The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Antonia Sherman, Partner — Competition/Antitrust
Antonia Sherman is a partner in Linklaters’ Competition/Antitrust practice based in Washington, DC. She represents clients in merger and non-merger investigations before the Federal Trade Commission and Department of Justice. She provides advice on the antitrust aspects of mergers and acquisitions, joint ventures, and other business arrangements, with a particular focus on complying with and obtaining merger clearances, both under the U.S. Hart-Scott-Rodino Act and the laws of non-U.S. jurisdictions. She has broad experience with general commercial and antitrust litigation in state and federal courts. Antonia serves on the Recruitment and Retention Committee for the firm’s global U.S. practice. She graduated with a B.A. from Amherst College and a J.D. from Emory University School of Law.
Describe your practice area and what it entails.
Our group handles all aspects of antitrust and competition practice, including cartels, merger control, behavioral issues, and civil litigation. I focus primarily on merger control, where we represent clients in merger control proceedings in the U.S. and elsewhere. Merger control refers to a review/investigation by an antitrust authority of an M&A transaction. At least 180 countries have merger control laws that require the parties to an M&A transaction to file a notification with a government agency describing their pending transaction and observe a waiting period prior to closing the deal. Because of the global nature of Linklaters’ practice and client base, our work tends to be multijurisdictional. When a deal comes to the team, we assess the combination to determine whether there is potential harm to competition and any product overlaps. If there are product overlaps, we evaluate how substantial they are and if the transaction is going to require a remedy or consent agreement with one or more government agencies so the deal can go through. At the same time, we determine where merger control filings are required and plot out the timeline for the antitrust process all the way through to closing, which is generally determined by whether there are substantive issues brought upon by an overlap that will require a remedy. We also engage with the regulators and defend the merger, setting out the procompetitive arguments as to why the transaction will not result in harm to consumers and, if applicable, why any proposed remedy would cure any potential harm.
What types of clients do you represent?
We work mostly with large multinational corporations in a wide variety of sectors, including energy, health care, industrial gasses, and mining. We often represent European, Canadian, and Latin American clients. In addition, we represent private equity firms, which have a global presence and so are often required to notify transactions in multiple countries, even if there are not any substantive issues.
What types of cases/deals do you work on?
Most of our deals feature a cross-border element, given our multinational client base, and so we usually work closely with our Linklaters colleagues in Europe and Asia. In many transactions, we act as the quarterback for the transaction with local counsel in Latin America, Africa, India, and Australia, to name a few. One of our more recent deals was a cross-border merger of equals in the industrial gas industry—between Linklaters’ client Linde AG, a German company, and Praxair, Inc., a U.S. company—which involved merger clearances and remedies in many countries. The Linklaters team included antitrust, tax, corporate/M&A, and employment lawyers from New York; Washington, DC; Brussels; Munich; and London.
How did you choose this practice area?
I started my career as a legal assistant at a large firm in New York and had a few antitrust assignments. After law school, I returned to that firm and joined the antitrust group, subsequently transferring to the M&A group. After that, I joined Linklaters in the Litigation group and then transitioned to the U.S. Antitrust practice when it started up. It was very helpful for me to have a background in M&A and litigation because antitrust is an interdisciplinary practice area with transactional and litigation elements, as well as a hefty dose of economics.
What is a typical day like and/or what are some common tasks you perform?
Given that I sit in Washington, DC, and many of our clients are in Europe and Asia, my day starts with a lot of early-morning calls with clients. We catch up on what happened with the deals overnight, and I fill the client in on the status of proceedings with U.S. agencies and various other jurisdictions that we are overseeing. I also spend time reviewing where filings might be required for transactions, speaking with M&A lawyers about antitrust provisions that should go into their agreements, completing a substantive assessment of a given transaction to see if there are going to be issues, and talking to the clients and experts about the products and market relating to a given deal. We also regularly go to the Federal Trade Commission (FTC) and Department of Justice (DOJ) to discuss transactions.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
If you want to do merger antitrust work, it is key to understand how M&A transactions work. An economics background is really helpful since so much of what we do relates to economics. We do a lot of writing, analysis, and advocacy, so litigation-based classes and training are also really helpful. And, it goes without saying, I would recommend taking a couple of antitrust classes!
What do you like best about your practice area?
I really enjoy digging into various industries and have had the opportunity to learn a great deal about many different industries and products over the years. I frequently speak with businesspeople and others who are experts in their fields and are passionate about their products. It is interesting, fun, and stimulating to delve deeply into an industry in order to understand the dynamics of the market. Additionally, due to the global nature of most of our deals, I have been able to develop longstanding relationships with colleagues and local counsel all over the world.
What is unique about your practice area at your firm?
What sets Linklaters’ Competition/Antitrust group apart is that it is a truly global practice group. Our group consists of around 160 dedicated competition lawyers sitting in New York; Washington, DC; London; Brussels; Düsseldorf; Madrid; Lisbon; Milan; Beijing; and Hong Kong—and no one office or region dominates the work. We cover mergers, cartels, civil litigation, and conduct and have strong working relationships with law firms all over the world, such as Allens in Australia, Webber Wenzel in South Africa, and TT&A in India. Almost all of our deal teams are composed of lawyers from all over the world working on global competition law on a daily basis. I really like my colleagues and very much enjoy working within a global team.
What kinds of experience can summer associates gain in this practice area at your firm?
We try to replicate the junior associate experience for our summer associates. Our goal is for a summer associate to finish the program with an understanding of what they would be doing for their first couple of years at the firm. This includes, for example, taking the first crack at an overlap analysis in order to assess whether there are any issues with a transaction, researching and drafting memos on antitrust issues, and helping with U.S. and non-U.S. filings and submissions. We also take summer associates to meetings at the FTC and the DOJ and invite them to be on conference calls with clients, government agencies, and other counsel. On the cartel side, summer associates could be involved with witness interviews, internal investigations, and the drafting of research questions, in addition to contributing to briefs, motions, and the like.
How can lawyers develop greater cultural intelligence in dealing with international transactions and matters?
Be globally minded and curious, read the news, listen to podcasts, immerse yourself in international affairs and business generally and regarding the countries you are working with specifically. Develop an understanding of how these countries, via their media, view the U.S., including the conceptions they have about the U.S. and its politics. Be inclusive—avoid being U.S.-centric and making assumptions about others, whether they are from the U.S. or abroad. Just as you aren’t the spokesperson for your country, neither are they for theirs. Be respectful, polite, sensitive, and open-minded.