US Mergers in IT

Mergers

The US FTC confirms the acquisition of a rival lessens competition in the market for microprocessor-driven prosthetic knees (Otto Bock / Freedom)
Cadwalader Wickersham & Taft (New York)
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Cadwalader Wickersham & Taft (Charlotte)
BUYER BEWARE: FTC ORDERS UNWINDING OF A CONSUMMATED TRANSACTION* What happened? On November 6, 2019, the Federal Trade Commission (“FTC”) voted 5-0 to uphold Administrative Law Judge D. Michael Chappell’s initial decision that Otto Bock HealthCare GmbH’s (“Otto Bock”) acquisition of rival Freedom (...)

The EU Commission sends a supplementary statement of objection to a manufacturer of LTE baseband chipsets for predatory pricing practices (Qualcomm)
Rosenblatt Limited (London)
QUALCOMM RECEIVES SUPPLEMENTARY STATEMENT OF OBJECTIONS FROM THE EU COMMISSION IN PREDATORY PRICING INVESTIGATION* Hot on the heels of the announcement of a record antitrust fine imposed by the European antitrust regulator upon another US technology company , the European Commission announced (...)

The US Court of Appeals for the Ninth Circuit upholds dismissal of an antitrust suit where a jury verdict in a parallel case found no patent infringement (Casacade Computer / RPX / Samsung)
McDermott Will & Emery (Washington)
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Crowell & Moring (Washington)
What Happened: Wading into the merging streams of antitrust and patents, the US Court of Appeals for the Ninth Circuit upheld dismissal of an antitrust suit where a jury verdict in a parallel case found no patent infringement. Cascades Computer Innovation, LLC v. RPX Corp. and Samsung (...)

The US District Court Southern District of California receives a claim from a smartphone manufacturer against one of its suppliers over allegedly abusive wireless patents (Apple / Qualcomm)
DLA Piper Weiss-Tessbach (Vienna)
Apple and Qualcomm proceeding* In January 2017 Apple filed suit against Qualcomm over its allegedly abusive licensing practices regarding wireless patents. Apple filed patent, antitrust and breach of contract claims against Qualcomm; this could result in damages of billions of dollars. (...)

The US District Court for the Northern District of California Judge expresses possible abuses in asserting legal privilege (Qualcomm / FTC)
DLA Piper Weiss-Tessbach (Vienna)
U.S. Qualcomm Case Update: Privilege Assertions* On 22 March 2018, in a court hearing in the Qualcomm case, Judge Koh expressed her concern over possible abuses in asserting legal privilege over certain documents. In January 2017, the U.S. FTC sued Qualcomm, alleging that the company (...)

The U.S. Court of Appeals for the Tenth Circuit holds that the invocation of intellectual property rights is a presumptively valid business justification sufficient to rebut a refusal to deal antitrust claim (Solidfx / Jeppesen Sanderson)
Cleary Gottlieb Steen & Hamilton (Rome)
Tenth Circuit holds IPRs defense available to rebut a refusal to deal antitrust claim* On 31 October 2016, the United States Court of Appeals for the Tenth Circuit (the “Court of Appeals”) held that the invocation of IPRs is a presumptively valid business justification sufficient to rebut a (...)

The US District Court for the Northern District of California receives joint filling closing over three years of patent and antitrust proceedings (Samsung / Apple)
DLA Piper Weiss-Tessbach (Vienna)
Samsung/Apple update: Samsung will pay $548 million in patent damages to Apple* On December 3, 2015 Samsung and Apple submitted a joint filing in which Samsung agreed to pay $548 million in patent damages to Apple to satisfy a partial judgment. In August 2012, a jury had awarded $ 1.05 (...)

The US District Court for the District of Maryland upholds an antitrust action against a patent troll (Intellectual Ventures / Capital One)
Rutgers University (Camden)
This article has been nominated for the 2016 Antitrust Writing Awards. Click here to learn more about the Antitrust Writing Awards. On March 2, 2015, Judge Paul W. Grimm of the U.S. District Court for the District of Maryland offered a wide-ranging analysis of antitrust claims against the (...)

The US FTC clears a merger between the two most-visited online home shopping sites in the US without conditions (Zillow / Trulia)
Wilson Sonsini Goodrich & Rosati (New York)
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Winston & Strawn (Washington)
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US Department of Justice (Washington)
In a ruling on February 13, the FTC unconditionally approved the Zillow-Trulia merger after an intensive six-month antitrust review. Despite reported concerns “that the merger might concentrate too much power in one company,” the FTC ultimately decided to “bless” the Zillow-Trulia combination. (...)

The US Supreme Court redefines the standard of appellate review for claim construction (Teva)
White & Case (Palo Alto)
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White & Case (Palo Alto)
On January 20, 2015, the United States Supreme Court redefined the standard of appellate review for claim construction. In Teva Pharm. USA, Inc. v. Sandoz, Inc., the Supreme Court vacated well-established Federal Circuit precedent that applied de novo review to all aspects of claim (...)

Oregon and Delaware Courts differ on enforceability of unilaterally adopted forum selection bylaws in a merger case (Micro Devices, TriQuint Semiconductor)
White & Case (New York)
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White & Case (New York)
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White & Case (New York)
While forum selection bylaws have become increasingly popular with US public companies, courts in Delaware and Oregon recently came to opposite conclusions on whether such bylaws, when unilaterally adopted by a board of directors concurrently with the approval of a merger transaction, should (...)

Procedures

The US District Court for the District of Arizona receives a complaint challenging the constitutionality of the FTC’s administrative process in merger review (Axon / FTC)
Sheppard Mullin (Washington)
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Sheppard Mullin (San Francisco)
AXON SUES FTC OVER USE OF ADMINISTRATIVE ADJUDICATION IN MERGER INVESTIGATIONS * On January 3, 2020, Axon Enterprises Inc. filed a complaint against the Federal Trade Commission in the United States District Court for the District of Arizona challenging the constitutionality of the FTC’s (...)

The US Supreme Court holds that the claims of consumers purchasing apps from a big tech app store may proceed as they are direct purchasers of the big tech company (Apple / Pepper)
Covington & Burling (Washington)
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Covington & Burling (Washington)
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Covington & Burling (Washington)
This article has been nominated for the 2020 Antitrust Writing Awards. Click here to learn more about the Antitrust Writing Awards. Appellate and Supreme Court On May 13, 2019, the Supreme Court (“the Court”) announced its 5-4 decision in Apple, Inc. v. Pepper, permitting iPhone users to (...)

The US Supreme Court rejects an attempt to block consumer claims against a big tech company under the indirect-purchaser rule (Apple / Pepper)
Jones Day (Silicon Valley)
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Jones Day (Houston)
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Jones Day (Los Angeles)
This article has been nominated for the 2020 Antitrust Writing Awards. Click here to learn more about the Antitrust Writing Awards. In May 2019, the U.S. Supreme Court issued a 5–4 decision in Apple v. Pepper, one of the Court’s most significant antitrust rulings of the last several years. In a (...)

The U.S. Supreme Court rejects an attempt to block consumer claims against a big tech company under indirect purchaser rule (Apple / Pepper)
Constantine Cannon (New York)
Apple v. Pepper: Supreme Court Rejects Attempt to Block Consumer Claims Under Indirect-Purchaser Rule* The Supreme Court on Monday issued a much-anticipated decision in the Apple v. Pepper case, where iPhone owners are accusing Apple of monopolizing the retail market for iOS applications, or (...)

The US Supreme Court accepts a claim as the opportunity to revisit its rules on antitrust claims by indirect purchaser (Apple / Pepper)
Clifford Chance (Washington D.C.)
On June 18, 2018, the U.S. Supreme Court accepted Apple’s petition for certiorari in Apple Inc. v. Pepper, appealing the Ninth Circuit’s decision that Apple is, by contract, the exclusive distributor of iPhone applications (“apps”) through the online Apple App Store platform, from which consumers (...)

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