Mr. Scribner has played a lead role in obtaining regulatory clearance for transactions in a variety of industries and possesses significant antitrust merger experience in the high-tech and pharmaceutical areas. He regularly counsels clients such as Adobe, Applied Materials, Sanofi, and Abbott Laboratories on potential transactions. Among his notable matters, Mr. Scribner secured U.S. Department of Justice clearance for Iron Mountain’s $2.6 billion acquisition of Recall Holdings. Iron Mountain and Recall were both leading providers of document management services in the U.S. Mr. Scribner recently obtained antitrust clearance for Sanofi in connection with a number of significant acquisitions including Bioverativ, Ablynx, and Alnylam. He also secured Federal Trade Commission clearance for Abbott relating to its acquisition of Alere.
Mr. Scribner has also done extensive work in private antitrust litigation, including defending conspiracy, monopolization, tying, and antitrust counterclaims in patent cases on behalf of Johnson & Johnson, Eastman Kodak, Applera Corporation, Bertelsmann and Providence Equity Partners.
Several ranking directories consistently recognize Mr. Scribner for his outstanding legal performance. Mr. Scribner has been named by Chambers USA as a “Leading” Lawyer in Antitrust and has been listed in the Washington, DC Super Lawyers for antitrust. He is also recognized by Legal 500 for merger control.
Prior to joining Weil, Mr. Scribner spent five years as a litigation attorney with the Federal Trade Commission where he was actively involved in merger and non-merger investigations in a wide range of industries, including defense, pharmaceuticals, infant formula, aviation, energy, industrial products, medical devices and high technology. He served as lead attorney in the FTC’s investigation of Boeing’s acquisition of McDonnell Douglas. While at the FTC, he received the Award for Superior Service and the Award for Meritorious Service.
Mr. Scribner speaks on a number of antitrust topics including how to get your life sciences deal past the US antitrust authorities, the role of efficiencies in merger investigations and on antitrust issues that arise in patent litigation.
Mr. Scribner received his J.D. in 1992 from the University of Oklahoma College of Law where he served as Note Editor of the Oklahoma Law Review.
- Business Swap with Boehringer Ingelheim - Advised Sanofi on its $25 billion pending transaction relating to the exchange of Sanofi’s animal health business with the consumer healthcare business of Boehringer Ingelheim.
- Acquisition of Bioverativ – Advised Sanofi on its $11.6 billion acquisition of Bioverativ Inc., a developer of therapies for the treatment of hemophilia and other rare blood disorders.
- Acquisition of Ablynx – Advising Sanofi on its $4.8 billion acquisition of Ablynx NV, a developer of therapeutic protein treatments for human conditions and diseases in the areas of inflammation, hematology, immuno-oncology, oncology, and respiratory diseases.
- Acquisition of Protein Sciences – Advised Sanofi on its $750 million acquisition of Protein Sciences, a privately held vaccines biotechnology company. The deal closed following significant engagement with the FTC.
- Sale to Emergent BioSolutions - Advised Sanofi on its $125 million sale of its smallpox vaccine business to Emergent BioSoultions.
- Alliance with Alnylam – Advised Sanofi on the strategic restructuring of its alliance with Alnylam’s regarding RNAi therapeutics affecting the development and commercialization of certain products for the treatment of rare genetic diseases.
- Licensing agreement with MannKind Corporation – Advised Sanofi on its worldwide exclusive licensing agreement with MannKind Corporation to develop and commercialize Afrezza (insulin human) Inhalation Powder. Antitrust clearance was obtained without issuance of a Second Request.
Iron Mountain Inc.
- Acquisition of Recall Holdings - Successfully secured regulatory approval from the U.S. Department of Justice for Iron Mountain Inc.’s $2.6 billion acquisition of Recall Holdings. Iron Mountain and Recall were both leading providers of management services.
RF Micro Devices
- Merger with TriQuint Semiconductor - Represented RF Micro Devices, a designer and manufacturer of high-performance radio frequency solutions, in its $1.6 billion merger with TriQuint Semiconductor to form Qorvo, a leading provider of RF solutions and foundry services for communications, defense and aerospace companies. Antitrust clearance was obtained without issuance of a Second Request.
- Acquisition of TubeMogul Inc. - Represented Adobe Systems in successfully securing regulatory clearance from the FTC for its $540 million acquisition of TubeMogul Inc., a video advertisement platform provider.
Dex Media, Inc.
- Acquisition of YP Holdings – Represented Dex Media, Inc. in its acquisition of YP Holdings, a leading marketing solutions and search platform provider and publisher of the Real Yellow Pages® and YP.com.
Progressive Waste Solutions Ltd.
- Merger with Waste Connections, Inc. - Represented Progressive Waste Solutions Ltd., a provider of non-hazardous solid waste collection and landfill disposal services for commercial, industrial and residential customers in the United States and Canada, in its $2.67 billion merger with Waste Connections, Inc., a provider of solid waste collection, transfer, disposal, and recycling services in secondary markets of the western United States. Antitrust clearance was obtained without issuance of a Second Request.
Alfa SAB de CV
- Acquisition of J.L. French Automotive Castings - Represented Nemak, Alfa SAB de CV’s subsidiary in the high-tech aluminum auto parts business, in its $215 million acquisition of J.L. French Automotive Castings, a leader in aluminum cast parts for the automobile OEM sector. Antitrust clearance was obtained without issuance of a Second Request.
- Alfa SAB de CV’s $496.8 million acquisition from Teksid Aluminum Ltd. – Represented Alfa SAB de CV, a large Mexican industrial conglomerate with over $6 billion in revenues worldwide, in its $496.8 million acquisition of certain North American and international assets from Teksid Aluminum Ltd., an automotive engine parts supplier. The firm successfully obtained antitrust clearance from U.S. regulators at the FTC and the DOJ. Approval was achieved without any divestitures or a Second Request, despite substantial product overlaps.
- Nemak’s €411 million acquisition of Hydro’s European castings operations – Represented Nemak, Alfa SAB de CV’s subsidiary in the high-tech aluminum auto parts business, in its €411 million acquisition of Hydro’s European castings operations, a business unit of Norsk Hydro. Antitrust approval was obtained from EU regulators.
- Acquisition of the Hydro Castings Division of Norsk Hydro ASA – Represented Alfa S.A.B. de C.V. in the €416 million acquisition of the Hydro Castings division of Norsk Hydro ASA by Tenedora Nemak S.A. de C.V.
- Acquisition of Alere Inc. – Represented Abbott Laboratories, a global, broad-based health care company, in its acquisition of Alere Inc., a global leader in point of care diagnostics, in a deal valued at approximately $5.3 billion. Weil obtained antitrust clearance, with only limited divestitures required, from the FTC.
- Acquisition of Tendyne Holdings Inc. - Advised Abbott Laboratories in its $225 million acquisition of Tendyne Holdings Inc., a clinical stage medical device company. Antitrust clearance was obtained without issuance of a Second Request.
NYMEX Holdings Inc.
- Unconditional antitrust clearance obtained for merger with CME Group – Obtained unconditional antitrust clearance from the U.S. Department of Justice for NYMEX in connection with its multi-billion merger with CME Group. DOJ gave its consent after a detailed and thorough review of the transaction. No “Request for Additional Information” was issued and clearance was secured.
Univision Music Group
- Acquisition of Univision Music Group by Universal Music Group – Secured antitrust clearance from the FTC, without a second request, for the $140 million sale by Univision Music Group, leading producer of Latin recorded music in the U.S. and Mexico, to Universal Music Group.
Lincare Holdings, Inc.
- Acquisition by Linde AG – Represented Lincare Holdings, a US-based, publicly traded provider of respiratory therapy equipment for homes, in its $4.6 billion acquisition by Linde Group of Germany, one of the largest providers of industrial air and gas products in the world.
- Acquisition of NYCE Corporation – Represented Metavante Corporation in the $610 million acquisition of NYCE Corporation from First Data Corporation.
Brazos Investment Partners, L.P.
- Consolidation of Ennis Paint, Inc. and Flint Trading Inc. – Counsel to Brazos Investment Partners on the consolidation of its portfolio companies, Ennis Paint, which manufactures pavement marking materials and traffic safety products, and Flint Trading, which manufactures preformed thermoplastic pavement markings, creating the leading global provider of pavement marking materials. Antitrust clearance was obtained without issuance of a Second Request.
Magellan Health Services, Inc.
- Acquisition of First Health Services Corporation – Advised Magellan Health Services in the $110 million acquisition of First Health Services Corporation, FHC, Inc., Provider Synergies, LLC and certain assets of Coventry Management Services, Inc.
Sony ATV Music Publishing
- Acquisition of Famous Music LLC – Provided Sony/ ATV Music Publishing LLC with antitrust counsel in its acquisition of Famous Music LLC from Viacom Inc.
Applera Corporation – Applied Biosystems Group
- Molecular Diagnostics Laboratories v. Hoffmann-La Roche Inc., et al. – Successfully represented Life Technologies Inc. (fka Applied Biosystems and Applera Corporation) in an antitrust class action, alleging that the Life Technologies violated Sections 1 and 2 of the Sherman Act by monopolizing – and combining and conspiring to monopolize – the market for Taq, a DNA polymerase derived from the Thermus aquaticus organism with valuable applications in genetic research and the diagnosis and treatment of disease. The plaintiff class sought damages of $450 million ($150 million trebled) against all defendants, alleging that the defendants were jointly and severally liable for the claims. The matter was settled just months before the start of trial, dismissing all claims against the Life Technologies Defendants, for zero dollars paid.
Eastman Kodak Company
- Monopolization claim against Eastman Kodak – Negotiated favorable settlement for Eastman Kodak for alleged violations of federal and state antitrust laws as well as an assortment of business torts. The Plaintiff alleged that Kodak engaged in exclusionary conduct that resulted in illegal tying and monopolization in the prepress printing industry.
- Acquisition of Creo Inc. – Secured antitrust clearance from DOJ for Eastman Kodak Company’s $980 million acquisition of Creo Inc. Obtained early termination without divestitures despite the issuance of a Second Request. Also obtained competition clearance in five foreign jurisdictions including the EU. Transaction involved two of the leading manufacturers of pre-press equipment and consumables.
Johnson & Johnson
- Applied Medical Resources Corp. v. Ethicon, Inc., et al., – Obtained a complete defense verdict for client, Johnson & Johnson, in an antitrust case challenging J&J’s practice of offering the best prices to its customers who purchased sutures and endomechanical products (a so-called “bundle”) from J&J.
- ConMed Corp. v. Johnson & Johnson, et al. – Following Johnson & Johnson’s victory in the Applied Medical antitrust trial J&J faced another court case over similar “bundling” allegations made by ConMed Corporation. The stakes were enormous; ConMed’s own public filings acknowledged it was asserting damages claims of $1.7 billion before trebling. Trial was avoided and the case settled for $11 million – less than one percent of the (untrebled) damages number – and no conduct relief.