Monday, November 17, 6:00 – 8:15 p.m.
How the Antitrust Agencies and the FCC Are Likely to Analyze Vertical Mergers
The FCBA Transactional Committee will hold a CLE on Monday, November 17 from 6:00 p.m. – 8:15 p.m. entitled How the Antitrust Agencies and the FCC Are Likely to Analyze Vertical Mergers. This program will be held at Wiley Rein LLP, 1776 K Street, NW.
In 2010, the Department of Justice and the Federal Trade Commission released revised Horizontal Merger Guidelines. The Federal Communications Commission’s analysis generally follows, and is consistent with, the 2010 Horizontal Merger Guidelines. Unfortunately, no similar guidance has been released in recent years as to how the antitrust agencies and the FCC will evaluate vertical mergers. During this program four distinguished antitrust scholars and practitioners, two of whom helped develop the 2010 Horizontal Merger Guidelines, will discuss the issues raised by vertical mergers, including both potential efficiencies and potential competitive concerns. They will also discuss how the antitrust agencies and the FCC have reviewed vertical mergers in the past and how they are likely to do so in the future. Finally, they will provide practical advice for lawyers representing clients in such mergers.
6:00 – 6:05 p.m. Welcome and Introductions
Don Stockdale, Partner, Bates White, Transactional Practice Committee Co-Chair
Moderator:
Jon Nuechterlein, General Counsel, Federal Trade Commission
Speakers:
Joseph Farrell, Professor of Economics, University of California, Berkeley
Marius Schwartz, Professor of Economics, Georgetown University
John Flynn, Partner, Jenner & Block
Mark Israel, Executive Vice President, Compass Lexecon
6:05 – 7:05 p.m. Analyzing Vertical Mergers
This session will begin with a brief review of the differences between the merger review processes of the FCC and the antitrust agencies. The speakers then will lay out the economic framework for analyzing vertical mergers and explain how that analysis differs from the analysis of horizontal mergers. The speakers will use the 2012 Verizon Wireless/SpectrumCo. transaction, though it was a joint venture not a merger, to illustrate how one can analyze transactions involving complementary products.
7:05 – 7:15 p.m. Break
7:15 – 8:15 p.m. Comcast/NBCU, Remedies and Practice Pointers
The second session will use the 2011 Comcast/NBC-U merger as a case study to illustrate how vertical mergers are evaluated. The speakers also will discuss the types of remedies that are likely to be applied to vertical mergers to address competitive concerns. Finally, the speakers will offer advice for lawyers advising firms involved in, or opposing, vertical mergers. Time will be reserved at the end of each session for Q&A from the audience.
