The Merger Control Review - Edition 7

Ilene Knable Gotts
  • Editor:
  • Ilene Knable Gotts
  • Wachtell, Lipton, Rosen & Katz

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Pre-merger competition review has advanced significantly since its creation in 1976 in the United States. As this book evidences, today almost all competition authorities have a notification process in place – with most requiring pre-merger notification for transactions that meet certain prescribed minimum thresholds. Additional jurisdictions, particularly in Asia, are poised to add pre-merger notification regimes within the next year or so. In our endeavour to keep our readers well informed, we have expanded the jurisdictions covered by this book to include the newer regimes as well.

Given the ability of most competition agencies with pre-merger notification laws to delay, and even block, a transaction, it is imperative to take each jurisdiction – small or large, new or mature – seriously. It is, therefore, imperative that counsel for such a transaction develops a comprehensive plan prior to, or immediately upon, execution of an agreement concerning where and when to file notification with competition authorities regarding such a transaction. To this end, this book provides an overview of the process in 41 jurisdictions, as well as a discussion of recent decisions, strategic considerations and likely upcoming developments.

Given the number of recent significant M&A transactions involving media, pharma and high-technology companies, we have included chapters that focus on the enforcement trends in these important sectors. In addition, as merger review increasingly includes economic analysis in most, if not all, jurisdictions, we have added a chapter that discusses the various economic tools used to analyse transactions. The intended readership of this book comprises both in-house and outside counsel who may be involved in the competition review of cross-border transactions.

About the Editor

A member of Wachtell, Lipton, Rosen & Katz’s antitrust department, Ilene Knable Gotts represents and counsels clients on a range of antitrust matters, particularly those relating to mergers and acquisitions. Ms Gotts began her career as a staff attorney at the Bureau of Competition of the Federal Trade Commission in conduct and merger investigations.

In 1995, Ms Gotts served as the president of the Washington Council of Lawyers. She was the chair of the antitrust and trade regulation section of the federal bar association from 1995 to 1997 and the chair of the antitrust section of the New York State Bar Association from 2005 to 2006.

Ms Gotts is currently a member of the Board of Governors of the American Bar Association, having served as the chair of the ABA Section of Antitrust Law from 2009 to 2010 and in a variety of other leadership positions in the Section, including as the international officer and on the council. Ms Gotts is regularly recognised as one of the world’s top antitrust lawyers, including being selected in the 2007–2016 editions of Who’s Who Legal, as one of the top 15 global competition lawyers, in the first-tier ranking of Chambers Global Guide and Chambers USA Guide, and as one of the ‘leading individuals’ in PLC Which Lawyer? Yearbook.

Ms Gotts served as the editor of the ABA’s treatise on the antitrust merger review process for 25 years, and has had over 200 articles published on antitrust issues relating to mergers and acquisitions and Hart-Scott-Rodino compliance. She is also a frequent lecturer on antitrust topics. She serves on the advisory boards of Antitrust and Trade Regulation Report and Antitrust Counselor and Antitrust Report, and as the co-editor of Competition Law International.

Ms Gotts received her bachelor’s degree, magna cum laude, from the University of Maryland in 1980, where she was elected to Phi Beta Kappa. Her law degree was awarded, cum laude, by Georgetown University Law Center in 1984. She currently serves on the Counsel’s Council of Lincoln Center. In 2011, the New York State Bar Association antitrust section awarded Ms Gotts the William T Lifland Service Award for her service to the antitrust bar.

Acknowledgements

The publisher acknowledges and thanks the following for their learned assistance throughout the preparation of this book:

Preface

  • Ilene Knable Gotts
  • Wachtell, Lipton, Rosen & Katz

China's Merger Control in the Pharmaceutical Sector

  • Susan Ning, Hazel Yin and Ting Gong
  • King & Wood Mallesons

Economics Tools used in Merger Control

  • S Murthy Kambhampaty and James A Langenfeld
  • Navigant Economics

EU Merger Control in the Pharmaceutical Sector

  • Pablo Figueroa and Alejandro Guerrero
  • Gibson, Dunn & Crutcher LLP

International Merger Remedies

  • John Ratliff, Frédéric Louis and Cormac O’Daly
  • Wilmer Cutler Pickering Hale and Dorr LLP

US Merger Control in the High-Technology Sector

  • C Scott Hataway and Michael S Wise
  • Paul Hastings LLP

US Merger Control in the Media Sector

  • Gary W Kubek and Michael Schaper
  • Debevoise & Plimpton LLP

Australia

  • Peter Armitage and Ross Zaurrini
  • Ashurst

Austria

  • Gerhard Fussenegger and Valentina Schaumburger
  • bpv Hügel Rechtsanwälte OG

Belgium

  • Carmen Verdonck and Steffie De Cock
  • ALTIUS

Bosnia and Herzegovina

  • Rastko Petaković
  • Karanović & Nikolić

Brazil

  • Cristianne Saccab Zarzur
  • Pinheiro Neto Advogados

Canada

  • Dany H Assaf, Rebecca Moskowitz and Marina Chernenko
  • Torys LLP

China

  • Susan Ning and Hazel Yin
  • King & Wood Mallesons

Costa Rica

  • Edgar Odio
  • Pragma Legal

Croatia

  • Goran Durmiš, Tea Radmilo and Karla Ressler
  • Law firm Bekina, Škurla, Durmiš and Spajić Ltd 

Ecuador

  • Diego Pérez-Ordoñez, Luis Marín-Tobar and Natalia Almeida-Oleas
  • Pérez Bustamante & Ponce

France

  • Hugues Calvet and Olivier Billard
  • Bredin Prat

Germany

  • Alexander Rinne and Andreas Boos
  • Milbank Tweed Hadley & McCloy LLP

Hong Kong

  • Marc Waha, Pearl Yeung and Sophie Chen
  • Norton Rose Fulbright

India

  • Samir R Gandhi, Fadi Metanios, Rahul Satyan and Shruti Aji Murali
  • AZB & Partners

Indonesia

  • Theodoor Bakker, Luky I Walalangi and Miriam Andreta
  • Ali Budiardjo, Nugroho, Reksodiputro

Italy

  • Rino Caiazzo and Francesca Costantini
  • Caiazzo Donnini Pappalardo & Associati - CDP Studio Legale

Israel

  • Ran Ben-Ari
  • Gross, Kleinhendler, Hodak, Halevy, Greenberg & Co

Japan

  • Yusuke Nakano, Vassili Moussis, Takeshi Suzuki and Kiyoko Yagami
  • Anderson Mōri Tomotsune

Korea

  • Sai Ree Yun, Seuk Joon Lee, Cecil Saehoon Chung, Kyoung Yeon Kim and Kyu Hyun Kim
  • Yulchon LLC

Macedonia

  • Tatjana Popovski-Buloski
  • Polenak Law Firm

Malaysia

  • Jeff Leong
  • Jeff Leong, Poon & Wong

Mexico

  • Rafael Valdés Abascal and José Ángel Santiago Ábrego
  • Valdés Abascal Abogados, SC

Morocco

  • Corinne Khayat & Maïja Brossard
  • UGGC Law Firm

Netherlands

  • Gerrit Oosterhuis and Weyer VerLoren van Themaat
  • Houthoff Buruma

New Zealand

  • Ross Patterson, Oliver Meech and Kristel McMeekin
  • Minter Ellison Rudd Watts

Poland

  • Małgorzata Szwaj and Mariusz Łaszczyk 
  • Linklaters LLP Warsaw

Portugal

  • Ricardo Bordalo Junqueiro and Marta Flores da Silva
  • Cuatrecasas, Gonçalves Pereira, RL

Romania

  • Carmen Peli and Mihaela Ciolan
  • PeliFilip

Russia

  • Maxim Boulba and Maria Ermolaeva
  • CMS Russia

Serbia

  • Rastko Petaković
  • Karanović & Nikolić

Singapore

  • Daren Shiau and Elsa Chen
  • Allen & Gledhill LLP

South Africa

  • Candice Upfold
  • Norton Rose Fulbright South Africa Inc

Spain

  • Joaquín Hervada and Emilio Carrandi
  • DLA Piper

Switzerland

  • Pascal G Favre and Patrick Sommer
  • CMS von Erlach Poncet Ltd

Taiwan

  • Victor I Chang, Margaret Huang and Deven Lu
  • LCS & Partners

Thailand

  • Panuwat Chalongkuamdee and Parithat Chamnongsilp
  • Weerawong, Chinnavat & Peangpanor Ltd

Turkey

  • Gönenç Gürkaynak and K Korhan Yıldırım
  • ELIG, Attorneys-at-Law

United Kingdom

  • Jordan Ellison and Paul Walter
  • Slaughter and May

Ukraine

  • Maksym Nazarenko and Valentyna Hvozd
  • Sayenko Kharenko

USA

  • Ilene Knable Gotts
  • Wachtell, Lipton, Rosen & Katz

Venezuela

  • Pedro Ignacio Sosa, Rodrigo Moncho Stefani and Mauricio Ramírez Gordon
  • Araquereyna

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