Cases
Representative Matters: Antitrust
Competition: Represented Certified Collectibles Group, a leading global provider of authentication, grading
conservation services, in its sale to funds managed by private equity firm Blackstone (NYSE: BX)'s Tactical Opportunities business, which valued the company at more than $500 million.
Represented a leading distributor
retailer of motor fuels in the sale of its assets, including more than 1,400 wholesale fuel locations
70 retail convenience stores, to a large U.S. operator of gas stations/convenience stores in a transaction valued at over $350 million, including negotiation of FTC Consent Order
divestures in seven local markets in four states.
Represented Firmenich International, SA, one of the world's largest producers of flavors
fragrances, in US HSR antitrust review of its acquisition of Les Derives Resiniques et Terpeniques ( DRT ), a world leader in the development
supply of high quality, renewable
naturally-derived ingredients.
Represented Mannington Mills, Inc., a leading manufacturer of fine flooring, in HSR antitrust review of its acquisition of Phenix Flooring, Inc.
Pharr Fibers & Yarns, leaders in residential carpet
fibers
yarns.
Represented a foreign chemical manufacturer in obtaining a Consent Order from the FTC allowing a joint venture with competing manufacturers of PTA
PET to acquire out of bankruptcy
complete the largest PTA
PET plant in North America. In re: Corpus Christi Polymers LLC, FTC Docket No. C-4672
Representing First Citizens Bancshares, Inc.
First-Citizens Bank & Trust Company in antitrust review of acquisition of $1.6 billion asset Entegra Financial Corporation.
Represented iAnthus Capital Holdings, Inc. as U.S. counsel in connection with its all-stock merger with MPX Bioceutical Corp., offering equity consideration to MPX shareholders valued at $1.6 billion, representing the first public to public merger in U.S. cannabis history.
Represented a pharmaceutical company in obtaining antitrust clearance of acquisition of portfolio of medical dermatology products in a deal valued between $550
$650 million.
Represented generic pharmaceutical company in obtaining antitrust clearance for transaction with several overlaps following issuance of second request.
Represented Otto Bock HealthCare North America, Inc. in FTC investigation
litigation. FTC Docket No. 9378
Represented defendant in In re Domestic Drywall Antitrust Litigation, MDL No. 2437 (E.D. Pa.) direct
indirect purchaser putative class actions alleging price fixing.
Represented insurance company defendant in class action asserting antitrust, RICO
ERISA violations relating to contingent commissions, In re Employee Benefits Insurance Brokerage Antitrust Litigation, MDL No. 1663 (D.N.J.)
Represented defendant in actions alleging price-fixing regarding LCD panels, In re TFT-LCD Antitrust Litigation, MDL No. 1827 (N.D. Cal.)
Represented credit card issuer in defense of antitrust action seeking billions of dollars of damages in connection with Visa
MasterCard rules regarding member issuance on competing networks in a private civil action following a DOJ civil enforcement action, American Express Travel Related Services, Inc. v. Visa U.S.A., Inc. (S.D.N.Y.)
Represented buyer of assets from divestitures required by consent decree to address competition issues.
Represented company responding to DOJ subpoena in merger litigation.
Obtained dismissal of antitrust claims asserted against audio system supplier. (C.D. Cal.)
Supreme Court Amicus Brief, FTC v. Actavis (reverse payment in patent settlements).
Represented individual corporate opt-out plaintiff in price fixing action in In re Hydrogen Peroxide Antitrust Litigation, MDL No. 1682 (E.D. Pa.).
HSR
merger review relating to financial institutions, hospital systems, biotech
pharmaceutical companies, medical device
equipment manufacturers, cannabis, luxury goods, fragrances
flavors, auto parts, chemicals, electronics, metals
refining, construction services, building products, software, agricultural products,
numerous other industries.
Represented technology company in connection with DOJ merger investigations.
Represented aluminum company in U.S. antitrust review
HSR
antitrust compliance in world-wide joint venture in soft alloy aluminum.
Represented major regional bank in antitrust aspects of acquisition of bank with over $1 billion in deposits
with branches in several overlapping markets in which bank merger antitrust screens were exceeded.
Represented the shareholders of Ideal Protein, a Quebec-based corporation with significant U.S. operations, in the sale of a majority interest to funds advised by Apax Partners LLP, a global private equity firm.
Represented Quanta Services, Inc. (NYSE: PWR) in the sale of five subsidiaries comprising its fiber optic licensing operations to Houston-based Crown Castle International Corp. (NYSE: CCI) for $1 billion in cash.
Numerous bank merger transactions
branch acquisitions cleared through the Department of Justice
bank regulatory agencies in matters where competition screens triggered substantive review or investigations.
Represented manufacturer of power washers in action brought by competitor
former OEM contractor alleging antitrust violations
misappropriation of trade secrets, Ramteq, Inc. v. Alfred Karcher, Inc. (S.D. Tex.)
Obtained summary judgment in favor of distributor defendant in action alleging group boycott relating to limited distribution policies for hair care products. Cosmetic Gallery, Inc. v. Schoeneman Corp. (D.N.J.)
Obtained dismissal of antitrust claims relating to state settlement of tobacco litigation, Mariana v. Fisher (M.D. Pa.)
Represented plaintiff law school asserting antitrust claims relating to accreditation of law schools, Massachusetts School of Law at Andover, Inc. v. American Bar Association, et al. (E.D. Pa.)
Commercial, Corporate
Securities, Banking
Insurance: Representing Pennsylvania Life
Health Insurance Guaranty Association in Connection with various matters relating to the insolvency of long term care insurer Penn Treaty Network America Insurance Company.
Assisted banks with transition issues in Purchase & Assumption
Loss Share Agreements in acquisitions out of FDIC receiverships.
Represented utility company in litigation over indemnities in connection with asset purchase agreement, Aqua America, Inc. v. Duquesne Light Holdings, Inc. (Phila. CCP)
Negotiated termination of North American wholesale distributor
corporate shareholder buy-out
reorganization for fashion company.
Arbitration of dispute relating to termination of supply agreement
resolution of accounts.
Represented state insurance guarantee association in insurance insolvency proceedings. In re Reliance Insurance Co.
In re Legion Insurance Co.
In re Villanova Insurance Co.
Represented corporation in arbitration proceedings
negotiation of co-founder separation from technology company, including issues relating to shareholders agreement
trade secret
corporate opportunity issues.
Represented agent of senior lenders on appeal successfully supporting confirmation of reorganization plan over objections of subordinated noteholder in bankruptcy of supermarket chain, In re PWS Holding Corp., Bruno's Inc. et al. (3d Cir.)
Represented group of condominium owners in litigation over condominium management
finances, Breslow v. BDGP, Inc., Trading as Claybar Development, L.P., et al. (Phila. C.C.P.)
Obtained summary judgment in favor of defendant on securities fraud class action claims relating to forward-looking statements on earnings set forth in various press releases
SEC filings, In re Goodyear Securities Litigation (E.D. Pa.), affirmed on appeal (3d Cir.)
Represented foreign government-owned lender, owners
asset manager of resort hotel
condominium project in the United States Virgin Isl
s in dispute with hotel manager over hotel management contract
termination of manager resulting in favorable rulings from the District Court
the Third Circuit
a confidential settlement, Government Guarantee Fund of the Republic of Finl
, et al. v. Hyatt Corporation, (D.V.I.)
Appeal (3d Cir.)
Represented defendant bank in defense of claims alleging fraud, tortious interference
breach of fiduciary duty against lender that refinanced hotel
condominium project, as well as claims that lender violated the antitying provisions of the Bank Holding Company Act, Saastopankkien Keskus-Osake-Pankki (Skopbank), et al. v. Great Cruz Bay Development Company, Inc., et al., (D.V.I.), Mourraille, Inc. v. Saastopankkien Keskus-Osake-Pankki (Skopbank), et al., (D.V.I.)
Appeal (3d Cir.)
Represented insurance rating bureau in m
amus action seeking to obtain ruling from Insurance Commissioner on workers compensation rate filing, Pennsylvania Compensation Rating Bureau v. Insurance Commissioner (Pa. Commonwealth Ct.)
Represented major automobile insurance company in successfully challenging constitutionality of provision of rate rollback statute effecting retroactive disallowance of deemed rate,
defense of claims asserted by state insurance commissioner alleging that several major auto insurer's responses to rate rollback legislation constituted unfair competition. Foster, Insurance Commissioner v. State Farm Mutual Automobile Insurance Co., et al., No. 192 M.D. 1990 (Pa. Commonwealth Ct.), State Farm Mutual Automobile Insurance Co., et al. v. Constance E. Foster, Insurance Commissioner, No. 652 C.D. 1990 (Pa. Commonwealth Ct.)
In re State Farm Mutual Automobile Insurance Co., Docket No. R90-08-44 (Pa. Ins. Dept.)
Represented exchange seat owner
clearing agent in injunction proceeding in federal court
arbitration proceedings before the Chicago Board Options Exchange
Philadelphia Stock Exchange in dispute over trades cleared in the October 1987 market crash
relating to the lease of certain seats on those exchanges, Bear, Stearns & Co. v. Lakshmi Securities Corp., et al. (CBOE), (PHLX).
Represented defendant in securities fraud class action relating to IPO for domestic cruise company, In re American Cruise Lines Securities Litigation (D. Conn.)
