Jeff Spigel is a partner in King & Spalding’s Washington, D.C., office where he is head of the Antitrust Practice Group. Mr. Spigel’s practice focuses on assisting clients with responding to civil and criminal antitrust investigations in the United States and abroad, obtaining Hart-Scott-Rodino clearance and coordinating approvals in foreign jurisdictions of proposed transactions, pursuing or defending against antitrust claims, and counseling on strategic antitrust issues such as ones arising from benchmarking, competitor collaborations, distribution, licensing, marketing, pricing and trade association participation. Mr. Spigel also has significant antitrust experience in various segments of the healthcare industry. He frequently advises healthcare clients on strategic transactions, messenger model networks, financially and/or clinically integrated networks, Group Purchasing Organizations and claims by commercial payors, competitors, or the government. Mr. Spigel’s antitrust experience also includes advising clients in a broad range of industries, including building materials, chemicals, energy, financial, metals, paper, pharmaceutical, retail and telecommunications and the Internet. In addition, Mr. Spigel advises clients on consumer protection/unfair and deceptive trade practice issues, particularly in the financial services industry.
Mr. Spigel appears regularly before the U.S. Department of Justice and the Federal Trade Commission and he coordinates with foreign counsel in dealing with regulatory bodies in jurisdictions around the globe. Nightingale Healthcare News has named him one of the “Outstanding Healthcare Antitrust Lawyers” in the United States. In addition, he also represents clients being investigated by the Consumer Financial Protection Bureau.
A graduate of Emory University, Mr. Spigel received his J.D. from the University of Miami School of Law and an LL.M. in Taxation from Georgetown University Law Center. He is a member of the District of Columbia Bar and State Bar of Tennessee. Mr. Spigel is also a member of the Antitrust Section of the American Bar Association, the American Health Lawyers Association, the Federal Communications Bar Association and the International Bar Association.
Representative Experience
Mergers, Acquisition & Joint Ventures
- Obtained HSR clearances for hundreds of transactions.
- Successfully defended The Belk Stores’ in FTC merger investigations of its acquisitions of the Parisian, Proffitt’s and McCrae’s department store chains from Saks Fifth Avenue.
- Represented Blue Circle Cement in its merger with LaFarge S.A. Successfully negotiated a settlement with the FTC (In re LaFarge S.A.).
- Successfully defended ChoicePoint in an FTC merger investigation of ChoicePoint’s acquisition by Reed Elsevier.
- Successfully defended John H. Harland in a DOJ merger investigation of Harland’s acquisition by Clarke American. The merger resulted in consolidating the number of national check printers in the United States from three to two.
- Representing Sprint is its controlled Clearwire joint venture.
- Represented Sprint Nextel in a joint venture with Comcast Cable, Cox Communications, Time Warner Cable and Advance/Newhouse.
- Represented Sprint Nextel in its acquisition of Virgin Mobile.
- Represented Sprint Nextel in its $4.3 billion acquisition of Alamosa, its $1.3 billion acquisition of US Unwired, its $1.3 billion acquisition of UbiquiTel, its $831 million acquisition of iPCS, its $427 million acquisition of IWO Holdings, its $287 million acquisition of Gulf Coast Wireless and its $75.5 million acquisition of Enterprise Communications.
- Represented Sprint in its $35 billion merger with Nextel. Advised Sprint on all premerger coordination/integration issues.
- Represented Sprint on the formation and operation of Sprint’s wireless PCS business, including Sprint’s participation in the original and subsequent wireless auctions.
- Successfully defended Sprint in a DOJ investigation of its multi-billion dollar Global One joint venture with France Telecom and Deutsche Telekom. Successfully negotiated a settlement with DOJ (United States v. Sprint Corporation and Joint Venture Co.).
- Successfully defended a satellite broadcasting company in a DOJ merger investigation of a merger with a competitor.
- Successfully defended a multinational publisher in DOJ merger investigation of an acquisition of a competitor.
Civil and Criminal Government Antitrust and Consumer Protection Investigations and Litigation
- Defending Countrywide Financial Corporation, which is a Bank of America subsidiary, in an FTC consumer protection investigation of Countrywide’s mortgage loan servicing practices.
- Successfully defended a Fortune 100 client in a DOJ civil bid-rigging investigation. The investigation closed without DOJ action.
- Successfully defended a Fortune 100 insurance client in a DOJ civil investigation of certain industry-wide practices of consultants. The investigation closed without DOJ action.
- Successfully defended McLane Company in a Section 1 Sherman Act in an action in federal District Court in Connecticut. The suit alleged federal and state antitrust tying violations arising from the sale of products to the Plaintiff. McLane’s motion to dismiss with prejudice was granted by the federal District Court.
- Defended UCAR International (now GrafTech) in a federal grand jury price fixing investigation. Criminal complaint filed by DOJ, which was settled successfully for $100 million (United States v. UCAR International Inc.).
Counseling
- Advises clients on antitrust issues arising from their everyday business practices, including exclusivity and foreclosure, resale price maintenance, Robinson-Patman price discrimination, refusals to deal, and tying and predatory bundling issues.
- Advises a multi-billion dollar hedge fund on mergers and acquisitions in a variety of industries.
- Develops and structures antitrust compliance programs for clients.
INDUSTRY SPECIALTIES
Energy Antitrust
Oil and Gas
- Successfully defended one of the world’s largest integrated petroleum companies in the 2006 civil investigation by the FTC involving the refining, distribution, and sale of light petroleum products in the United States, as well as possible price gouging in the sale of these products. Also assisted the client in responding to concurrent congressional investigations. Successfully convinced the FTC of no illegal conduct by the client, which the FTC reported in its May 2006 Report of Gasoline Price Manipulation and Post-Katrina Price Increases.
- Represented Angola LNG on the antitrust issues arising from the formation of the venture by a number of the world’s largest energy companies.
- Represented Cheniere Energy Inc. in the operation and sale of capacity in the Sabine Pass LNG receiving terminal.
- Represented Freeport LNG Development, L.P. in the operation and sale of capacity in the Freeport LNG receiving terminal.
- Represented Haddington Ventures, L.L.C. in the acquisition of its Bobcat Gas Storage assets by Spectra Energy Corporation.
- Represented Pride International on strategic antitrust issues.
- Represented Torch Offshore Inc. in a DOJ investigation of its sale of certain assets to Cal Dive International. The divested assets included two shelf pipelay barges, four shelf diving vessels, a deepwater pipelay vessel, and a portable saturation diving system.
- Represented Valerus Compression Services in its acquisition by TPG Capital.
- Represented Woodside Petroleum in its Chinguetti petroleum joint venture with a number of other petroleum companies.
Power
- Representing Dynegy Inc. in its acquisition by Blackstone Group.
- Representing Exelon Corporation in its acquisition of John Deere Renewables.
- Representing Mirant Corporation in a DOJ antitrust investigation of its merger with RRI Energy.
- Represented Trigen Energy in a Section 2 Sherman Act lawsuit against Oklahoma Gas & Electric alleging monopolization of the district cooling market in downtown Oklahoma City. Successful jury trial with award of treble damages (Trigen Energy Corporation v. Oklahoma Gas & Electric).
Healthcare Antitrust
Medical Devices/Pharmaceuticals
- Advises medical device and pharmaceutical clients on antitrust issues arising from distribution, licensing, marketing and pricing practices, including the antitrust issues that arise from the settlement of patent claims between branded and generic drug makers, additionally including filing notifications with the DOJ and FTC pursuant to the Medicare Modernization Act, and the antitrust issues that arise from the use by a branded drug maker of an authorized generic.
- Advises medical device and pharmaceutical clients on collaborations with competitors, including mergers, acquisitions and joint ventures. Obtains Hart-Scott-Rodino clearances when necessary and responds to FTC investigations.
- Representing one of the leading global branded pharmaceutical companies in DOJ and FTC antitrust investigations of a proposed patent settlement with a generic drug company and the use of authorized generics.
- Representing one of the leading global branded pharmaceutical companies in the FTC Authorized Generics industry sector investigation.
Providers
- Advises hospital and physician clients on the formation and operation of network joint ventures, including financially integrated, clinical integrated and messenger model networks.
- Advises hospital and physician clients on managed care contract negotiations with insurance companies.
- Advises hospital and physician clients on proposed mergers and acquisitions. Obtains Hart-Scott-Rodino clearances when necessary and responds to DOJ and FTC investigations.
- Representing Hospital Corporation of America in a Sections 1 and 2 Sherman Act (tying) federal antitrust action against a competing hospital system. The action challenges certain anticompetitive tying practices by Phoebe Putney, which is the dominant medical center in southwest Georgia. (Palmyra Park Medical Center, Inc. v. Phoebe Putney Memorial Hospital, Inc., et al.)
- Successfully defended Capella Healthcare in an FTC merger investigation of its acquisition of five hospitals from HCA, and the simultaneous sale of one the hospitals to the St. Francis Medical Center in Monroe, Louisiana.
- Represented King’s Daughter Hospital in its acquisition by Scott & White Healthcare, which ultimately received clearance by the FTC under a failing firm defense.
- Successfully defended Piedmont Healthcare, Inc. (an Atlanta hospital system) in an FTC merger investigation of Piedmont’s acquisition of Newnan Hospital (another hospital in metropolitan Atlanta).
- Successfully defended physician clients and their messenger model network in a year long FTC civil price fixing and concerted refusal to deal investigation. Convinced the FTC to close the investigation without any action.
- Defending a 500 plus physician member network in an FTC price-fixing investigation.
- Defended South Georgia Health Partners in an FTC civil price fixing and concerted refusal to deal investigation of a super PHO comprised of five hospitals, as well as and over 400 physicians. Successfully negotiated a settlement to resolve FTC concerns, which enabled the member PHOs to continue operating. Unlike other recent FTC settlements, negotiated a settlement that did not name the non-physician executive of the super PHO as a defendant (In re South Georgia Health Partners, L.L.C.).
Recent Publications
- Hospital Mergers In Tough Economic Times: A Closer Look At The Failing And Flailing Firm Defense In The 2010 Draft Horizontal Merger Guidelines, 2010 Antitrust in Healthcare Conference, sponsored by the American Bar Association (ABA) Health Law Section, ABA Section of Antitrust Law, and American Health Lawyers Association (May 2010).
- Comments to the European Commission on its Draft Notice on remedies acceptable under Council Regulation (EEC) No 139/2004 and under Commission Regulation (EC) No 802/2004, Working Group of the Antitrust Committee of the International Bar Association (2007) (Co-Chair).
- United States Chapter, Getting the Deal Through Telecoms And Media 2006, Global Competition Review, Law Business Research Ltd (2006).
- United States Chapter, Getting the Deal Through Telecoms And Media 2005, Global Competition Review, Law Business Research Ltd (2005).
- Vertical Mergers Chapter, Telecom Antitrust Handbook. ABA SECTION OF ANTITRUST LAW(2005) (Co-Author).
- United States Chapter, Getting the Deal Through Telecoms And Media 2004, Global Competition Review, Law Business Research Ltd (2004).
- Evaluating the Competitive Effects of Mergers of Internet Backbone Providers, 3 ACM Transactions on Internet Technology 187 (2002).
- Prosecutors as Judge and Jury: The Antitrust Review of Telecom Mergers, IBA/ABA Communications and Competition: Developments at the Crossroads (2002).
- Merger Policy in the Communications Sector – Recent Case Update, for international bar association section of business law’s 11th annual seminar on telecommunications services and competition law in Europe (2001).
- Antitrust Scrutiny of Telecommunications Mergers, Joint Ventures and Strategic Alliances - A Shift From Regulation to Enforcement, for International Bar Association Section of Business Law’s 10th Annual Seminar on Telecommunications Services and Competition Law in Europe (1999).
Presentations
- “Mergers and Acquisitions Among Healthcare Providers in 2010 Are There New Rules for the Game,” 2010 Antitrust in Healthcare Conference, sponsored by the American Bar Association (ABA) Health Law Section, ABA Section of Antitrust Law, and American Health Lawyers Association (May 2010).
- “Healthcare Antitrust,” National Society of Certified Healthcare Business Consultants Mid-Winter Annual Meeting, Washington, D.C., October 2009.
- “Antitrust Developments in the Obama Administration, King & Spalding Client Forum, Atlanta, GA October 2009.
- “Antitrust Enforcement and the Energy Industry Under the Obama Administration: A Sea Change in Enforcement Vigor and Priorities,” King & Spalding Energy Forum, Houston, September 2009.
- “Medical Staff 2.0: Clinical Integration of Physicians and Hospitals,” King & Spalding, The Health Law and Policy Forum, Atlanta, February 2009.
- “Antitrust Issues for Pharmaceutical Manufacturers,” King & Spalding Pharmaceutical University, Washington DC, July 2008.
- “Healthcare Antitrust: Policy Enforcement Actions and Trends for Physician Integration and Managed Care Contracting Strategies,” Jeffrey S. Spigel, King & Spalding, Fall Managed Care Forum 2006: The Future of Healthcare Delivery, American Association of Integrated Healthcare Delivery Systems, the American Association of Managed Care Nurses and the National Association of Managed Care Physicians, Las Vegas, November 2006.
- “Healthcare Antitrust in 2006: Policy, Enforcement Actions and Trends,” Jeffrey S. Spigel, King & Spalding, & William Blumenthal, General Counsel, Federal Trade Commission, The Health Law and Policy Forum, King & Spalding, American College of Healthcare Executives and the American Association of Homes and Services for the Aging, Atlanta, March 2006.
- “Antitrust Fundamentals,” Jeffrey S. Spigel, King & Spalding, International Air Transport Association Legal Symposium, Hong Kong, February 2006.
- “Clinical Integration: A Strategy for Contracting, Quality & Marketing,” Jeffrey S. Spigel, King & Spalding, & Jon Harris-Shapiro, Pro-Soft Inc, Fall Managed Care Forum for Hospitals, Health Systems and Medical Groups 2004, American Association of Integrated Healthcare Delivery Systems, the American Association of Managed Care Nurses and the National Association of Managed Care Physicians, Las Vegas, November 2004.
- “What Must Provider Networks Do To Be Legal?,” Jeffrey S. Spigel, King & Spalding & Steven J. Osnowitz, Healthcare Services & Products Division of the Bureau of Competition, Federal Trade Commission, Southeastern Health Law & Policy Forum, King & Spalding, American College of Healthcare Executives and the American Association of Homes and Services for the Aging, Atlanta, March 2004.
- “Antitrust Issues For Healthcare Providers,” Jeffrey S. Spigel, King & Spalding, Fall Membership Meeting, Tennessee Oncology Practice Society, Nashville, September 2004.
- “Antitrust Remedies,” Jeffrey S. Spigel, King & Spalding, Carrier-to-Carrier Telecommunications Deals, Law Seminars International, Atlanta, November 2003.
Memberships
- American Bar Association, Antitrust Section
- American Health Lawyers Association
- Federal Communications Bar Association
- International Bar Association
