Larissa C.Bergin

Partner

Washington + 1.202.879.5499

Larissa Bergin's practice addresses the antitrust concerns arising from M&A matters, joint ventures, federal investigations, and commercial practices. She has overseen the antitrust aspects of corporate M&A, including due diligence, risk-shift negotiations, Hart-Scott-Rodino (HSR) filings, Second Requests, investigational hearings, integration planning, and consent decrees with federal agencies. She works with clients in a variety of industries, including the technology, health care, retail, and pharmaceutical sectors. Many of Larissa's clients have international reach, and she has been involved in matters that require advocacy before governments throughout Asia, the EU, and North America.

Larissa also advises clients on corporate contracting and operational practices that can run afoul of the antitrust laws, including supplier agreements, information sharing, competitive benchmarking, and Robinson-Patman Act pricing matters.

At the start of her career, Larissa clerked at the U.S. Court of Federal Claims, where she addressed intellectual property, tax, and government contract issues, including Serco, Inc. v. United States (also referred to as the Alliant protest), a bid-protest case involving a $50 billion procurement for government-wide information technology and services.

Larissa is a member of the Antitrust Section of the American Bar Association and is secretary of the New York State Bar Association, Food, Drug, and Cosmetics Law Section. She is admitted in the New York, Connecticut, and District of Columbia bars.

Larissa has been quoted on MSNBC regarding how Obamacare has affected M&A activity and in Getting the Deal Through on generic drug approval.

Experience

  • BBA Aviation sells Ontic for $1.365 billionJones Day advised BBA Aviation plc ("BBA") in the sale of its Ontic business to an investment fund affiliated with CVC Capital Partners for $1.365 billion.
  • NASDAQ Technology AB acquires Cinnober Financial Technology ABJones Day provided antitrust advice in relation to NASDAQ Technology AB's acquisition of Cinnober Financial Technology AB.
  • Fairmount Santrol and Unimin merge creating CoviaJones Day advised Fairmount Santrol in its merger with Unimin Corporation, a wholly owned subsidiary of SCR-Sibelco NV, in a tax-free, cash and stock transaction, creating a leader in proppant and industrial materials solutions.
  • Imerys merger with Kerneos receives antitrust clearanceJones Day represented Imerys S.A., a multinational manufacturer of industrial minerals, on the antitrust aspects of its €880 million acquisition of Kerneos, a global producer and supplier of specialty cements.
  • Newell Brands sells Winter Sports businesses to Kohlberg & Company for $240 millionJones Day advised Newell Brands Inc. (NYSE: NWL) in the sale of its Winter Sports businesses to private equity firm Kohlberg & Company for $240 million, subject to adjustment.
  • Nissan Motor Co. in global restructuring of Takata CorporationJones Day is representing Nissan Motor Co., Ltd. in connection with the global restructuring of Takata Corporation and its subsidiaries.
  • TDK acquires InvenSense for $1.3 billionJones Day advised TDK Corporation in its $1.3 billion acquisition of InvenSense, Inc.
  • AREVA sells subsidiary Canberra to Mirion-CharterhouseJones Day represented AREVA in the sale of its subsidiary, Canberra, a leading provider of innovative and cost-effective nuclear instrumentation solutions, to Mirion-Charterhouse.
  • NASDAQ obtains antitrust clearance for acquisition of U.S. Exchange Holdings and its three equity options exchangesJones Day assisted NASDAQ, Inc. in securing antitrust clearance from the U.S. Department of Justice in its acquisition of U.S. Exchange Holdings, Inc. and its three equity options exchanges (ISE, ISE Gemini, and ISE Mercury) from Deutsche Börse Group in a cash, bank debt, and bond deal valued at $1.1 billion.
  • NASDAQ obtains antitrust clearance for BoardvantageJones Day assisted NASDAQ, Inc. in obtaining antitrust clearance from the U.S. Department of Justice regarding its acquisition of Boardvantage, Inc., a leading board portal solution provider that also specializes in leadership collaboration and meeting productivity powered by the MeetX platform.
  • Boehringer Ingelheim sells U.S. injectable generics business and ANDAs to Hikma PharmaceuticalsJones Day advised Ben Venue Laboratories, Inc., a member of the Boehringer Ingelheim Group of Companies, on the antitrust aspects of two transactions with Jordan based Hikma Pharmaceuticals plc.
  • Strides Arcolab completes $1.6 billion sale of subsidiary to MylanJones Day advised India-based pharmaceutical company Strides Arcolab Limited ("Strides") on the antitrust aspects of the sale to Mylan Inc. of its Agila Specialties Global Pte. Ltd. ("Agila") subsidiary for $1.6 billion in cash.
  • Tokyo Electron attempts $29 billion merger of equals with Applied MaterialsJones Day represented Tokyo Electron Limited in its proposed $29 billion merger of equals with Applied Materials, Inc., which, if completed, would have created a global innovator in semiconductor and display manufacturing technology based in The Netherlands and dual listed on NASDAQ and the Tokyo Stock Exchange.
  • NASDAQ OMX Group obtains DOJ clearance for acquisition of eSpeed trading platformJones Day assisted The NASDAQ OMX Group, Inc. in securing antitrust clearance from the U.S. Department of Justice, without the issuance of a Second Request, in its acquisition of the eSpeed trading platform from U.S. financial brokerage firm BGC Partners, Inc. in a cash-and-stock deal valued at up to $1.2 billion.
  • Bayer HealthCare receives antitrust clearance for $1.1 billion Conceptus acquisitionJones Day advised Bayer Healthcare LLC on the antitrust aspects of its $1.1 billion acquisition of Conceptus Inc., the California based maker of the Essure® device and a global leader in the development of non-surgical sterilization products.
  • NASDAQ OMX Group obtains DOJ clearance for acquisition of certain Thomson Reuters Corporation assetsJones Day assisted The NASDAQ OMX Group, Inc. ("NASDAQ") in securing antitrust clearance from the U.S. Department of Justice, without the issuance of a Second Request, in its acquisition of certain assets of Thomson Reuters Corporation ("Thomson") for $390 million in cash.
  • Marathon Petroleum purchases BP's Texas City refinery and related logistics and marketing assetsJones Day advised Marathon Petroleum Corporation (MPC) in its purchase of BP's Texas City refinery, three intrastate NGL pipelines originating at the refinery, an allocation of BP's Colonial Pipeline Company shipper history, four terminals, retail marketing contract assignments for approximately 1,200 branded sites and a 1,040 megawatt cogeneration (cogen) facility for a base purchase price of $598 million, plus inventories estimated at $1.2 billion and an earnout provision under which MPC could pay up to an additional $700 million over six years, subject to certain conditions.
  • Yale-New Haven Hospital obtains antitrust approval for proposed Saint Raphael's acquisitionJones Day represented Yale-New Haven Hospital ("YNHH") in connection with all antitrust matters related to its acquisition of a competing hospital, the Hospital of Saint Raphael's in New Haven, Connecticut.
  • Ophthalmic lens manufacturer obtains merger clearance for acquisition of California ophthalmic lens manufacturerRepresenting a European ophthalmic lens manufacturer, Jones Day obtained merger clearance in the UK, Germany, and the U.S. for the client's acquisition of a California-based manufacturer of ophthalmic lenses.
  • Bayer CropScience acquires U.S. agricultural biotech company Athenix for $400 millionJones Day advised Bayer CropScience LLC in its $400 million acquisition of Athenix Corp.
  • Speaking Engagements

    • January 2019
      Blockchain in Healthcare, New York State Bar Association Annual Meeting
    • October 2018
      Beyond the Basics of Blockchain: Current and Future Use Cases and Corresponding Regulatory Development, New York State Bar Association
    • January 2018
      M&A Antitrust Risk Shifting Between Parties, Moderator, ABA Section of Antitrust Law
    • January 2018
      Developments in Drug Law, New York State Bar Association Annual Meeting
    • May 2017
      Broadcasting to a Different Audience: Interagency Review in Telecomm Mergers, moderator, ABA Section of Antitrust Law
    • January 2017
      Developments in Drug Law, New York State Bar Association Annual Meeting
    • December 2016
      Biosimilar Regulatory Compliance, Food and Drug Law Institute, Enforcement, Litigation, and Compliance Conference, Roundtable Discussion
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