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Stephen M. Pepper advises clients on the antitrust aspects of mergers, acquisitions, joint ventures, and competitor collaborations. He has wide-ranging experience with the antitrust pre-acquisition reporting requirements of the Hart-Scott-Rodino (HSR) Act as well as the reporting requirements of foreign jurisdictions around the world. He frequently advises clients on global merger clearance strategy for international transactions, including the coordination of international merger control filings and clearance efforts. His practice routinely includes a range of complex antitrust issues, such as information exchange, intellectual property agreements, distribution agreements, and sales and marketing strategies, ensuring compliance with both domestic and international antitrust laws.

In the United States, Stephen regularly handles merger matters through Second Request substantial compliance as well as merger remedy negotiations with the agencies. He also advises clients seeking to acquire assets from parties involved in merger remedy negotiations with the agencies that are facing divestitures as a condition to clearance.

Stephen has obtained antitrust clearance from the U.S. Department of Justice, the Federal Trade Commission, and foreign merger control authorities for transactions in a variety of industries, including health care, biotech, transportation, commodities, telecom infrastructure, entertainment and media, engineering, software, semiconductor equipment, chemicals, retail stores, food and beverage, publishing, and consulting.

Stephen regularly writes and presents on topics related to antitrust law, and is a member of the NY City Bar Antitrust & Trade Regulation Committee.

Concentrations

  • Antitrust
  • Hart-Scott Rodino Act
  • Mergers and acquisitions

Capabilities

Experience

  • Represented Blue Wolf Capital Partners, LLC in connection with the sale of StateServ Medical, the leading durable medical equipment (DME) benefit management company supporting hospices and other post-acute care providers in the United States.
  • Represented Blue Wolf Capital Partners, LLC in connection with the acquisition of CIVCO Radiotherapy, a global leader of radiotherapy patient positioning and immobilization equipment.
  • Represented BioTelemetry on its acquisition of LifeWatch AG
  • Represented Consello Capital in connection with its acquisition of EHE Health, a national health care provider network in preventive health.
  • Represented Bioreference Labs in its acquisition by OPKO Health.°
  • Represented Smith & Nephew in its acquisition of Arthrocare.°
  • Represented Shire plc in connection with its acquisition of Viropharma Inc.°
  • Represented Shire plc in connection with its proposed merger with AbbVie Inc.°
  • Represented PSA Healthcare in its merger with Epic Healthcare Services, Inc.
  • Represented GTCR in connection with its acquisition of Foundation Source, the nation’s largest provider of foundation management services.
  • Represented Sun Capital Partners in its sale of Ames Taping Tools, the nation’s foremost provider of automatic taping and finishing tools and related products to the professional drywall finishing industry.
  • Represented Maidenform Brands in its acquisition by Hanesbrands.°
  • Represented H.J. Heinz in its acquisition by 3G Capital and Berkshire Hathaway.°
  • Represented ConAgra in its acquisition of Ralcorp.°
  • Represented Daikin Industries Ltd. in its acquisition of air conditioner manufacturer Goodman Global Inc.°
  • Represented VF Corporation in its acquisition of Timberland.°
  • Represented Tyson Foods in its acquisition of Hillshire Brands.°
  • Represented Sports Direct in acquisition of Bob’s Stores and Eastern Mountain Sports
  • Represented Jarden Corporation in its merger with Newell Rubbermaid
  • Represented Brentwood Associates in its sale of Allen Edmonds to Caleres, Inc.
  • Represented Marque Brands, LLC, an affiliate of Neuberger Berman, in connection with its acquisition of a majority ownership in America’s Test Kitchen (“ATK”) and its associated brands, including Cook’s Illustrated and Cook’s Country. ATK is a food and culinary media business, which leverages its industry-leading testing process for recipes and kitchen equipment to produce top class recipes and unbiased product reviews. ATK and its diverse portfolio of brands has an expansive audience across various media platforms.
  • Represented Black Dragon Capital in connection with its acquisition of Grass Valley, a leading technology supplier of advanced broadcast and media solutions, with operations in over 20 different jurisdictions worldwide.
  • Represented Comcast in its joint venture with NBCUniversal.°
  • Represented TracFone in acquisition of a Fortune 50 Retailer mobile business from T-Mobile.
  • Represented Ingram Micro in its acquisition of BrightPoint.°
  • Represented Micrel as target in acquisition by Microchip.°
  • Represented SS&C Technologies Holdings, Inc. in connection with its acquisition of Advent Software.°
  • Represented LGC Limited in acquisition of the business of API Food Quality, Inc.
  • Represented Palm in connection with its sale to Hewlett Packard.°
  • Representation of Arko Holdings Ltd. and GPM Petroleum in connection with its acquisition of retail gas stations, convenience stores, and a wholesale fuel distribution business from Empire Petroleum. Obtained clearance from the Federal Trade Commission, which alleged that the acquisition would violate federal antitrust laws. Arko and Empire agreed to divest retail fuel assets in local gasoline and diesel fuel markets across four states to reach settlement with the FTC.
  • Represented Technip in its acquisition of Stone & Webster process technologies and associated oil and gas engineering capabilities from The Shaw Group.°
  • Represented Technip in its acquisition of Global Industries.°
  • Represented Centre Partners in connection with its sale of Stonewall Kitchen, a leading manufacturer of premium branded specialty food and gift products, including jams, olive oils, bottled sauces, crackers and pancake mixes. 
  • Represented WeWork in connection with its acquisition of Emprenurban, a Latin American-based real estate development and construction company.
  • Represented PartnerRe in its proposed merger with AXIS Capital. This deal was aborted and an interloper, Exor S.A., acquired PartnerRe. Also advised in that acquisition where antitrust clearance was required in 20 jurisdictions.°
  • Represented Citigroup in its sale of its OneMain business to Springleaf.°
  • Represented PricewaterhouseCoopers in its acquisition of Booz & Company.°

°The above representations were handled by Mr. Pepper prior to his joining Greenberg Traurig, LLP.

Recognition & Leadership

  • Member, Winning Team, M&A Advisor's Turnaround Awards, "Professional Services (B-To-B) Deal of the Year" and "Restructuring Community Impact Deal of the Year" for the Preferred Stock Investment in Roadrunner Transportation Systems, 2018

Credentials

Education
  • J.D., with highest honors, The George Washington University Law School, 2000
    • Order of the Coif
    • Member, George Washington Law Review
  • B.A., magna cum laude, University of Maryland, 1996
Admissions
  • New York
  • U.S. District Court for the Eastern District of New York
  • U.S. District Court for the Southern District of New York