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Practice/Industry Group Overview
European Community ("EC") competition law has a major impact on businesses operating in the EC and, for that reason, is one of our core practice areas. At Sullivan & Cromwell, our EC competition law team includes acknowledged leaders in this field and focuses on issues and proceedings arising out of Articles 81 and 82 of the Treaty of Rome (the EC analogs to Sections 1 and 2 of the Sherman Act); the block exemptions from Article 81 for arrangements such as vertical agreements, technology transfer, R&D and specialization agreements; the EC Merger Regulation, which requires pre-notification of large mergers having a European dimension; and advice on state aid issues and on other aspects of EC law. Our EC competition work often links directly to S&C's mergers and acquisitions practice and other practice areas, such as project finance.
We advise U.S., European, Asian, Australian, Latin American and other clients on the competition law implications of mergers, acquisitions, joint ventures, long term supply agreements and other business arrangements. We prepare pre-merger notifications under the EC Merger Regulation. We advise on other aspects of the EC merger review process, such as the negotiation of remedies in cases that raise substantive concerns. We prepare or coordinate the preparation of merger notifications to be submitted to national competition authorities in Europe. We advise companies wishing to intervene in the review of mergers and other types of transactions involving their competitors, customers or suppliers.
The Firm represents the targets of competition law investigations by the European Commission and national authorities. This includes advice on securing leniency in such investigations. We also assist clients in formulating and implementing compliance training and provide advice on responding to "dawn raid" investigations by the EC Commission and other national competition authorities.
Merger Clearances
Our lawyers have secured approval from the EC Commission and, when relevant, national authorities for numerous major mergers and joint ventures, including the following:
Ascott - Goldman Sachs - Oriville
(sale of 50% of Goldman's interest in Oriville)
(real estate, 2003)
counsel to Goldman Sachs
AXA - Winterthur
(insurance, US$ 11.3 billion, 2006)
counsel to AXA
Banca Intesa (formerly IntesaBci) - Lazard
(joint venture)
(banking, US$ 150 million, 2003)
counsel to Banca Intesa
Chiron - Matrix Pharmaceutical
(pharmaceuticals, US$ 61 million, 2002)
counsel to Chiron
Cytec Industries - UCB
(acquisition of UCB's specialty chemicals business)
(chemicals/biopharmaceuticals, 2005)
counsel to Cytec Industries
France Telecom - Equant
(telecommunications, US$ 3 billion, 2001)
counsel to SITA as selling shareholder
General Mills - Pillsbury
(food & beverages, US$ 10.5 billion, 2001)
counsel to Diageo as seller of Pillsbury
Goldman Sachs - Queens Moat Houses
(hotels, US$ 1.2 billion, 2004)
counsel to Goldman Sachs
Hilton Hotels - Hilton Group
(lodging business)
(hotels, US$ 5.71 billion, 2006)
counsel to Hilton Hotels Corp.
KarstadtQuelle - MyTravel
(travel agencies, 2007)
counsel to KardstadtQuelle
MagnaChip Semiconductor - Hynix Semiconductor
(sale of Hynix's logic-based semiconductor business)
(electronics, US$ 820 million, 2004)
counsel to Hynix Semiconductor
Mitsubishi and BHP - QCT Resources
(coal mining, 2000)
counsel to Mitsubishi and BHP
Novartis - Chiron
(pharmaceuticals, US$ 6.6 billion, 2006)
counsel to Chiron
Pharmacia & Upjohn - Amersham Pharmacia Biotech Limited
(biotechnology, US$ 375 million, 1997)
counsel to Pharmacia & Upjohn
Pfizer - Pharmacia
(pharmaceuticals, US$ 60 billion, 2003)
counsel to Pharmacia
Rio Tinto - North Limited
(mining, 2000)
counsel to Rio Tinto
Sanofi-Synthélabo - Aventis
(pharmaceuticals/biotech, US$ 68.1 billion, 2004)
counsel to Aventis
Tetra Laval - Sidel
(machinery, US$ 1.5 billion, 2001)
counsel to Sidel
TPG Partners - Burger King
(restaurants, US$ 2.26 billion, 2002)
counsel to Diageo as seller of Burger King
Other Representations
S&C regularly represents clients before the European Commission and other national antitrust authorities relating to diverse EC competition disputes and investigations. Our EC competition team has represented:
- Morgan Crucible in two cartel investigations by the EC Commission, where in both cases we secured full indemnity from fines under the European Commission's leniency program
- BP in the U.K. Office of Fair Trading's investigation into certain practices in gasoline retailing in the Western Isles of Scotland (BP was found not to have committed the alleged violation)
- AIG in the EC Commission's investigation into the underwriting of aviation insurance
- Hoechst in an EC Commission investigation into certain market practices
- Other European companies in a variety of confidential matters.
Practice Contacts
Robert M. Osgood
London
P +44-20-7959-8900
F +44-20-7959-8950
osgoodr@sullcrom.com
Juan A. Rodriguez
London
P +44-20-7959-8900
F +44-20-7959-8950
rodriguezja@sullcrom.com
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