Ryan C.Thomas

Partner

Washington + 1.202.879.3807

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Clients turn to Ryan Thomas for their most significant antitrust matters involving complex M&A, investigations, and litigation. He is recognized by leading publications, including Who's Who Legal and The Legal 500, as a future leader and for being pragmatic and business-oriented. He was included among Lawdragon's inaugural list of the "500 Leading Litigators in America."

Ryan advises on competition and consumer protection cases before the Federal Trade Commission (FTC), Department of Justice (DOJ), state attorneys general, and authorities in Europe and Asia. Ryan's experience spans industries, including artificial intelligence, aerospace, semiconductors, pharmaceuticals, food and agriculture, and building products. He regularly counsels companies with strong market positions in dynamic industries.

Ryan has obtained merger clearances in hundreds of transactions, including Cleveland Cliffs' acquisition of ArcelorMittal USA, Cooper Tire's sale to Goodyear Tire, Sumitomo Pharma's alliance with Roivant Sciences, USG's sale to Knauf, STERIS' acquisition of Synergy Health, NVIDIA's acquisition of Mellanox, Essilor's combination with Luxottica, Safran's acquisition of Zodiac, Hertz's acquisition of Dollar Thrifty, and XM's merger with Sirius.

Ryan defends clients in high-stakes government investigations and antitrust litigation involving mergers, monopolization, and conspiracy claims. He represented STERIS in the FTC's first merger litigation loss in years, convincing the court that the agency's future, "potential competition" claims lacked merit. More recently, Ryan obtained a favorable outcome for a leading technology company targeted in a government monopolization investigation. He is currently representing a Fortune 500 company in a concurrent government antitrust investigation and private class action litigation.

Ryan writes and speaks frequently on antitrust enforcement topics.

Experience

  • Timken acquires Des-CaseJones Day advised The Timken Company in the acquisition of Des-Case Corp., a Nashville, Tenn.-based manufacturer of specialty filtration products for industrial lubricants.
  • Five9 acquires Aceyus for $82 millionJones Day represented Five9, Inc. in its acquisition of 100% of the equity of Aceyus, Inc. for $82 million in cash.
  • Astellas acquires Iveric bioJones Day advised Astellas Pharma Inc. in the $5.9 billion cash acquisition of Iveric bio, Inc., a science-driven biopharmaceutical company focused on the discovery and development of novel treatments for retinal diseases with significant unmet medical needs.
  • Fortrea completes $570 million private placement of Senior Secured Notes and obtains $1.5 billion credit facilityJones Day represented Fortrea Holdings Inc., a leading global contract research organization (“CRO”) that provides comprehensive phase I through IV biopharmaceutical product and medical device services, patient access solutions and other enabling services, in connection with the Rule 144A and Regulation S offering of $570 million aggregate principal amount of 7.500% Senior Secured Notes due 2030 and a $1.5 billion senior secured credit facility as part of its spin-off from Laboratory Corporation of America Holdings.
  • AAR acquires TraxJones Day advised AAR CORP. in the acquisition of Trax USA Corp., a leading independent provider of aircraft MRO and fleet management software, for a purchase price of $120 million in cash, plus up to a $20 million earn-out payment based on specified adjusted revenues in calendar year 2023 and 2024.
  • Cargill acquires Owensboro GrainJones Day advised Cargill, Incorporated in the acquisition of Owensboro Grain Company.
  • General Mills acquires TNT CrustJones Day advised General Mills in the acquisition of TNT Crust Intermediate Holdings LLC from private equity firm Peak Rock Capital. As part of the acquisition, General Mills also acquired two manufacturing facilities in Green Bay, Wisconsin, and St. Charles, Missouri.
  • Polaris sells Transamerican Auto Parts business to Wheel ProsJones Day is representing Polaris Inc. in the sale of its Transamerican Auto Parts business to Wheel Pros, a designer, manufacturer, and distributor of proprietary branded aftermarket vehicle enhancements for light trucks, SUVs, passenger cars, and ATVs/UTVs, backed by Clearlake Capital Group, L.P.
  • Albaugh acquires RotamJones Day advised Albaugh, LLC in the $197.5 acquisition of Rotam Global AgroSciences Limited, a company headquartered in Hong Kong and publicly listed on the Taiwan Stock Exchange.
  • EssilorLuxottica and CooperCompanies form joint ventureJones Day advised EssilorLuxottica in the formation of its joint venture, SightGlass Vision, with CooperCompanies for the commercialization of novel spectacle lens technologies to expand the myopia management category.
  • STERIS sells renal business to EvoquaJones Day advised STERIS in the $196.3 million sale of its Renal Care business to Evoqua Water Technologies, a leading provider of mission-critical water and wastewater treatment solutions.
  • Confidential flat-rolled steel producer acquires Ferrous Processing and Trading Company for $775 millionJones Day advised a confidential flat-rolled steel producer in the $775 million acquisition of Ferrous Processing and Trading Company (FPT), including certain related entities.
  • The Duchossois Group sells The Chamberlain Group LLC to BlackstoneJones Day advised The Duchossois Group, Inc. in the sale of The Chamberlain Group LLC, a global leader in smart access solutions, to private equity funds managed by Blackstone.
  • Materion acquires H.C. Starck's electronic materials portfolio for $380 millionJones Day advised Materion Corporation, a world leader in high performing advanced materials, in connection with the acquisition and financing of H.C. Starck Solutions' industry-leading, electronic materials business, located in Newton, Massachusetts ("HCS-Electronic Materials") for $380 million.
  • Misonix merges with BioventusJones Day represented Misonix, Inc. (Nasdaq: MSON) in its acquisition by Bioventus Inc. (Nasdaq: BVS).
  • Milliken & Company acquires Encapsys, LLCJones Day advised Milliken & Company in its acquisition of Encapsys, LLC, a world leader in microencapsulation delivery systems for the building, construction, paper, bedding and personal care industries.
  • DMI secures strategic investment from OceanSound PartnersJones Day advised DMI in its strategic investment from an affiliate of OceanSound Partners, LP.
  • Skyworks Solutions acquires Infrastructure and Automotive business of Silicon Laboratories for $2.75 billionJones Day advised Skyworks Solutions, Inc., an innovator of high-performance analog semiconductors, in connection with its acquisition of the Infrastructure and Automotive business of Silicon Laboratories Inc. (NASDAQ: SLAB), a leading provider of silicon, software, and solutions, in an all-cash asset transaction valued at $2.75 billion.
  • Axion BioSystems completes sale of company to Summa EquityJones Day advised Axion BioSystems, Inc., a leading provider of MEA and impedance technology for single-cell analysis, in its sale of the company to Summa Equity.
  • Cooper Tire & Rubber sold to The Goodyear Tire & Rubber Company for approximately $2.5 billion enterprise valueJones Day advised Cooper Tire & Rubber Company in its $2.5 billion sale to The Goodyear Tire & Rubber Company.
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    July 2023 White Paper

    DOJ/FTC Propose Massive Changes to HSR Premerger Filings: What You Need to Know

    March 2023 White Paper

    2022 Annual M&A/PE Review and 2023 Forecast

    November 2022 White Paper

    FAQ About the FTC's Controversial New "Unfair Methods of Competition" Policy

    July/August 2022 External Publications

    U.S. Antitrust Agencies Take Aim at Private Equity, The M&A Lawyer

    June 2022 Alert

    Saudi Antitrust Authority Blocks First Vertical Transaction Under New Competition Law

    April 2022 Commentary

    DOJ Makes Giving Up Harder: Stricter Requirements for Seeking Leniency

    March 2022 Commentary

    EU Chips Act: The EU's Push for Semiconductor Autonomy

    February 2022 External Publications

    U.S. Antitrust Agencies Consider Sweeping Changes to Horizontal and Vertical Merger Guidelines, The M&A Lawyer, Vol. 26, Issue 2

    December 8, 2021 External Publications

    Buyers Beware: DOJ Challenge to Book Publishers Merger Highlights Monopsony Concerns in M&A ,The M&A Lawyer, Volume 25, Issue 10

    October 2021 External Publications

    What a Difference a Year Makes: FTC Withdraws Vertical Merger Guidelines, The M&A Lawyer, Vol. 25, Issue 9
    View All

    Additional Publications

    • August 2022
      U.S. Antitrust Agencies Take Aim at Private Equity, The M&A Lawyer, Vol. 26, Issue 7
    • January 21, 2021
      China's New Merger Rules Streamline Process But May Extend Some Reviews, The M&A Lawyer, Vol. 25, Issue 1
    • Fall 2020
      Blockchain Technology: A Future Antitrust Target, published in 30 Competition: J. Anti., UCL & Privacy Sec. Cal. L. Assoc. 18
    • April 2020
      DOJ Prevails in Unprecedented Arbitration in Merger Challenge, Signaling More Arbitration in Future Merger Challenges, The M&A Lawyer, Volume 24, Issue 4
    • September 2018
      DOJ Rattles the Sabre: A Template for High Tech Merger Challenges?, M&A Lawyer, Vol. 23, Issue 8
    • December 2018
      U.S. antitrust law developments chapter in "Report on Competition Law and Policy of China (2017)" published by China Society for World Trade Organizational Studies
    • December 2018
      U.S. antitrust law developments chapter in Report on Competition Law and Policy of China (2017) published by China Society for World Trade Organizational Studies
    • August 2013
      Three Years in Rental Cars -- A Wild Ride, 13 The Threshold 3
    • May 2012
      What Companies Can Learn From AU Optronics, Law 360
    • May 2012
      Beware Obstruction of Justice In Merger Investigations, Law 360
    • April 2012
      M&A Lawyer: Hostile Transactions: A Different Antitrust Playbook
    • June 2009
      The Rules of Professional Conduct Are Not Aspirational: Joint Representation of Corporations and Their Employees, Antitrust Source (Read the article.)
    • April 2009
      FTC v. CCC Holdings: Message Received, GCP Magazine
    • November 2008
      XM-Sirius: A Case Study in the Debate Over High Technology Merger Review, Icarus, Newsletter of the Computer & Internet Committee of the ABA Antitrust Section
    • Fall 2008
      XM-Sirius: A View From the Dugout, The Threshold, Newsletter of the Mergers & Acquisitions Committee of the ABA Antitrust Sectio
    • 2005
      Executives Beware: Extradition and the Long Arm of US Law, Young Lawyers, Newsletter of the Young Lawyers' Committee of the International Bar Association
    • 2002
      Practice Guide: Premerger Notification Under the Hart-Scott-Rodino Act, Antitrust Committee of the Section of Business Law

    Speaking Engagements

    • May 25, 2023
      Breaking News: Monopolization claims in FTC v. Amgen/Horizon
    • January 11, 2023
      Panelist, The ABCs of Antitrust and Blockchain, Antitrust Section of the American Bar Association
    • September 28, 2022
      Lecturer, Introduction to U.S. Competition Law, Peking University Law School
    • September 15, 2022
      Panelist, “Antitrust Resurgence or Revolution,” Jones Day MCLE University – Minneapolis, Minnesota
    • January 22, 2021
      Panelist, Antitrust and Blockchain, New York State Bar Association, Antitrust Law Section, Annual Meeting
    • October 21, 2020
      U.S. Competition Law: Fundamentals and Selected Issues, speaker, Peking University
    • October 14, 2020
      Global Antitrust Update (US, Europe, China, Australia, Japan), speaker
    • February 13, 2019
      SciTech Focus on Blockchain: Antitrust Regulation and Blockchain Technology, panelist, American Bar Association
    • November 29, 2018
      U.S. Competition Law: Recent Developments in Technology Markets, speaker, Monte Jade Global Antitrust Competition Law Forum
    • November 28, 2018
      U.S. Competition Law: Fundamentals and Selected Issues, speaker, Peking University
    • December 3, 2015
      Presentation on U.S. & China Antitrust Developments
    • June 20, 2013
      Antitrust Investigations: Tactical and Ethical Issues, D.C. Bar Association
    • July 12, 2012
      Antitrust Investigations: Tactical and Ethical Issues, D.C. Bar Association
    • November 3, 2010
      A Smarter Way: Acuity All-In-One Legal Review, panelist
    • December 17, 2008
      Overview of Key Statutes in U.S. Department of Justice Criminal Antitrust Investigations and Prosecutions, panelist, American Bar Association (Antitrust Section) Cartel and Criminal Practice Committee

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