MichaelSennett (Mike)

Of Counsel

Chicago + 1.312.269.4243

Mike Sennett has practiced antitrust law for more than 40 years, with an emphasis on the antitrust aspects of mergers and acquisitions (U.S. and globally), antitrust litigation, and the defense of government antitrust investigations and enforcement matters. He appears regularly before the United States Department of Justice, Federal Trade Commission, and state attorneys general as well as in complex antitrust cases in courts throughout the United States. Mike has extensive experience counseling clients on the antitrust aspects of intellectual property licensing and related patent matters, strategic alliances and collaborations, pricing and price discrimination, distribution, advertising, and marketing practices.

Mike served as antitrust counsel to PotashCorp in its $38 billion merger of equals with Agrium and to Baxalta in its $32 billion merger with Shire plc. He also defended Caremark in the massive Robinson-Patman Act price discrimination litigation brought by close to 4,000 retail pharmacies. The cases continued for close to 20 years before Caremark prevailed in the U.S. Court of Appeals for the Second Circuit to end the litigation.

Mike is on the adjunct law faculty at Loyola University Chicago and serves on the board of advisors of the Institute for Consumer Antitrust Law Studies. He has written extensively on antitrust law matters for academic and trade journals and addressed competition issues for conferences in the United States and abroad. He also has served for many years as a trustee of Children's Home & Aid, a leading Illinois social service agency, which for 135 years has gone where the need is greatest.

Experience

  • Boehringer Ingelheim successfully defends FTC "pay-for-delay" investigationThe U.S. Federal Trade Commission ("FTC") ended an 11-year investigation into the settlements of two Hatch-Waxman patent infringement lawsuits between Jones Day's client, Boehringer Ingelheim Pharmaceuticals, Inc., and a generic drug manufacturer.
  • PotashCorp combines with Agrium in $38 billion merger-of-equalsJones Day advised PotashCorp in its $38 billion all-stock merger-of-equals with Agrium.
  • Cardinal Health successfully defends bundled pricingJones Day represented Cardinal Health, Inc. in antitrust litigation commenced by competitor Suture Express in Kansas federal court in December 2012.
  • Baxter acquires Claris InjectablesJones Day served as antitrust counsel to Baxter International Inc. in its acquisition of generic pharmaceuticals company Claris Injectables Limited, a wholly owned subsidiary of Claris Lifesciences Limited.
  • Hill-Rom acquires Mortara Instrument for $330 millionJones Day advised Hill-Rom Holdings, Inc. in its acquisition of Mortara Instrument, Inc., a privately held leader in diagnostic cardiology and patient monitoring solutions, technologies, and devices, for $330 million in cash.
  • Baxalta merges with Shire in $32 billion biotechnology dealJones Day represented Baxalta Incorporated, a biopharmaceutical manufacturer headquartered in Northern Illinois, as global antitrust and competition law counsel in its $32 billion merger with Ireland based Shire plc to create a leading biotechnology company focused on treatments for rare diseases.
  • CVS Caremark prevails in Second Circuit appeal of summary judgment dismissing hundreds of Robinson-Patman Act claimsThe Second Circuit affirmed summary judgment dismissing all claims by pharmacies against Jones Day client CVS Caremark Corporation and one other defendant, following the settlement by the other five defendants remaining in the case.
  • Potash Corporation acquires 9.5 percent stake in Fertilizantes HeringerJones Day advised the Potash Corporation of Saskatchewan, Inc. in its acquisition of a 9.5 percent stake in Fertilizantes Heringer S.A., a leading producer and distributor of fertilizer in Brazil, whose shares are publicly traded on the Novo Mercado segment of the BM&FBovespa.
  • FTD acquires Liberty Interactive's Provide Commerce floral and gifting businesses for $430 millionJones Day advised FTD Companies, Inc. in the acquisition of Liberty Interactive Corporation's Provide Commerce floral and gifting businesses for $430 million.
  • 3D Systems wins Federal Circuit appeal affirming summary judgment dismissing all antitrust and state law claimsOn April 18, 2014, the Federal Circuit affirmed summary judgment dismissing all antitrust and state law claims against Jones Day client 3D Systems, Inc., holding that the plaintiff failed to present evidence sufficient to support a jury finding in favor of plaintiff on the issue of the definition of the relevant market.
  • Baxter International defends against multidistrict antitrust class actions involving plasma derived biological productsJones Day defended Baxter International Inc. in several antitrust class action lawsuits brought by a group of hospitals alleging that Baxter and other producers conspired to limit production and fix prices of certain plasma protein products sold in the United States.
  • Baxter International acquires Swedish dialysis product manufacturer Gambro for US$4 billionJones Day advised Baxter International Inc. on the antitrust aspects of its acquisition of Gambro AB, a privately held dialysis product company based in Lund, Sweden, for SEK26.5 billion (approximately US$4 billion).
  • Potash Corporation settles antitrust class actionsJones Day defended Potash Corporation of Saskatchewan, Inc. and PCS Sales (USA), Inc. against class actions alleging that they and other potash producers conspired to fix potash prices, to divide markets, to restrict supply, and to fraudulently conceal the conspiracy, all in violation of federal and various state antitrust laws.
  • Baxter International enters partnership with Brazilian company to expand access to recombinant FVIII hemophilia treatmentJones Day advised Baxter International Inc. as antitrust counsel in the negotiation of an exclusive 20-year partnership with Hemobrás (Empresa Brasileira de Hemoderivados e Biotechnologia) to provide hemophilia patients in Brazil greater access to recombinant factor VIII (rFVII) therapy for the treatment of hemophilia A.
  • Boehringer Ingelheim successfully defends appeal of summary judgment in California antitrust actionJones Day represented pharmaceutical manufacturer Boehringer Ingelheim Pharmaceuticals, Inc. in an antitrust action brought by California pharmacies claiming that Boehringer Ingelheim and other drug companies conspired to inflate drug prices in the United States and keep lower-priced Canadian drugs off the market.
  • Arctic Glacier sells business and assets to affiliates of H.I.G. Capital for approximately $435 millionJones Day represented Arctic Glacier International, Inc. and its affiliates as U.S. counsel in their sale of substantially all their respective assets to affiliates of H.I.G. Capital for $434.5 million subject to adjustment under the asset purchase agreement.
  • Baxter International obtains antitrust clearance from FTC to sell injectable pharmaceuticals business to HikmaJones Day represented Baxter International Inc. as antitrust counsel in connection with the sale of Baxter's injectable pharmaceuticals business to Hikma Pharmaceuticals PLC.
  • Potash Corporation successfully defends historic $43.1 billion hostile takeover bidFollowing an arduous three-month battle, Jones Day's client, Potash Corporation of Saskatchewan, Inc., successfully repelled BHP Billiton's hostile $43.1 billion tender offer for all of PotashCorp's shares in November 2010.
  • Boehringer Ingelheim Pharmaceuticals obtains dismissal of antitrust claims alleging sham litigation, brought by direct and indirect purchasersOn behalf of Boehringer Ingelheim Pharmaceuticals, Inc., Jones Day obtained dismissal of direct and indirect purchaser class actions in cases alleging that Boehringer brought sham litigation to maintain an unlawful monopoly.
  • Confidential client conducts internal investigation of possible pricing agreement overturesOn behalf of a confidential client, Jones Day conducted an internal investigation of possible pricing agreement overtures to a competitor and advised the client regarding antitrust compliance training.
  • The following represents experience prior to Jones Day.

    Alberto-Culver Company

    Alberto-Culver Company v. National Association of Broadcasters (D.D.C., S.D.N.Y.) Represented Alberto-Culver Company as antitrust litigation counsel in action challenging under the antitrust laws an industry's multiple product advertising prohibitions and other advertising restraints that artificially raised the price of television advertising.

    Allegiance Corporation

    Before the Federal Trade Commission in its the successful clearance of its $5.4 billion merger into Cardinal Health, Inc. Also represented Allegiance as coordinating global antitrust counsel for regulatory review of the merger in Europe and Canada.

    Baxter International Inc.

    Before the Federal Trade Commission and globally in the successful clearance of its acquisition of certain assets of Mitsubishi Pharma and Alpha Therapeutic Corporation, including Aralast alpha-1 antitrypsin therapeutic.

    Before the Federal Trade Commission in the successful clearance of its $305 million acquisition from Wyeth of ESI Lederle, a leading developer and manufacturer of generic and patent-expired branded injectable pharmaceuticals. See In the Matter of Baxter International Inc. and Wyeth, Docket No. C-4068 (FTC).

    Before the Federal Trade Commission and globally in the successful clearance of its $470 million acquisition of ASTA Medica AG., a manufacturer of oncological pharmaceuticals, from Degussa AG.

    CellPro, Inc. v. Baxter International Inc. (D. Del., W.D. Wash.) Represented Baxter International Inc. and Baxter Healthcare Corporation as antitrust litigation counsel in a patent-antitrust dispute involving advanced biotechnology products. Antitrust case dismissed after favorable decision on patents ($6.9 million) and injunction.

    Before the Federal Trade Commission in the successful clearance of its $810 million acquisition of Immuno International AG, a leading world wide provider of plasma derivatives and vaccine products. See In the Matter of Baxter International Inc., Docket No. C-3726 (FTC).

    Before the Federal Trade Commission in the successful clearance of its $193 million acquisition of Somatogen, Inc., a developer of recombinant hemoglobin blood substitute products.

    Baxter Healthcare Corporation v. Medical Laboratory Automation, Inc. (N.D. Ill.) Represented Baxter Healthcare Corporation as antitrust litigation counsel in a distributor breach of contract case and antitrust action brought under the Sherman and Clayton Acts.

    Before the Federal Trade Commission in the successful clearance of its acquisition of Ohmeda Pharmaceutical Products, Inc., a manufacturer of anesthetic gases and pharmaceuticals, from The BOC Group plc.

    Before the Department of Justice in the successful clearance of its $470 million sale of its industrial and life sciences products division to Merck KGaA and its unit, VWR Corporation.

    Before the Department of Justice and in federal district court in the successful clearance of its $3.8 billion acquisition of American Hospital Supply Corporation. See United States v. Baxter Travenol Laboratories, Inc., 1986-1 Trade Cas. (CCH) 62,499 (N.D. Ill. 1986).

    Boehringer Ingelheim Corporation

    RxUSA Wholesale, Inc. v. Alcon Laboratories, Inc., et al. (E.D.N.Y.) Representing Boehringer Ingelheim Corporation and Boehringer Ingelheim Pharmaceuticals, Inc. as antitrust litigation counsel in its defense of antitrust claims brought against 24 pharmaceutical manufacturers and wholesalers under Sections 1 and 2 of the Sherman Act by a secondary wholesaler pharmaceuticals distributor.

    Before the Federal Trade Commission in its $510 million acquisition of U.S. rights to the over-the-counter (OTC) Zantac® product line.

    Blockbuster Entertainment Corporation

    Before the Federal Trade Commission in the successful clearance of its $8.2 billion merger with Viacom Inc. Also represented Blockbuster as coordinating global antitrust counsel for regulatory review of the merger in Europe, Canada and Australia.

    Before the Federal Trade Commission in the successful clearance of its acquisition of Erol's Inc., a major East Coast videocassette rental chain. Involved a comprehensive investigation under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. Transaction successfully completed.

    Cardinal Health, Inc.

    Before the Federal Trade Commission in the successful clearance of its acquisition of Denver Biomedical, Inc., a designer and manufacturer of specialized medical products for chronic fluid management in the chest and abdomen.

    Before the Federal Trade Commission in the successful clearance of its acquisition of Bergen Brunswig Medical Corporation., a major distributor of medical surgical supplies, from Bergen Brunswig Corporation.

    Caremark Inc.

    Before the Federal Trade Commission in the successful clearance of its $2.8 billion merger with MedPartners/Mullikin, Inc. to form MedPartners Inc.

    In re Pharmacy Benefit Managers Antitrust Litigation (N.D. Ala., E.D. Pa. and N.D. Ill.; MDL) Representing Caremark Rx, Inc. as antitrust litigation counsel before the Judicial Panel on Multidistrict Litigation and in the transferee forum in federal court in Philadelphia in its defense of class action antitrust claims brought under Section 1 of the Sherman Act by retail pharmacists against Caremark Rx.

    Bellevue Drug Co. et al. v. AdvancePCS Inc. (E.D. Pa.) Representing AdvancePCS Inc. as antitrust litigation counsel in its defense of class action antitrust claims brought under Section 1 of the Sherman Act by retail pharmacists against AdvancePCS. Matter is pending.

    Rx.com, Inc. v. Medco Health Solutions, Inc., et al. (E.D. Tex.) Representing Caremark Rx, Inc. as antitrust litigation counsel in its defense of class action antitrust claims brought under Sections 1 and 2 of the Sherman Act by an internet pharmacy against prescription benefit management service providers.

    In re Brand Name Prescription Drugs Antitrust Litigation (MDL, N.D. Ill. and E.D.N.Y.) Representing Caremark Inc. as antitrust litigation counsel before the Judicial Panel on Multidistrict Litigation and in the transferee forums in federal courts in Chicago and New York in its defense of 97 separate antitrust lawsuits brought by retail pharmacists under Section 2(f) of the Robinson-Patman Act, alleging, inter alia, that Caremark among others knowingly induced or received discriminatory prices from co-defendant drug manufacturers.

    In re Clozapine Antitrust Litigation (MDL, N.D. Ill., S.D.N.Y., FTC) Represented Caremark Inc. as antitrust litigation counsel before the Judicial Panel on Multidistrict Litigation and in the transferee forum in federal courts in Chicago, in Federal Trade Commission proceedings and before the Senate Subcommittee on Antitrust and Monopolies in its defense of antitrust challenges to the distribution practices for a pharmaceutical manufactured and marketed by Sandoz Pharmaceuticals Corporation.

    Chicago Board of Trade

    U.S. Futures Exchange L.L.C., et al. v. Board of Trade of the City of Chicago, Inc., et al. (N.D. Ill.) Representing the Chicago Board of Trade as antitrust litigation counsel in its defense of antitrust claims brought under Sections 1 and 2 of the Sherman Act by the U.S. exchange business of Eurex and Deutsche Börse.

    Deere & Company

    Distributing Corp. of America v. Deere & Company (E.D. Mich., W.D. Mich.) Represented Deere & Company as antitrust litigation counsel in two actions brought by Deere dealer. Deere prevailed in two preliminary injunction proceedings and the actions were dismissed.

    Edwards Lifesciences Corporation

    Before the Federal Trade Commission in the successful clearance of its $125 million acquisition of Percutaneous Valve Technologies, Inc. (PVT), a privately held medical technology company based in Fort Lee, New Jersey.

    Galileo International, Inc.

    Before the Department of Justice in the successful clearance of its acquisition of Trip.com, Inc.

    Great Lakes Chemical Corporation

    Fike, Inc. v. Great Lakes Chemical Corporation (W.D. Mo., 8th Cir.) Represented Great Lakes Chemical Corporation as litigation counsel in declaratory judgment action and counterclaims arising from the failure of a longstanding distribution relationship. Won a $3.3 million judgment for Great Lakes Chemical that was upheld on appeal.

    Kraft, Inc.

    Kraft, Inc. v. Dreyer's Grand Ice Cream, Inc. (Wis. Cir. Ct.) Represented Kraft, Inc. in a case of first impression arising under Wisconsin’s unfair trade practices and dairy statutes. Kraft successfully challenged a competitor's promotional pricing practices for ice cream.

    Liquid Carbonic Industries Corporation

    In re Carbon Dioxide Antitrust Litigation (MDL, C.D. Fla.) Represented Liquid Carbonic Corporation (Praxair Inc.) as antitrust litigation counsel before the Judicial Panel on Multidistrict Litigation and in the transferee forum in federal court in Orlando in class action litigation, State Attorneys General proceedings and opt out cases in its defense of antitrust challenges brought under Section 1 of the Sherman Act to its distribution practices for industrial gases in the United States.

    LKQ Corporation

    Before the Federal Trade Commission in the successful clearance of its acquisition of Keystone Automotive, Inc., a national distributor of aftermarket auto parts.

    Moen Incorporated

    Worldhomecenter.com, Inc. v. Moen Incorporated (E.D.N.Y.) Represented Moen Incorporated as antitrust litigation counsel in its defense of antitrust claims brought under Section 1 of the Sherman Act by an internet distributor of plumbing products. Case dismissed on a dispositive motion before trial.

    National Surgery Centers, Inc.

    Before the Federal Trade Commission in the successful clearance of its $193 million merger into HEALTHSOUTH Corporation, a provider of alternative site healthcare services. Transaction successfully completed.

    Republic Industries, Inc.

    Before the Federal Trade Commission in the successful clearance of its $675 million acquisition of National Car Rental System, Inc. and its combination with Alamo Rent-a-Car, Inc.

    Sanford Corporation

    Sanford Corporation v. Conté S.A. (N.D. Ill., Paris, France) Represented Sanford Corporation (with counsel in Paris, France) in distribution and licensing rights dispute for ink technologies and products in France. Included a declaratory judgment action brought in the U.S. District Court for the Northern District of Illinois and proceedings in France.

    Solo Cup Company

    Quality Beverage & Paper Distributors, Inc. v. Solo Cup Co., et al. (E.D. Cal.) Represented Solo Cup Company and Sweetheart Cup Company, Inc. as antitrust litigation counsel in their defense of antitrust claims brought under the Robinson-Patman Act and California state law, alleging, inter alia, that defendants engaged in price discrimination and paid unlawful secret rebates to competing distributors in central California.

    Waste Management, Inc.

    Before the Federal Trade Commission in the successful clearance of the divestiture of its waste water products business to United States Filter Corporation.

    United States v. Waste Management of Georgia, Inc. (S.D. Ga.) Represented Waste Management, Inc., Waste Management of Georgia, Inc. and Waste Management of Louisiana, Inc. as antitrust counsel before the Department of Justice and in federal district court in a government antitrust monopoly challenge. See 1996-2 Trade Cas. (CCH) 71,455 (S.D. Ga. 1996).

    Before the Department of Justice and in federal district court in the successful clearance of its acquisition of Reuter Recycling of Florida, Inc., a Broward County, Florida waste management services company. See United States v. Reuter Recycling of Florida, Inc., 1996-1 Trade Cas. (CCH) 71,353 (D.D.C. 1996).

    Before the Department of Justice and in federal district court in the successful clearance of its acquisition of Industrial Disposal Service Company, Inc., a San Antonio, Texas waste management services company. See United States v. Waste Management, Inc., 1989-1 Trade Cas. (CCH) 68,481 (W.D. Tex. 1989).

    Before the Department of Justice and in federal district court in the successful clearance of its successful $423 million acquisition of SCA Services, Inc. See United States v. Waste Management, Inc., 1985-2 Trade Cas. (CCH) 66,652, 66,653 (D.D.C. 1985).

    United States v. Waste Management, Inc. (S.D.N.Y, 2d Cir.) Represented Waste Management, Inc. as antitrust litigation counsel in a case in which the Department of Justice challenged Waste Management's acquisition of EMW Ventures Incorporated, a competitor. The Court of Appeals upheld the acquisition and announced that proof of ease of market entry can rebut a prima facie showing of illegality in a merger context. See 743 F.2d 976 (2d Cir. 1984).

    Chem-Nuclear Systems, Inc. v. Waste Management, Inc. (W.D. Wash., 9th Cir.) Represented Waste Management, Inc. as antitrust litigation counsel in case arising from a merger challenge in a takeover contest. Waste Management prevailed after court denied a request for a preliminary injunction. See 1982-2 Trade Cas. 64,860 (W.D. Wash. 1982).

    Speaking Engagements

    • June 7, 2012
      Jones Day Chicago 2012 MCLE University
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