he is “probably the best sports antitrust lawyer around”. His clients are not just professional sports players; he currently represents student-athletes suing the National Collegiate Athletic Association and universities for fixing their compensation at the value of an athletic scholarship, and obtained a settlement for Liberty Christian Academy in May 2015 that allows it to join the Virginia High School League. In a more corporate vein, the firm acts for Treehouse Foods in its antitrust suit against Keurig for allegedly monopolising the market for K-cups used in beverage brewing machines.

Cahill Gordon & Reindel enters the New York survey this year on the strength of its financial services litigation and peers’ praise, which highlights the firm’s “excellent culture.” Competition practice chair Elai Katz draws plaudits as a “terrific, smart”, and “well-rounded lawyer”. He says the firm prides itself on being generalist, which has allowed lawyers with experience in dealing with non-antitrust government agencies help to come up with “interesting and effective strategies” in the large banking benchmark cases such as Libor, Forex and Treasuries. Cahill has defended global banks against government investigations and follow-on class actions in the US and abroad, bringing to bear a deep knowledge of the combination of cooperation and rivalry that drives the industry’s business relationships. Much of the firm’s role in mergers is for banks that serve as underwriters, to help them understand the regulatory hurdles of the deal, including the cost of divestitures.

Hughes Hubbard & Reed lost national practice co-chair Ethan E Litwin to Dechert in August 2016; the New York office is now led by Elizabeth Prewitt. She came on board in January 2015 after 16 years at the DOJ, and counsels European clients under investigation and several companies that wanted a recent prosecutor’s view on their compliance programmes. Prewitt has been immediately busy despite expecting a slow start in private practice, as she cannot work on certain financial services matters that she investigated while at the antitrust division. However, that didn’t keep Litwin and partners Christopher Paparella and Marc Weinstein from doing so on behalf of Portigon and WestdeutschImmobilien Bank in Libor, and Cantor Fitzgerald in Treasuries. The firm also acts for the London Platinum and Palladium Fixing Company in a class action alleging it was created by banks to fix spot prices on precious metals. On the mergers side, Hughes Hubbard represented Indian generic drugmaker Cipla in the FTC’s investigation of its acquisitions of rivals; Merck in its US$9.5 billion purchase of Cubist; and ITT in buying Wolverine Automotive.

Since Fiona A Schaeffer left for Milbank Tweed Hadley & McCloy in 2014, Jones Day’s global antitrust practice chair David P Wales in Washington, DC, has been the antitrust contact for the New York office. The lawyers there provide support to cross-jurisdictional teams, particularly for the Ohio-founded firm’s home state client Procter & Gamble as it buys and sells billions of dollars of assets. Current deals include spinning off its beauty business to Coty for US$12.5 billion, which is subject to approval in the EU, US and more than a dozen other countries; its Camay and Zest brands to Unilever; its European pet care business to Spectrum and the rest to Mars for US$2.9 billion; and Duracell batteries to Berkshire Hathaway for US$4.7 billion. Partners Tracy Schaffer and Henry Klehm, and associate Eric Stephens, are part of the Jones Day group defending Deutsche Bank in a putative antitrust class action brought by an Ohio union pension plan against banks that allegedly conspired to stifle competition in the credit default swaps market, raising fund managers’ costs.

The “big news” for Linklaters in the past year, according to New York antitrust chair Thomas McGrath, is its recruitment of Douglas Tween from Baker & McKenzie. A former DOJ prosecutor, he heads the US cartel and government investigations practice of the British firm, and currently represents clients in connection with auto parts, water treatment chemicals, financial services, and other cases in both the investigation and class action aspects. After representing Novartis in its complex exchanges of businesses with GlaxoSmithKline, McGrath continues to work as the pharmaceutical company’s go-to adviser for US antitrust law. Recurring client Deutsche Börse brings its recurring attempt to merge with the London Stock Exchange, while BP returned to Linklaters for multiple deals. Along with Jeff Schmidt, who splits his time between DC and New York, McGrath says counsel Antonia Sherman is like a fourth partner who brings expertise in Hart-Scott-Rodino law.

Paul Weiss Rifkind Wharton & Garrison maintains a steady stream of work from clients and appreciation from peers, who say it has a “good bench” of “premiere litigators”. A few of the biggest matters narrowly dodged trial this year through 11th hour settlements, as in Major League Baseball’s deal with fans unhappy with the limits on television viewing of games, and News Corp’s with a host of consumer brands who had sued the company’s in-store marketing arm. Practice chair Aidan Synnott is known for merger work, where he says “my style is to be as cooperative as possible, not try to hide the ball”. It worked well for Pace in its acquisition by Arris; despite complainants from both both the set top box and network components industries, Synott helped to persuade the DOJ to close its second request investigation without remedies. There was no such luck for Time Warner Cable’s purchase by Comcast at an antitrust division sceptical of telecoms deals. On the white-collar side, the firm represents clients in auto parts, financial services, and oil and gas.

Peers acknowledge the quality of Willkie Farr & Gallagher antitrust partners, with a DC lawyer singling out Jeff Korn as particularly smart and capable. Despite being organised within the litigation department, from which it draws on associates as necessary, the antitrust practice spends much of its time on deals. In the past year, these have included multiple high-priced deals for retailer Hudson’s Bay and MedAssets’ US$2.7 billion acquisition by Pamplona Capital Management. Perhaps the matter that attracted the most attention was the FTC’s investigation of Third Point for possibly breaching the borders of the “investment only” exemption to HSR filing. Willkie Farr brought the hedge fund through the probe with a no-fine settlement, which itself was reached over the protests of two commissioners who said the agency read the exemption too narrowly. The firm represents MasterCard in the interchange fee class action, and Mueller in copper tubes and copper fittings follow-on litigation.

Several individuals in the New York antitrust bar stand out as well. These include “first-rate” lawyer and bar leader Fiona A Schaeffer, who heads an “emerging” competition practice at Milbank Tweed Hadley & McCloy; internationally renowned Rachel Brandenburger, who “has played a major role both in substantive and policy matters since her arrival” at Hogan Lovells; the “talented litigator” William F Cavanaugh at Patterson Belknap Webb & Tyler; “very knowledgeable” Mayer Brown senior counsel Richard Steuer, ranked by another competition expert as “one of the best antitrust lawyers that’s ever been”; “antitrust nerd” Lisl J Dunlop at Manatt Phelps & Phillips; the “very good” Elaine Johnston at Allen & Overy; and Boies Schiller & Flexner co-founder David Boies, “a great lawyer”. All are Who’s Who Legal: Competition nominees.

Firm

Head(s) of competition

Size

Who’s Who Legal nominees

Clients

Elite

Axinn Veltrop & Harkrider

John D Harkrider

7 partners

14 associates

Steven M Axinn

John D Harkrider

Avaya, Ball, Dell, Google, McKesson, Black & Decker, Symantec, Thermo Fisher Scientific

Cravath Swaine & Moore

Christine A Varney

13 partners

24 associates

Evan R Chesler

Christine A Varney

AB Inbev, Alcon, American Express, Avon, DelHaize, Dreamworks, ESPN, HJ Heinz, Morgan Stanley, Mylan, Qualcomm, Starwood, Time Warner

Davis Polk & Wardwell

N/A

8 partners

4 counsel

13 associates

Arthur J Burke

Joel M Cohen

Arthur F Golden

Ronan P Harty

AstraZeneca, Bank of America, Citigroup, Comcast, Emerson Electric, General Electric, Hoffman LaRoche, JP Morgan, RBS, Syngenta, Tyson Foods

Skadden Arps Slate Meagher & Flom

Clifford H Aronson

12 partners

5 counsel

22 associates

Clifford H Aronson

Shepard Goldfein

James A Keyte

Allergan, Barclays, Bausch + Lomb Inc, Cemex, Citigroup, DuPont, EMC, Endo, Express Scripts, JPMorgan Chase, NCAA, NHL, Nokia, RBS, Stryker, Tenet Healthcare, Valeant

Sullivan & Cromwell

Yvonne S Quinn

18 partners

2 of counsel

25 associates

Steven L Holley

Yvonne S Quinn

Ace, Kraft, BBA Aviation, ZF Friedrichshafen, Dyax, Idenix, Brighthouse, Alcatel-Lucent Banco Popular, Barclays, Goldman Sachs, Nomura, JP Morgan

Wachtell Lipton Rosen & Katz

Ilene Knable Gotts

5 partners

2 of counsel

1 counsel

3 associates

Michael H Byowitz

Damian Didden

Nelson O Fitts

Ilene Knable Gotts

Joseph D Larson

David A Schwartz

Charter, McGraw Hill, Dufry, Energy Transfer, Covidien, Dollar Tree, Cox Automotive, Sysco, Steris, Morgan Stanley, Allergan, Geeknet

Highly recommended

Crowell & Moring

Olivier Antoine

Daniel Zelenko

3 partners

2 counsel

4 associates

None

Koa Speer Electronics, DuPont, ViewSonic, AT&T, Shamrock, Siemens, United Airlines, United Technologies

Gibson Dunn & Crutcher

Peter Sullivan

4 partners

7 associates

Peter Sullivan

UBS, Nissan North America, Nissan Motor; Brother, Teijin, Schlumberger, Care Core. Empire Merchants, Sleepy’s

Kaye Scholer

Saul Morgenstern

4 partners

3 counsel

11 associates

Saul Morgenstern

Robert Bosch, Brazil Foods, DeVry, NGK, Norfolk Southern, Pfizer, Novartis, Penguin Random House

O'Melveny & Myers

Andrew Frackman

3 partners

2 counsel

10 associates

None

American Airlines, Capital One, Bumble Bee

Shearman & Sterling

N/A

7 partners

3 counsels

20 associates

Wayne Dale Collins

Albemarle, Bank of America Merrill Lynch, Barclays, BASF, BNP Paribas Securities, Citigroup, Intercontinental Exchange, Investcorp, Kraft, Liberty Global, Mizuho Securities USA, Nomura

Simpson Thacher & Bartlett

Kevin J Arquit

8 partners

4 counsel

4 associates

Kevin J Arquit

Joseph F Tringali

Office Depot, Trade Webs, StubHub, Blackstone, ChemChina, ADT, Deutsche Bank, NXP, Owens Illinois, JP Morgan

Weil Gotshal & Manges

Steve Newborn (DC)

3 partners

None

Bridgestone, Calsonic Kansei Farmers Insurance, Panasonic, Sirius XM, Elite Rodeo Association, UnitedHealth, Taiyo Yuden, Chemtrade

White & Case

Robert A Milne

11 partners

1 counsel

36 associates

Joseph Angland

Robert A Milne

CertainTeed, Allergan, Boehringer Ingelheim, Pfizer, Saudi Aramco, Toshiba, Novartis, Experian, Anthem, Zimmer, Haier

Wilson Sonsini Goodrich & Rosati

Jonathan Jacobson

4 partners

2 counsel

6 associates

Charles E Biggio

Jonathan Jacobson

Chul Pak

Google, Live Nation, Netflix, Transitions Optical, Plantronics, Coca Cola, Twitter, Spotify, Pandora, Mylan, InterDigital, Arista Networks, Hitachi Chemical

Winston & Strawn

Jeffrey L Kessler

12 partners

2 counsel

28 associates

Jeffrey L Kessler

A Paul Victor

Panasonic, Hitachi Metals, NTN, Goldman Sachs, Treehouse, Nucor, Sanyo Electronic, Nippol Sekei, NFL Players, NBA Players, North American Soccer League

Recommended

Cahill Gordon & Reindel

Elai Katz

5 partners

1 counsel

18 associates

Elai Katz

Credit Suisse, Barclays, AIG, GE Capital, Standard & Poor’s, Coca-Cola Enterprises

Hughes Hubbard & Reed

Elizabeth Prewitt

3 partners

1 counsel

7 associates

None

Digital First Media, Cantor Fitzgerald, Soshin Electric, BMI, Cipla, Merck, AMC Networks, ITT

Jones Day

David P Wales (DC)

3 partners

2 associates

None

Deutsche Bank, Electrolux, NASDAQ, Procter & Gamble

Linklaters

Tom McGrath

4 partners

2 counsel

20 associates

None

Novartis, Deutsche Börse, Siemens, BP, Mitsui, Nomura Panalpina, Mercer SME

Paul Weiss Rifkind Wharton & Garrison

Aidan Synnott

10 partners

4 counsel

25 associates

Moses Silverman

Aidan Synnott

Time Warner Cable, Pace, News Corp, Major League Baseball, Deutsche Bank, Becton Dickinson, MasterCard

Willkie Farr & Gallagher

William H Rooney

4 partners

William H Rooney

Hudson’s Bay, Lagardère, MedAssets, FIS; Teva, Silver Lake Partners, Bloomberg, USAA, Mueller, Third Point

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