Bracewell’s antitrust/competition practice focuses on mergers and acquisitions, joint ventures, counseling and litigation. We have experience with all facets of antitrust review of transactions, including preparing Hart-Scott-Rodino filings, responding to voluntary information requests and civil investigative demands, complying with “Second Requests,” representing clients in depositions and investigational hearings, and, where necessary, negotiating remedies with agency staff to resolve competitive concerns while preserving the benefits of the transaction. Our experience spans industries including oil and gas, electric power, chemicals, waste services, consumer goods, healthcare, technology, financial services, construction materials and agriculture. We represent clients before the Federal Trade Commission, the Antitrust Division of the Department of Justice (DOJ), state attorneys general, and foreign antitrust authorities to ensure that all necessary legal requirements are met in a timely manner.
We assist clients with the antitrust considerations arising out of information exchanges in connection with mergers, acquisitions and joint ventures, including due diligence, premerger integration planning activities, and post-transaction information sharing among joint venture partners. We also counsel clients in their day-to-day operations and work closely with them to develop and implement antitrust training and compliance programs. In addition, our antitrust litigators represent clients in investigations and litigation involving price fixing, bid rigging, group boycotts, monopolization, tying, and claims based on state unfair competition statutes. Our antitrust experts also work closely with the firm’s white collar lawyers, representing companies under criminal investigation by DOJ.
Recent Notable Matters
East Texas Medical Center Healthcare System — sale of substantially all assets to Ardent Health Services, including a network of 9 hospitals, 39 clinics, 2 inpatient facilities, 13 regional rehabilitation facilities, physician clinics, 2 emergency centers, regional home health services covering 41 counties, a comprehensive seven-trauma center care network, and an EMS fleet of more than 45 ambulances and 4 helicopters. In connection with the acquisition, Ardent and The UT Health Science Center formed a partnership and will invest more than $125 million in the new UT Health East Texas health system to support operations and fund improvements.
Holly Energy Partners, L.P. — $250 million acquisition from Plains All American Pipeline, L.P. of the 50 percent and 75 percent interest in Frontier Aspen LLC and SLC Pipeline LLC, respectively, that Holly Energy Partners does not already own
Great Plains Energy Inc. — stock-for-stock merger of equals transaction with Westar Energy, Inc., creating a company with a combined equity value of approximately $14 billion, and with nearly 13,000 MW of generation capacity and more than 51,000 miles of distribution lines
Chevron Corporation — sale to ONEOK Partners, LP of the Mesquite Pipeline and its 80 percent interest in the West Texas LPG Pipeline Limited Partnership for approximately $800 million
Southern Waste Systems, LLC and Sun Recycling LLC — sale of residential, commercial, and industrial solid waste collection, processing/recycling and transfer operations and assets to Waste Management Inc. of Florida
Alinda Capital Partners, LLC — $1.89 billion agreement to sell SourceGas Holdings LLC to Black Hills Corporation
Lufkin Industries, Inc. — a manufacturer of oilfield equipment and industrial gearboxes, in the company’s $3.3 billion sale to General Electric Co.
Duke Energy Corporation — $2.8 billion sale of its Midwest merchant generation business to a subsidiary of Dynegy Inc., which includes ownership interests in 11 power plants with a total capacity of approximately 6,100 MW, as well as Duke’s competitive retail electric and gas business; Platts Global Energy Awards, 2015 Strategic Deal of the Year
Phillips 66 — exchange of Phillips Specialty Products Inc. to Berkshire Hathaway Inc. for shares of Phillips 66 stock held by Berkshire Hathaway affiliates, valued at approximately $1.4 billion
Apache Corporation — $3.75 billion sale of Gulf of Mexico Shelf operations and assets to Fieldwood Energy LLC, an affiliate of Riverstone Holdings
The Sterling Group LP — acquisition of Tomkins Industries, Inc.; of Dexter Axle Company, a leading designer and manufacturer of trailer axles and brakes; and in Dexter Axle’s acquisition of AL-KO Vehicle Technology to form DexKo Global Inc.
Rockland Capital, LLC — acquisition of a portfolio of six generating plants with a combined generation capacity of 972.5 MW from AES Ohio Generation, LLC
National computer manufacturer — a series of federal court cases brought by independent dealers throughout the United States, alleging a variety of antitrust violations as well as common law causes of action; achieved summary judgment dismissing one complaint, and preliminary injunction against dealer’s copying of software in another
International tobacco company — nationwide antitrust litigation and related criminal charges, resulting in dismissal of client’s indictment
Online retailer — criminal antitrust investigation conducted by the DOJ, which was the first of its kind federal criminal antitrust prosecution involving online sales
Major provider of bulk liquid storage — lawsuit against a competitor, alleging breach of contract claims and antitrust violations
International aviation company — criminal antitrust investigation, resulting in no charges