Laura A. Wilkinson

Biography

Laura A. Wilkinson
Laura Wilkinson is an antitrust partner in the Washington, DC office of Weil, Gotshal & Manges with a practice focusing on mergers and acquisitions. Ms. Wilkinson has served as lead antitrust counsel for numerous multi-billion dollar transactions and successfully obtained merger clearance from the Federal Trade Commission and Justice Department for clients in a variety of industries. Representative transactions include: Johnson & Johnson’s sale of its Codman Neurosurgery business, Sherwin-Williams’ acquisition of Valspar; ExxonMobil’s acquisition of XTO Energy; Kinder Morgan’s acquisition of El Paso; Vulcan Materials’ acquisition of Florida Rock; and AK Steel’s acquisition of Severstal Dearborn.

Her significant law firm and government experience enable her to effectively advocate on behalf of clients to obtain antitrust/ competition approvals for mergers and acquisitions in the US and globally. Prior to entering private practice, Ms. Wilkinson served as Deputy Assistant Director of the Federal Trade Commission, where she oversaw one of the Bureau of Competition’s litigation divisions and was responsible for merger enforcement in various industries including defense and pharmaceuticals. She also negotiated numerous consent orders that preserved competition while allowing consummation of the mergers.

Ms. Wilkinson’s tenure with the Federal Trade Commission was marked by numerous awards, including the Paul Rand Dixon Award for developing innovative antitrust theories and arguments; the Outstanding Team Effort Award for her roles as lead attorney in the FTC’s successful challenge of two high-profile acquisitions; and the Distinguished Service Award.

She has written extensively on antitrust issues, and received a 2008 Burton Award for excellence in legal writing. Ms. Wilkinson has been recognized by Super Lawyers for antitrust in Washington, DC since 2011, and in 2015 she was honored by Savoy magazine as one of the most influential black lawyers.

Ms. Wilkinson is an active member of the American Bar Association, where she was co-chair of the Antitrust Section’s FTC Committee, the District of Columbia Bar, where she was chair of the Antitrust and Consumer Law Section, and the National Bar Association. She has taught antitrust law as an adjunct professor at Howard University School of Law.

Ms. Wilkinson received her law degree and a Master in Business Administration from Cornell University, and her undergraduate degree from the University of Pennsylvania. She is active in various alumni and civic organizations, including Cornell University Board of Trustees, President’s Council of Cornell Women, Cornell Law School Advisory Council, Legal Momentum – the Women’s Legal Defense and Education Fund, and Alpha Kappa Alpha Sorority.

Representative Representations
  • Johnson & Johnson’s sale of the Codman Neurosurgery business – Represented Johnson & Johnson regarding antitrust aspects of its $1.05 billion sale of its Codman neurosurgery business to Integra LifeSciences Holdings Corporation, a manufacturer and marketer of medical devices, implants and biomaterials. Obtained clearance from the U.S. Federal Trade Commission with the parties entering into a consent agreement to divest certain Integra and Codman assets.
  • Sherwin-Williams’ acquisition of Valspar – Represented Sherwin-Williams, a leading paint and coatings manufacturer, in its $11.3 billion acquisition of The Valspar Corporation. Obtained clearance from the U.S. Federal Trade Commission with only a single business unit divestiture required.
  • Iron Mountain’s acquisition of Recall – Represented Iron Mountain Inc. in successfully securing regulatory clearance from the U.S. Department of Justice for Iron Mountain Inc.’s $2.6 billion acquisition of Recall Holdings.
  • Blackboard’s acquisition of Schoolwires – Represented Blackboard, a Providence Equity portfolio company, regarding its acquisition of Schoolwires. Both companies provide educational software products for K-12 schools and districts. Secured clearance without the issuance of Second Requests after considerable advocacy.
  • AK Steel’s acquisition of Severstal Dearborn – Represented AK Steel Corporation, a fully integrated producer of flat-rolled carbon, stainless and electrical steels and tubular products, in its $700 million acquisition of integrated steelmaking assets in Dearborn, Michigan from Severstal North America, a producer of flat-rolled carbon steel products.
  • Comdata’s acquisition of FleetCor – Represented Comdata in its $3.45 billion acquisition by FleetCor Technologies, Inc. Despite significant overlaps, clearance was secured from the U.S. Federal Trade Commission without a Second Request.
  • Johnson & Johnson’s sale of the K-Y business – Johnson & Johnson in antitrust matters concerning its sale of the rights to the K-Y brand of personal lubricants to Reckitt Benckiser Group plc, a manufacturer and marketer of health care, hygiene, and home care products. Obtained clearance in the United States and the United Kingdom.
  • The Sherwin-Williams Company’s Acquisition of Comex US – Obtained clearance from the U.S. Federal Trade Commission for Sherwin-Williams, a leading paint manufacturer, regarding its acquisition of the US business of Comex, a paint manufacturer headquartered in Mexico with a significant presence in the US and Canada. 
  • Kinder Morgan’s acquisition of El Paso Corporation – Represented pipeline transportation and energy storage company Kinder Morgan in its $38 billion acquisition of El Paso Corporation, owner of North America’s most extensive interstate natural gas pipeline system and one of North America’s biggest independent exploration and production companies, creating one of the largest energy companies in the world. After extensive legal and economic advocacy and partial compliance with Second Requests, we secured antitrust clearance with a divesture package that allowed Kinder Morgan to “trade up” post-acquisition by keeping desirable El Paso pipelines in the Rockies region and selling underperforming Kinder Morgan assets in the region.
  • Johnson & Johnson’s sale of Ortho Dermatologics – Represented Johnson & Johnson regarding the sale of its Ortho Dermatologics business to Valeant Pharmaceuticals International for $345 million. Both companies marketed FDA-approved dermatology products, including treatments for acne and fine line wrinkles. After certifying compliance with the Second Request and advocacy before the U.S. Federal Trade Commission, a favorable settlement was reached with the agency and the deal was allowed to proceed.
  • USIC’s acquisition of Consolidated Utility Services – Counsel to United States Infrastructure Corporation (USIC) (an OMERS Private Equity portfolio company), a provider of locating and marking services for underground utilities, in its acquisition of sub-surface utility locating services provider Consolidated Utility Services, significantly expanding USIC’s geographic span of operations, from funds affiliated with Tricor Pacific Capital.
  • ExxonMobil’s acquisition of XTO Energy Represented ExxonMobil Corporation in connection with its $40 billion acquisition of XTO Energy. The transaction combined ExxonMobil, the world’s leading energy company, with XTO, one of the largest producers of natural gas in the U.S. Secured antitrust clearance during initial waiting period.
  • ExxonMobil’s sale of gas stations in NY and CT – Represented ExxonMobil in the sale of its retail gas station business in New York City and Connecticut to Cumberland Farms and Alliance Energy, respectively, in separate transactions that the U.S. Federal Trade Commission reviewed together because they were pending at the same time.  Cumberland Farms and Alliance Energy each already owned or supplied numerous gas stations in the relevant geographic areas. In addition, the Cumberland Farms transaction reunited under common ownership gas stations that ExxonMobil had previously divested in order to gain approval of the Exxon and Mobil merger.  Obtained clearance after employing significant advocacy. To gain additional time, the parties “pulled and re-filed” the HSR notifications, and we successfully obtained clearance without the issuance of Second Requests.
  • Panasonic's acquisition of Sanyo – Represented Panasonic Corporation, the world’s largest manufacturer of consumer electronics products, in a $9 billion acquisition of Sanyo Electric Co., Ltd. Weil served as lead counsel in the United States and Europe, and coordinated competition clearance processes in certain other jurisdictions.
  • Johnson & Johnson in numerous transactions, including its acquisition of Scios ($2.4 billion), Cougar Biotechnologies ($1.5 million), Animas Corporation ($518 million), Micrus Endovascular ($480 million), Omrix Biopharmaceuticals, Inc. ($438 million), Closure Medical ($370 million), and SteriMed ($350 million), and its sale of Codman & Shurtleff surgical instruments to Symmetry Medical ($165 million).
  • Florida Rock’s acquisition by Vulcan Materials Company – Secured antitrust clearance from the U.S. Department of Justice for the $4.2 billion acquisition of Florida Rock Industries, Inc. by Vulcan Materials Company. Florida Rock, a leading producer of construction aggregates, cement, concrete and concrete products, operated in the Southeast and Mid-Atlantic states. Vulcan Materials Co. is the nation’s foremost producer of construction aggregates and a major producer of other construction materials. Successfully negotiated a settlement that required divestiture of a limited number of aggregates quarries.
  • The Sherwin-Williams Company’s acquisition of Duron – Obtained clearance from the U.S. Federal Trade Commission for Sherwin-Williams, a leading paint manufacturer, regarding two acquisitions of competitors, together valued at $625 million. Sherwin-Williams, acquired Duron, a significant regional paint manufacturer, after a “quick look” response to a Second Request. Legal advocacy and economic data secured antitrust clearance.
  • The Sherwin-Williams Company’s acquisition of M.A. Bruder & Sons – Gained clearance for the Sherwin-Williams’ acquisition of M.A. Bruder & Sons, a leading manufacturer and distributor of paints and coatings in the eastern and southeastern regions of the United States.
  • Kinder Morgan Inc Management Buyout – Advised Kinder Morgan's CEO and senior management in the $22 billion buyout of Kinder Morgan Inc. by our clients and several investment funds, including funds managed by Goldman Sachs, AIG, The Carlyle Group, and Riverstone Holdings. The transaction presented cutting-edge antitrust issues because a joint venture between Carlyle and Riverstone had preexisting minority investments in energy companies that may compete with Kinder Morgan. Reached a unique governance-related solution with the U.S. Federal Trade Commission that allowed consummation of the transaction without any divestitures.
  • Johnson & Johnson's acquisition of Closure Medical – Obtained early termination for Johnson & Johnson's acquisition of Closure Medical. Both companies were active in the development of wound care products, including surgical sealants. Closure’s product was awaiting FDA approval and Johnson & Johnson was one of several companies with products in development
  • Foot Locker's acquisition of Footaction – Obtained clearance from the U.S. Federal Trade Commission regarding Foot Locker’s acquisition of Footaction. Foot Locker and Footaction were the number one and two athletic footwear chains. Our client, Footstar, Footaction’s parent, sold the division as part of a bankruptcy reorganization. Obtained clearance without a Second Request despite the compressed timeframe for filings involving bankruptcy assets.
  • Vivendi Universal's $14 billion joint venture with NBC – Represented Vivendi Universal in its $14 billion joint venture with NBC, a subsidiary of General Electric. NBC Universal combines the companies’ industry leading entertainment assets, including Universal’s film and television studios, cable networks and theme parks, and NBC’s broadcast and cable networks.

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