Ryan C.Thomas

Partner

Washington + 1.202.879.3807

Clients turn to Ryan Thomas for their most significant antitrust matters involving complex M&A, government investigations, counseling, and litigation. Ryan regularly appears before the United States Department of Justice (DOJ), Federal Trade Commission (FTC), and state attorneys general. He has extensive experience successfully leading cross-border matters involving enforcers in North America, Europe, and Asia.

Ryan has 20 years' experience across many sectors, including semiconductors, hardware and artificial intelligence (AI), financial institutions, payment products and services, pharmaceuticals, ophthalmic lenses and eyewear, aerospace, medical devices, and consumer and industrial goods.

He has secured antitrust clearances in many complex transactions, including NVIDIA's acquisition of Mellanox; Essilor's combination with Luxottica; USG's acquisition by Knauf; Hertz's acquisition of Dollar Thrifty; and XM's merger with Sirius. He has significant experience navigating antitrust and bankruptcy laws, recently representing M&G Chemicals before the FTC in its $1.1 billion sale of PET assets. Ryan also represents clients in merger litigations, including the successful defense of STERIS's acquisition of Synergy Health against an FTC challenge.

Apart from transactional work, Ryan defends clients against monopolization claims, recently obtaining a favorable outcome for a technology company targeted in a government investigation. He also helps clients manage day-to-day risks, providing user-friendly advice on pricing, distribution, and marketing practices.

Ryan has been recognized by Who's Who Legal as a "Future Leader," "eminently practical," and "very good in front of clients." He writes and speaks frequently on important antitrust enforcement topics, including the failing firm doctrine, vertical mergers, blockchain, and future/potential competition issues.

Experience

  • Helios Technologies to acquire Balboa Water Group for $218.5 millionJones Day is advising Helios Technologies in the $218.5 million acquisition of BWG Holdings I Corp. (operating as Balboa Water Group) from investment funds affiliated with AEA Investors LP.
  • STERIS to acquire Key Surgical for approximately $850 millionJones Day is advising STERIS plc (NYSE: STE) in the $850 million acquisition of Key Surgical, a leading global provider of sterile processing, operating room, and endoscopy products, and a portfolio company of Water Street Healthcare Partners, LLC.
  • Cleveland-Cliffs to acquire ArcelorMittal USA for approximately $1.4 billionJones Day is advising Cleveland-Cliffs Inc. in its acquisition of substantially all of the operations of ArcelorMittal USA for approximately $1.4 billion.
  • NVIDIA acquires Mellanox Technologies for approximately $7 billionJones Day advised NVIDIA Corporation in its acquisition of Mellanox Technologies, Ltd., an Israel-based leading supplier of end-to-end InfiniBand and Ethernet interconnect solutions and services for servers and storage.
  • Imerys acquires Cornerstone Industrial Minerals CorporationJones Day advised the Imerys Group, a world leader in mineral specialties for industry, in the acquisition of the business of mining, processing, and marketing perlite conducted by Cornerstone Industrial Minerals Corporation.
  • Cleveland-Cliffs acquires AK Steel in $1.1 billion stock swapJones Day advised Cleveland-Cliffs Inc. (NYSE: CLF) in its merger with AK Steel Holding Corporation (NYSE: AKS) pursuant to which Cliffs acquired all of the issued and outstanding shares of AK Steel common stock.
  • Milliken & Company acquires Borchers from The Jordan CompanyJones Day advised Milliken & Company in its acquisition of Borchers Group Limited, a global specialty chemicals company known for its innovative high-performance coating additives and specialty catalyst solutions, from The Jordan Company, L.P.
  • Sumitomo Dainippon Pharma acquires late stage biopharma companies and forms alliance with Roivant Sciences Ltd. worth $3 billionJones Day advised Sumitomo Dainippon Pharma Co., Ltd. ("Sumitomo") in an acquisition of late stage biopharma companies and formation of alliance with Roivant Sciences Ltd.
  • Newell Brands sells The United States Playing Card Company to Cartamundi GroupJones Day advised Newell Brands Inc. in the sale of The United States Playing Card Company ("USPC") to Cartamundi Group, a leading manufacturer and distributor of playing cards and board games.
  • Diodes to acquire Lite-On Semiconductor Corporation for approximately US$428 millionJones Day is advising the Special Committee of the Board of Diodes Incorporated in a transaction to acquire Lite-On Semiconductor Corporation for approximately US$428 million in cash.
  • Cabot sells its Specialty Fluids business to Sinomine (Hong Kong) Rare Metals Resources Co. Limited for $135 millionJones Day advised Cabot Corporation in the sale of its Specialty Fluids Business to Sinomine (Hong Kong) Rare Metals Resources Co. Limited, a wholly owned subsidiary of Sinomine Resource Group Co., Ltd., for $135 million.
  • Milliken & Company acquires PolartecJones Day advised Milliken & Company in its acquisition of Polartec, a strong global brand known for its innovative performance textiles for outdoor and military apparel, from Versa Capital Management, LLC.
  • Cineworld Group completes asset monetization strategies in United States through cinema sale-leaseback transactionsJones Day advised UK headquartered, Cineworld Group PLC in connection with an asset monetization strategy in the United States involving a combined cash consideration of $556.3 million cinema sale-leaseback transactions to convert a substantial portion of Cineworld’s U.S. real estate holdings into cash to leverage its equity and optimize efficiency.
  • Milliken & Company acquires Andover Healthcare, Inc. and Andover Resources, Inc.Jones Day advised Milliken & Company, an industrial manufacturer that is active in a breadth of disciplines, including specialty chemical, floor covering, performance and protective textile materials, in connection with the acquisition of Andover Healthcare, Inc. and Andover Resources, Inc., leading manufacturers of cohesive bandages and tapes for healthcare, animal health, and sports medicine industries.
  • Newell Brands sells Process Solutions to One Rock Capital Partners, LLC for $500 millionJones Day advised Newell Brands Inc. in the sale of its Process Solutions business to One Rock Capital Partners, LLC for $500 million in cash.
  • International Wire Group acquired by affiliates of Atlas HoldingsJones Day advised International Wire Group Holdings, Inc. ("IWG") in connection with its acquisition by affiliates of Atlas Holdings LLC.
  • USG acquired by Gebr. Knauf for $7 billionJones Day advised USG Corporation in the acquisition by Gebr. Knauf KG ("Knauf") of all of the outstanding shares of USG in a transaction valued at $7 billion.
  • Texas Instruments sells its Greenock, Scotland wafer fabrication facility and operations to Diodes IncorporatedJones Day advised Texas Instruments (U.K.) Limited, a subsidiary of Texas Instruments Incorporated, in the sale of its semiconductor wafer fabrication facility located in Greenock, Scotland, to Diodes Semiconductors GB Limited, a subsidiary of Diodes Incorporated.
  • Cylance acquired by BlackBerry for $1.4 billionJones Day advised Cylance, an artificial intelligence and cybersecurity leader, in its $1.4 billion acquisition by BlackBerry Limited, plus the assumption of unvested employee incentive awards.
  • M&G debtors confirm chapter 11 plan of liquidation and close sale of Corpus Christi plant for $1 billionOn December 17, 2018, the United States Bankruptcy Court for the District of Delaware entered an order confirming the Third Amended Plan of Liquidation (the "Plan") of Jones Day client M&G USA Corporation and eight of its affiliates (the "M&G Debtors"), which prior to the chapter 11 filing, were, along with their affiliates in Mexico, Brazil and Europe, one of the largest producers of polyethylene terephthalate resin – used for packaging applications – in the world. On December 28, 2018, after receiving antitrust approval, the M&G Debtors closed the sale of their partially constructed manufacturing facility in Corpus Christi, Texas, (the "Corpus Christi Plant") with a deal value in excess of $1 billion.
  • Additional Publications

    • 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

    • 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
    • Decenber 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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