Michael A.Gleason

Partner

(T) + 1.202.879.4648 (F) + 1.202.626.1700

Michael Gleason has more than 13 years of experience and has been involved in some of the most significant transactions to recently come before the antitrust agencies, particularly in the health care industry. He counsels clients on antitrust matters before U.S. and international enforcement agencies, including M&A transactions and government investigations, as well as antitrust litigation.

Michael has represented a variety of clients before the U.S. Department of Justice, Federal Trade Commission, state, and international antitrust enforcers and has extensive experience in a range of industries, including health care (providers and payers), pharmaceuticals, medical devices, software, chemicals, mining, defense, and food products, among others. His transactional work includes counseling clients at every stage of a deal, including premerger planning, regulatory filings, investigations, litigation, as well as post-closing investigations. Michael also frequently advises clients on a variety of antitrust issues, including competitor and vertical collaborations, information sharing, distribution arrangements, licensing, and single-firm conduct. Representative clients include Aetna, PinnacleHealth, Penn State Hershey, PotashCorp, Monster Beverage, Outfront Media, and Yale New Haven Health System.

Michael is a member of the American Bar Association's Section of Antitrust Law and the Antitrust Practice Group of the American Health Lawyers Association and has written extensively on antitrust issues for these organizations. He currently serves as a vice chair of the ABA Section of Antitrust Law's Mergers & Acquisitions Committee. Recently, he served as co-editor of the Health Care Mergers and Acquisitions Handbook as well as editor of the health care chapter of Antitrust Law Developments (Eighth).

Experience

  • Yale New Haven Health adds Milford Health & Medical to its health systemJones Day served as antitrust counsel to Yale New Haven Health System regarding its Bridgeport Hospital’s successful acquisition of Milford Health & Medical, Inc., an acute care community hospital located in Milford, Connecticut.
  • Panalpina and DSV join forces by way of CHF 4.6 billion (US$4.6 billion) public exchange of stockJones Day advised Panalpina Welttransport (Holding) AG, Basel, Switzerland, one of the world's leading freight forwarders, with respect to German, EU, and U.S. securities law aspects and foreign direct investment filings in connection with the combination with DSV A/S, Hedhusene, Denmark, by way of a CHF 4.6 billion (US$4.6 billion) public exchange offer of DSV to all Panalpina shareholders to tender their Panalpina shares (listed at SIX Swiss Exchange) against DSV shares (listed at NASDAQ Copenhagen).
  • Autodesk acquires BuildingConnected for $275 millionJones Day advised Autodesk, Inc. in its $275 million acquisition of BuildingConnected, Inc., a provider of preconstruction bid management software tools and construction network.
  • SAP acquires Qualtrics for $8 billionJones Day advised SAP in its $8 billion acquisition of Qualtrics International Inc., the global pioneer in the experience management software category.
  • Smith & Nephew acquires Ceterix® Orthopaedics Inc. for up to $105 millionJones Day advised Smith & Nephew in its acquisition of Ceterix® Orthopaedics, Inc., the developer of a unique device that addresses complex meniscal tear patterns, for up to $105 million.
  • Advertising firm resolves DOJ investigation into alleged cartel activitiesJones Day represented a company facing investigation by the Department of Justice Antitrust Division regarding alleged cartel activity in the advertising industry.
  • Autodesk acquires PlanGrid for $875 millionJones Day advised Autodesk, Inc. in its $875 million acquisition of PlanGrid, Inc., a provider of construction productivity software.
  • BWXT acquires Sotera Health's Nordion medical isotope businessJones Day advised BWX Technologies, Inc. ("BWXT") in its acquisition of Sotera Health’s Nordion medical isotope business.
  • Adecco Group acquires General Assembly Space, Inc. for $412.5 millionJones Day advised The Adecco Group AG in its $412.5 million acquisition of General Assembly Space, Inc., a provider of work force educational curricula and training courses in the fields of technology, design, business, data, and digital marketing.
  • Adecco Group acquires VetteryJones Day advised The Adecco Group, the world's leading HR solutions partner, in its acquisition of Vettery, Inc., a digital professional permanent recruitment marketplace.
  • PotashCorp combines with Agrium in $38 billion merger-of-equalsJones Day advised PotashCorp in its $38 billion all-stock merger-of-equals with Agrium.
  • Parker Hannifin defends $4.3 billion acquisition of CLARCORFollowing a post-closing antitrust investigation, Parker Hannifin Corporation retained Jones Day to act as antitrust counsel in its litigation with the U.S. Department of Justice (DOJ) Antitrust Division over the company’s $4.3 billion acquisition of CLARCOR Inc.
  • Smith & Nephew acquires Rotation Medical Inc. for up to $210 millionJones Day advised Smith & Nephew plc in its acquisition of Rotation Medical Inc., a developer of a novel tissue regeneration technology for shoulder rotator cuff repair, for an initial cash consideration of $125 million and up to $85 million over the next five years, contingent on financial performance.
  • PinnacleHealth and UPMC close transactionJones Day advised PinnacleHealth System in its successful affiliation with the University of Pittsburgh Medical Center (UPMC).
  • Reynolds American acquired by British American Tobacco Plc in deal valued at $49 billionJones Day advised Reynolds American Inc. ("RAI") regarding the acquisition by British American Tobacco, p.l.c. ("BAT") of 57.8 percent of the outstanding shares of RAI not owned by BAT and its affiliates in a transaction valued at $49 billion.
  • PinnacleHealth acquires four Pennsylvania hospitalsJones Day advised PinnacleHealth System in its successful acquisition of four Pennsylvania hospitals from Community Health Systems: Memorial Hospital of York in York, Lancaster Regional Medical Center in Lancaster, Heart of Lancaster Regional Medical Center in Lititz, and Carlisle Regional Medical Center in Carlisle.
  • Aetna attempts acquisition of HumanaJones Day represented Aetna Inc. as antitrust counsel in its attempted $37 billion acquisition of fellow health insurer Humana Inc.
  • PinnacleHealth System and Penn State Hershey attempt to merge Pennsylvania hospitalsJones Day represented PinnacleHealth System and Penn State Milton S. Hershey Medical Center as antitrust counsel in the hospitals' proposed merger.
  • Monster Beverage acquires American Fruits & Flavors for $690 millionJones Day advised Monster Beverage Corporation in its $690 million acquisition of American Fruits & Flavors, a flavor supplier.
  • Atlantic Health System acquires Hackettstown Regional Medical CenterJones Day represented Atlantic Health System in the transfer of ownership of Hackettstown Regional Medical Center from Adventist HealthCare to Atlantic Health System.
  • Additional Publications

    • October 2019
      It Ain't Over Till It's Over: Review of DOJ M&A Settlements Under the Tunney Act, The M&A Lawyer, Vol. 23, Issue 9
    • September 2019
      DOJ Rattles the Sabre: A Template for High Tech Merger Challenges?, The M&A Lawyer, Volume 23, Issue 8
    • May 2019
      When One Door Closes: Court Requires Divestiture in Long-Consummated Merger, The M&A Lawyer, Volume 23, Issue 5
    • August 2018
      Structural Remedies, Global Competition Review, The Guide to Merger Remedies
    • March 16, 2018
      Health Care Mergers and Acquisitions Handbook (2d Ed.), co-editor, ABA Section of Antitrust Law
    • 2017
      State Action Practice Manual (3d Ed.), Section of Antitrust Law, American Bar Association, contributor
    • 2016
      Antitrust Law Developments (Eighth), Health Care chapter, Section of Antitrust Law, American Bar Association, editor
    • January 2015
      Handbook on the Scope of Antitrust Law (1st ed.), Chapter XV.A. Insurance and the McCarran-Ferguson Act, Section of Antitrust Law, American Bar Association
    • August 2014
      Court Holds County and Medicaid Managed Care Health Plan Immune from Sherman Act Claims for Monetary Damages, Exemptions & Immunities Committee of the Section of Antitrust Law, American Bar Association
    • June 2013
      Federal Court Rules that the North Carolina State Board of Dental Examiners is not Immune from the Antitrust Laws, Exemptions & Immunities Committee of the Section of Antitrust Law, American Bar Association
    • May 2013
      Bills Seek to Repeal McCarran-Ferguson Exemption for the Health Care Industry, E&I Update, a publication of the Exemptions & Immunities Committee of the Section of Antitrust Law, American Bar Association
    • July 2011
      Antitrust Law Answer Book 2011-2012, contributor, Practicing Law Institute
    • March 2011
      Antitrust Exemptions and Immunities Legislative Update, E&I Update, a publication of the Exemptions & Immunities Commitee of the Section of Antitrust Law, American Bar Association
    • April 2010
      State Action Practice Manual (2d ed.), contributor, Section of Antitrust Law, American Bar Association
    • April 2010
      Exceptions to the State Action Doctrine & Hybrid Actors, contributor, State Action Practice Manual, 2d ed., Section of Antitrust Law, American Bar Association
    • 2009 - 2011
      Various Alerts on Developments in Antitrust Issues related to Health Care for the American Health Lawyers Association
    • February 2008
      Judicial Relief and Remedies, contributor, Mergers & Acquisitions, Understanding the Antitrust Issues, 3d ed., Section of Antitrust Law, American Bar Association
    • 2008
      Annual Review of Antitrust Law Developments, 2007 Update, contributor

    Speaking Engagements

    • March 27, 2019
      Unexpected Outcomes: When Merger Review Breaks Bad, 67th ABA Section of Antitrust Law Spring Meeting
    • October 4, 2018
      Current Antitrust Topics, Epiq Events
    • February 13, 2018
      The ABCs of Antitrust in Healthcare: Mergers, Affiliations, and Acquisitions, American Health Lawyers Association
    • January 29, 2018
      Monthly Antitrust Update Program for In-House Counsel, ABA Section of Antirust Law
    • October 22, 2015
      Practice Before the FTC and the New Model "Second Request:" Issues and Challenges, DC Bar
    • March 11, 2015
      Health Care Antrust 101, ABA Section of Antitrust Law Young Lawyer Division, moderator
    • May 28, 2014
      Fundamentals of Antitrust Exemptions and Immunities, ABA Section of Antitrust Law Brown Bag
    • October 25, 2011
      Antitrust Compliance Programs Start to Finish, ABA Antitrust Section of Antitrust Law Brown Bag
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