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Jim O’Connell advises clients on their critical antitrust matters, including mergers and acquisitions, joint ventures, and other transactions; licensing arrangements and other business practices; government investigations; and litigation. In connection with his merger practice, he also regularly helps clients assess and comply with their obligations under the HSR Act and comparable merger control regimes around the world.
Clients and peers recommend Mr. O’Connell for his knowledge of antitrust law and his ability to provide expert and practical guidance. He is also recommended for his detailed understanding of the people and processes of the U.S. antitrust enforcement agencies, which he applies to help his clients navigate their most critical antitrust challenges successfully and efficiently. Legal 500 has described him as a “well-respected” practitioner who is “well connected with the DOJ” and recognized by clients for his ability to “quickly develop a high level of company-specific expertise.”
Mr. O’Connell has represented clients in a broad range of industries and sectors, including leading companies in the e-commerce, pharmaceutical, medical device, financial services, telecommunications, electronics, cable, broadcast, alcoholic beverages, consumer products, industrial products and heavy manufacturing, energy and natural resources, steel, aerospace, defense, chemicals, gaming, and software industries.
Mr. O’Connell joined Covington after over five years of public service with the Antitrust Division of the U.S. Department of Justice, where he served in several leadership roles, including as Deputy Assistant Attorney General and Chief of Staff. As Deputy AAG, he had responsibility for the Division’s appellate program and for the development of its major legislative and policy positions, such as those regarding intellectual property and the enforcement of Section 2 of the Sherman Act. His duties also included managing the Division’s relations with its enforcement counterparts around the world, including those in the European Union, China, Brazil, Canada, Mexico, and Japan. This extensive international enforcement experience enables him to provide his clients highly informed and practical assessments of their U.S. and non-U.S. antitrust risks. Prior to his government service, Mr. O’Connell practiced antitrust law at an international New York-based firm.
A frequent speaker and writer on antitrust law and policy issues, Mr. O’Connell has also been a leader in the Antitrust Section of the American Bar Association for many years, serving in such positions as Chair of the editorial board of Antitrust, the Section’s magazine, and as Co-Chair of the Section’s Federal Civil Enforcement Section. He has also testified before the U.S. Congress and the Antitrust Modernization Commission, and he serves as a non-governmental advisor to the International Competition Network, which brings together competition enforcement authorities, academics, and leading practitioners from around the world to foster the development of best practices and encourage convergence on matters of antitrust policy.
- Successfully represented Discovery, Inc. in its $14.6 billion acquisition of Scripps Networks Interactive. The transaction closed after a “second request” investigation with the DOJ taking no action.
- Advised Canadian aircraft manufacturer Bombardier regarding the worldwide antitrust clearance of its sale of a controlling interest in the “C Series” line of commercial passenger jets to Airbus. The transaction was cleared without any second-phase investigations.
- Successfully defended Baosteel Group in proceedings brought by U.S. Steel before the International Trade Commission alleging antitrust violations of Section 337 of the Tariff Act. The Covington team obtained dismissal of the antitrust claims by the administrative law judge, earning recognition by American Lawyer as "Litigators of the Week." Following an appeal that included an unusual day-long oral argument, the Commission voted to affirm that dismissal. In a decision consistent with the arguments presented by the Covington team, the Commission determined that a complainant alleging a violation of Section 337 based on antitrust law must plead and prove antitrust injury. This was a case of first impression for the ITC.
- Advised Facebook in several transactions, including its $22 billion acquisition of WhatsApp, $2 billion acquisition of Oculus, and $1 billion acquisition of Instagram.
- Represented Takata Corporation regarding its acquisition by Key Safety Systems.
- Representation of Verizon Communications in obtaining merger review clearance for several transactions, including the acquisition of AOL.
Transactions
- Medical device and equipment company Stryker Corporation, in obtaining merger review clearance for several transactions, including its acquisition of Novadaq Technologies.
- Altice N.V., regarding its $9 billion acquisition of Suddenlink Communications and its $17 billion acquisition of Cablevision.
- Exxon Mobil, regarding its $41 billion acquisition of XTO Energy, at the time the largest transaction in the history of the natural gas industry.
- China National Tire & Rubber Co. regarding its $7.7 billion acquisition of Italian tire manufacturer Pirelli.
- Qualcomm in connection with its acquisition of CSR plc.
- Telx Group, the data center, colocation, and interconnection company, in its acquisition by Digital Realty.
- Advised ITOCHU Corp. regarding several transactions.
- Chemtrade Logistics Inc. in connection with its $860 million acquisition of General Chemical Corp.
- MDA Corp. regarding the clearance of its acquisition of Space Systems/Loral.
- China Investment Corporation regarding investments in the U.S.
- Oilfield services company Ameron International regarding its acquisition by National Oilwell Varco.
- Joy Global (now part of Komatsu Ltd.) in connection with several transactions, including its acquisition of LeTourneau Technologies from Rowan Companies and its sale of LeTourneau’s drilling systems and offshore products businesses to Cameron International.
Counseling
- Advise a leading biotechnology company regarding intellectual property licensing and transactional matters.
- Advise one of the world’s largest financial exchanges regarding various transactional, investigation, and compliance matters.
- Advising a major international information technology company regarding antitrust compliance, transactions, and other competition issues, including those related to teaming agreements and government contracting.
- Advised a significant developer and licensor of standard-essential technology regarding its intellectual property licensing program.
- Advised broadcast television and other media companies regarding antitrust compliance and other competition issues.
- Regularly counsel clients regarding potential competition law issues arising under China’s Anti-Monopoly Law.
- Develop successful and cost-effective strategies for responding to requests for information from the Antitrust Division and the Federal Trade Commission.
Litigation and Investigations
- Advised a leading U.S. technology innovator regarding an investigation of its intellectual property licensing practices by China’s National Development and Reform Commission.
- Advised a leading technology company in connection with U.S. antitrust and patent infringement litigation arising out of the assertion of standard-essential patents subject to a FRAND commitment.
- Representation of Expedia in connection with the Antitrust Division’s investigation of the Google/ITA Software transaction and the Federal Trade Commission’s investigation of Google’s search-related conduct.
Pro Bono
- Represented the executor of the estate of a mentally ill individual who died while in custody at the Alexandria Adult Detention Center (Walker v. Correct Care Solutions, LLC).
- Advised the Rainforest Alliance regarding various matters.
- Advised the Mountaineering Section of the Potomac Appalachian Trail Club regarding various matters.
Memberships and Affiliations
- Non-Governmental Advisor, International Competition Network
- Member of the American Bar Association’s Section of Antitrust Law and Member of the Advisory Board on Section Reserves
- Instructor, University of Virginia Law School (Advanced Antitrust Seminar)
- Board Member, Friends of Francis Field
July 22, 2019
NEW YORK—Covington advised Bayer in a definitive agreement to sell the Dr. Scholl’s™ business to Yellow Wood Partners for a purchase price of $585 million. Bayer is a global enterprise with core competencies in the life science fields of health care and nutrition. Its products and services are designed to benefit people by supporting efforts to overcome the ...
Covington Represents Bayer in $550M Sale of Coppertone™
May 13, 2019
NEW YORK—Covington advised Bayer in a definitive agreement to sell its Coppertone™ business to Beiersdorf AG, a provider of skin care products, for $550 million. Bayer is a global enterprise with core competencies in the life science fields of health care and nutrition. Its products and services are designed to benefit people by supporting efforts to overcome ...
Covington Advised SK Holdings in $100M Investment
January 30, 2019
PALO ALTO—Covington advised South Korea-based SK Holdings in its $100 million investment in Kinestral Technologies, Inc. The Series D funding round was led by SK Holdings and included existing Kinestral investors like 5AM Ventures, Alexandria Real Estate, Capricorn Investment Group, and Versant Ventures. Headquartered in the San Francisco Bay Area, Kinestral ...
August 9, 2018
WASHINGTON—Covington advised Emergent BioSolutions in its $270 million acquisition of PaxVax. PaxVax is majority owned by an affiliate of Cerberus Capital Management. Emergent is a global life sciences company focusing on providing specialty products for civilian and military populations that address public health threats. PaxVax is a company focused on ...
July 30, 2018
SILICON VALLEY—Covington advised GlaxoSmithKline on its multi-year collaboration with and $300 million equity investment in 23andMe. GSK will become 23andMe’s exclusive collaborator for drug target discovery programs. The collaboration will focus on research and development of innovative new medicines and potential cures using human genetics as the basis for ...
International Trade Commission Drops US Steel's Antitrust Claims Against Chinese Steelmakers
March 23, 2018, The American Lawyer
Derek Ludwin and James O'Connell are quoted by The American Lawyer in an article examining a decision by the ITC stating that United States Steel cannot bring antitrust claims against 40 Chinese steel manufacturers over alleged price-fixing. Ludwin, who represents Baosteel America with O'Connell and Sturgis Sobin, says that even though Section 337 is not often ...
March 2, 2018
NEW YORK—Covington advised Mavis Tire Holdings LLC, and its family owners, and other owners, including investment funds managed by ONCAP, in its agreement to merge with Express Oil Change & Tire Engineers, a Golden Gate Capital portfolio company, creating one of the largest independent automotive service platforms in the United States. Mavis Discount Tire, based ...
Covington Successfully Represents Discovery Communications In DOJ Investigation Into Its Acquisition of Scripps Networks
February 27, 2018
WASHINGTON—Covington successfully represented Discovery Communications, Inc. in a U.S. Department of Justice investigation into Discovery’s acquisition of Scripps Networks Interactive. Discovery announced earlier today that the DOJ closed its investigation into the transaction. Discovery announced in July 2017 that it had reached a definitive agreement to ...
December 26, 2017
SILICON VALLEY—The Financial Times has recognized Covington among the most innovative firms in 2017 in the category of "Enabling Business Growth," for advising "Tencent in its acquisition of a $8.6bn majority stake in Supercell, the Finnish gaming company, while maintaining Supercell’s creative culture and retaining its employees by introducing incentive ...
January 30, 2017
WASHINGTON—Covington represented India-based Piramal Enterprises and its wholly owned Critical Care subsidiary in the UK in its agreement to acquire a portfolio of intrathecal spasticity and pain management drugs from Mallinckrodt LLC. The purchase price was $171 million, plus an earn-out of up to an additional $32 million. This is the third acquisition that ...
November 18, 2016, The Litigation Daily
Sturgis Sobin, Derek Ludwin, and James O’Connell were named “Litigators of the Week” by The Litigation Daily for an initial determination at the ITC on behalf of Baosteel in the first price-fixing case in almost 40 years at the agency, terminating U.S. Steel’s antitrust claim. According to Sobin, the argument was as much about educating the judge about the ...
Covington Represents Tencent in $8.6 Billion Acquisition
June 21, 2016
SILICON VALLEY—Covington advised Tencent Holdings Limited, a leading provider of internet service in China, in connection with its acquisition of a majority stake in Supercell from SoftBank. A consortium established by Tencent will acquire up to 84% of Supercell for $8.6 billion in a transaction valuing Supercell at approximately $10.2 billion. Supercell is a ...
May 31, 2016
WASHINGTON—Covington advised Graham Media Group in its definitive agreement to purchase WCWJ, the CW affiliate serving Jacksonville, FL and WSLS-TV, the NBC affiliate serving Roanoke and Lynchburg, VA, from Nexstar Broadcasting Group and Media General. The Covington team included corporate partners Paul Rogers and Michael Cutler, with associate Adina Lord. ...
Spring 2016, Antitrust
December 9, 2015
NEW YORK, December 9, 2015 - Covington advised Grupo P.I. Mabe, the leading producer of hygienic products in Mexico, on its sale to Ontex Group NV, a publicly listed company based in Belgium. The transaction is expected to close in the first quarter of 2016. The transaction will require regulatory approvals in Mexico, the US and certain other countries, and has ...
December 8, 2015
NEW YORK, December 8, 2015 - Covington represented Ascension, the nation’s leading Catholic and non-profit health system, in a $200 million investment transaction with TowerBrook Capital Partners in Accretive Health, a leading provider of revenue cycle management services to healthcare providers. The transaction is expected to close in the first quarter of ...
Covington Advises Joy Global on Acquisition of Montabert
June 4, 2015
NEW YORK, June 4, 2015 — Covington acted as U.S. M&A and antitrust counsel to Joy Global, Inc., a leader in high-productivity mining solutions, on its French-law governed acquisition of Montabert S.A.S. from Doosan Holding France S.A.S., an affiliate of South Korean conglomerate Doosan Global, for EUR 110 million. Montabert specializes in the production and ...
May 22, 2015
NEW YORK, May 22, 2015 — Covington advised European telecommunications company Altice S.A. (Euronext ATC) in a $9.1 billion deal to acquire a controlling stake in Suddenlink, the seventh largest cable operator in the U.S. Under the terms of the agreement, Altice will enter the U.S. cable television and broadband market by acquiring 70 percent of the share ...
October 13, 2014
NEW YORK, October 13, 2014 — Covington & Burling advised the Special Conflicts Committee of the Board of Directors of Atlas Pipeline Partners in its $5.8 billion merger with Targa Resources Partners. Under the agreement, Targa will pay $4 billion in Targa units and cash and assume $1.8 billion in debt for Atlas. Atlas unitholders will receive 0.5846 units of ...
February 20, 2014, Covington E-Alert
12/4/2013
WASHINGTON, DC, December 4, 2013 — Covington & Burling advised Chemtrade Logistics Income Fund in its $860 million acquisition of General Chemical Holding Company. The acquisition will expand Chemtrade’s North American water treatment chemicals and sulfuric acid businesses into new geographic areas and broaden the company’s specialty chemicals product portfolio. ...
June 18, 2013
WASHINGTON, DC, June 18, 2013 — Covington & Burling is advising ING Insurance International on the sale of its mortgage business in Mexico, ING Hipotecaria, to the Mexican banking subsidiary of Banco Santander, Spain’s largest bank, for approximately $50 million. The team is led by Gabriel Mesa and includes corporate associates Cecile Zwiebach, Dan Levine and ...
Interaction of IP and Antitrust: A US-China Comparative Perspective
June 2013, Program Sponsored by Charles River Assocs. and the U.S. Chamber of Commerce
May 28, 2013
NEW YORK, May 28, 2013 — Omthera Pharmaceuticals and AstraZeneca announced today that the companies entered into a merger agreement under which AstraZeneca will acquire all of the outstanding stock of Omthera for an upfront payment of $12.70 in cash per share, approximately $323 million aggregate value ($260 million after subtracting cash), plus a contingent ...
ABA Corporate Counseling Committee: Antitrust Update
January 2013, ABA Antitrust Section Teleseminar
November 28, 2012
NEW YORK, November 28, 2012— Covington & Burling is advising Grupo Financiero Banorte S.A.B. de C.V., and its affiliate Afore XXI Banorte, S.A. de C.V., in a $1.6-billion acquisition of Afore Bancomer, S.A. de C.V. from the Spanish bank, Banco Bilbao Vizcaya Argentaria S.A., which would create Mexico’s largest pension fund. Afore Bancomer is Mexico’s second ...
The Nexus Between IP and Other Industrial Policies: Where is China Headed?
November 2012, China’s Evolving Patent Environment: What It Means for Your Business
Privilege & the Agencies: A Practical Approach
July 2012, ABA Antitrust Section, Corporate Counseling Committee Update
June 28, 2012, Covington E-Alert
May 15, 2012, Covington E-Alert
January 11, 2012, Covington E-Alert
November 30, 2011, Covington E-Alert
November 18, 2011, Covington E-Alert
August 31, 2011
NEW YORK, August 31, 2011 — Joy Global Inc. (NASDAQ: JOYG), a worldwide leader in high-productivity mining solutions, reported today that it has entered into a definitive agreement to sell the drilling products business of its recently acquired LeTourneau Technologies, Inc. to Cameron International Corporation (NYSE: CAM) for $375 million in cash, subject to ...
5/16/2011
WASHINGTON, DC, May 16, 2011 — Joy Global Inc. (NASDAQ: JOYG), a worldwide leader in high-productivity mining solutions, reported today that it has signed a definitive agreement to acquire 100 percent ownership interest in LeTourneau Technologies, Inc. (“LeTourneau”) from Rowan Companies, Inc. (“Rowan”) (NYSE: RDC) for $1.1 billion in cash. LeTourneau designs, ...
February 18, 2011, Covington E-Alert
E-Discovery and Special Issues in Antitrust Law
November 4, 2010, Covington & Burling Webinar
Perspectives from the Business Community on the Benefits of IP Licensing
October 22, 2010, Conference on Intellectual Property, Trade Regulation, and Competition Law, Renmin University Law School
August 24, 2010, Covington E-Alert
August 2, 2010
WASHINGTON, DC, August 2, 2010 — The Washington Post Company has today announced its agreement to sell Newsweek to a company owned by Dr. Sidney Harman, the founder and chairman emeritus of Harman International. Covington & Burling LLP advised The Washington Post Company on the transaction. The terms of the sale have not been announced. The Washington and New ...
April 1, 2010, Covington E-Alert
January 22, 2010, Covington E-Alert
Reverse Payments & the DOJ
October 2009, Presentation, Bates White Healthcare Law & Economics Workshop
Covington Expands Antitrust Group With DOJ’s O’Connell
9/10/2009
WASHINGTON, DC, September 10, 2009 — Covington & Burling LLP is pleased to announce that James O’Connell, who most recently served as Deputy Assistant Attorney General in charge of International, Policy, and Appellate matters in the Justice Department’s Antitrust Division, has joined the firm as a partner. He will be resident in the firm’s Washington office and ...
- Legal 500 US, Antitrust - Merger Control (2017)
- Recognized by The Am Law Litigation Daily as one of the "Litigators of the Week" (11/18/2016)
- China Law & Practice, “Outbound Deal of the Year” (2016)
- Washington DC Super Lawyers, Antitrust Litigation