Covington has long experience advising on antitrust issues in competitor collaborations, joint ventures, standard setting, and other cooperative business arrangements. We also have frequently defended joint ventures in litigation challenges.
In today’s business environment, joint ventures, standard setting and other collaborations have become an indispensable part of business organization in many industries. The collaboration purposes vary from R&D to joint purchasing, joint production, joint marketing and distribution, joint development of technical standards for interoperability, network arrangements, or some combination of these. The forms that collaborations take vary as well, from corporate and partnership entities to collaborations formed only by contract and cross-licensing agreements.
Covington regularly counsels leading US and multinational companies concerning the varied and often complex antitrust issues that arise in the joint venture, network, and standards-setting contexts, including the antitrust issues related to intellectual property licensing. We also advise regularly on potential reporting obligations under the Hart-Scott-Rodino (HSR) Act that may be triggered by joint venture formation or a licensing agreement. We have advised on collaboration arrangements in nearly every sector of the economy, and the firm's capabilities are reinforced by depth of knowledge of the technologies, intellectual property and business practices involved in a wide variety of industries, including software and high-technology; life sciences including pharmaceutical, biotechnology, and health care ventures; communications and media; manufacturing and energy; and financial institutions.
Representative Matters
- Representing participants in two recent biotechnology cross-licensing and collaboration agreements to develop and commercialize gene-based therapies, one investigated under the HSR process by the Federal Trade Commission and one by the Justice Department’s Antitrust Division. We successfully persuaded both agencies to close their initial investigation without a challenge.
- Advising on a development and production joint venture formed by two leading suppliers of components for automobiles, trucks, and commercial vehicles, and on a distribution joint venture of leading commercial truck manufacturers.
- Advising on the formation of RxHub, a ground-breaking electronic prescription and fulfillment joint venture of the three largest Pharmacy Benefit Managers (PBMs), covering close to 200 million insured lives.
- Counseling for a wide array of domestic and international cross-licensing and R&D collaborations for Eli Lilly, AstraZeneca, SmithKline, Mederex, and others.
- Providing counseling to numerous clients involved in standards-setting activities on issues of patent disclosure and licensing, ex ante negotiation of license terms, patent pool formation, procedural safeguards, exclusion effects resulting from technology choices, and similar issues.
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