ProfessionalsCharles F. (Rick) Rule
A partner and co-chair of the Antitrust Group, Rick Rule focuses his practice on providing U.S. and international antitrust advice to major corporations in connection with “bet-the-company” matters, particularly high-profile mergers, acquisitions and joint ventures. Formerly head of the Antitrust Division of the U.S. Department of Justice (DOJ), Rick currently represents corporate clients in connection with civil and grand jury investigations by the DOJ, the U.S. Federal Trade Commission (FTC) and the European Commission and in private and governmental litigation both at the trial and appellate levels.
Rick has played a lead role in the antitrust clearance of some of the highest-profile mergers over the past quarter century. Among others, he has advised Cigna in its $67 billion acquisition of Express Scripts and its proposed $54 billion merger with Anthem; Microsoft Corporation in its $26 billion acquisition of LinkedIn and its $8.5 billion acquisition of Skype; Eli Lilly in its $5.4 billion acquisition of Novartis Animal Health; US Airways in its $11 billion merger with American Airlines and in its previous $1.5 billion merger with America West; Monsanto in its $68 billion merger with Bayer; Anheuser-Busch InBev in its $20 billion acquisition of Modelo; Pfizer in its $68 billion acquisition of Wyeth; MGM Mirage in its $7.9 billion acquisition of Mandalay Resort Group; WorldCom in its attempted $129 billion merger with Sprint; and Exxon in its $73 billion merger with Mobil. Rick has also handled major civil and criminal litigations on behalf of clients such as Microsoft, Cigna, The Pasha Group, Kentucky Speedway, Dexia, Morgan Stanley, Fair Isaac Corporation and Nippon Chemi-Con. Additional recent clients include Sirius XM, Goodyear Tire and Rubber, Nucor Corporation, Celanese Corporation and Bacardi Limited.
Awards and Recognitions
Acknowledged as one of the world’s leading antitrust lawyers, Rick has received numerous industry recognitions throughout his career. Rick is regularly listed in distinguished legal rankings, including as a top band attorney in the Antitrust and Competition categories by Chambers USA and Chambers Global; as a “Leading Lawyer” in the Antitrust Civil Litigation category by The Legal 500 US; and as a “Top 10 Practitioner” in the Antitrust category by Benchmark Litigation. In 2019, Rick was named “Dealmaker of the Year” by The American Lawyer for his work on behalf of Cigna in its acquisition of Express Scripts. In 2018, Rick and his team were awarded “European Deal of the Year” by The Deal at its inaugural European Awards for their work on behalf of Monsanto in its acquisition by Bayer. In 2012, Rick’s work on behalf of Microsoft in its acquisition of Skype was awarded “Merger Control Matter of the Year – Europe” by Global Competition Review. Rick was also named a top legal innovator by the Financial Times in its annual “U.S. Innovative Lawyers” report for his work on behalf of Microsoft. Additional publications consistently rank Rick as one of the leading antitrust lawyers in the world, including The Best Lawyers in America, The Legal Times, Lawdragon, The Washingtonian, Super Lawyers and multiple Who’s Who Legal publications.
A versatile practitioner, Rick provides U.S. and international antitrust advice to clients facing challenges on the transactional, regulatory and litigation fronts. He regularly represents major corporations and private equity firms in contested multibillion-dollar transactions and advises clients on comprehensive strategies when their interests are implicated in another merger in their industry. Rick also represents clients in civil and criminal litigation and has argued on behalf of his clients in courts throughout the country. While in government, he argued on behalf of the United States in several appeals and before the U.S. Supreme Court in Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574 (1986). Rick was also a key member of the team that negotiated on behalf of Microsoft, bringing a conclusion to the historic antitrust lawsuit that the DOJ and a number of states pursued against the company.
Rick represents major global corporations, financial institutions and individuals in connection with criminal grand jury investigations by the DOJ and other enforcement agencies involving allegations of price fixing, market allocation, bid rigging and other criminal conduct on a national or global scale. Based on his former government experience and his ongoing professional interactions with senior government officials, Rick advises clients in effective strategies for protecting their interests throughout the investigation process. In several cases, he has been hired to replace original counsel and helped the company/individual avoid indictment and, in many cases, avoid the need for a plea agreement or amnesty application. Rick has also been retained as an expert witness concerning the government’s criminal antitrust enforcement and its leniency program.
Rick is at the forefront of antitrust law and is uniquely capable of advising clients on the antitrust regulatory environment affecting the way they do business globally. As agencies and rules evolve, he helps clients understand the new legal framework, assess the legal risk and rewards associated with a range of competitive strategies, and work with government bodies to take advantage of, and ensure appropriate compliance with, the regulations governing the clients’ chosen strategy. He has unique experience counseling on antitrust and competition matters for multinational clients operating in China and guiding companies in complying with China’s foreign antitrust laws as they expand into Asia.
Notable representations include:
- Cigna in various matters, including in:
- its $67 billion acquisition of Express Scripts; and
- its proposed $54 billion merger with Anthem as well as in subsequent litigation brought by the DOJ and several states seeking to enjoin the merger.
- Microsoft Corporation in a number of transactions, including in:
- its $26 billion acquisition of LinkedIn;
- its $7 billion acquisition of Nokia’s handset business;
- its role in the acquisition of more than 6,000 patents from Nortel;
- in its purchase from AOL of more than 800 patents and related patent applications as well as a non-exclusive license to AOL’s retained patent portfolio for $1.1 billion, and in the subsequent assignment of a significant portion of those IP assets to Facebook Inc. for $550 million;
- its $8.5 billion acquisition of Skype;
- its acquisition of Yahoo!’s search business and subsequent partnership agreement with Yahoo!; and
- in the sale of its online advertising agency Razorfish to Publicis Groupe for $530 million, and in Microsoft’s 5-year strategic alliance agreement with Publicis Groupe.
- Eli Lilly & Company and its subsidiaries in a variety of acquisitions and licensing transactions, including in:
- Elanco’s $885 million acquisition of the U.S. feline, canine and rabies vaccines portfolio of Boehringer Ingelheim Vetmedica; and
- its $5.4 billion acquisition of Novartis Animal Health.
- Sirius XM in connection with a DOJ antitrust investigation regarding its $3.5 billion acquisition of Pandora Media.
- Goodyear Tire & Rubber Company in various matters, including in its joint venture with Bridgestone to combine their U.S. wholesale tire distribution business to create TireHub.
- Monsanto Company and its board of directors in connection with certain antitrust aspects related to its $66 billion acquisition by Bayer.
- Dana Incorporated in its approximately $6.1 billion definitive agreement to combine with the Driveline division of GKN plc to create Dana plc.
- US Airways in several high-profile and contested transactions, including in:
- its $11 billion merger with American Airlines, as well as in subsequent litigation and settlement with the DOJ;
- its 2009 agreement with Delta Air Lines to swap slots at New York LaGuardia and Reagan National airports;
- its efforts to acquire Delta out of bankruptcy;
- its $1.5 billion merger with America West Airways;
- its proposed merger with United Airlines; and
- British Airways’ (BA) investment in US Airways in the early 1990s, and in US Airways’ successful efforts to force BA to divest that interest.
- Delta & Pine Land in its acquisition by Monsanto Corp, where antitrust merger clearance was achieved via consent decree following an investigation by the DOJ, which previously sought to challenge the same transaction.
- The Pasha Group in its acquisition of Horizon Lines’ Hawaii cargo service.
- Anheuser-Busch InBev in various matters, including in its $20 billion acquisition of Modelo.
- The U.S. Treasury in the bailout of General Motors and Chrysler.
- Exxon Corporation in its $73 billion merger with Mobil Oil Corporation.
- Pfizer in its $68 billion cash and stock acquisition of Wyeth Pharmaceuticals.
- Vertis Holdings, Inc. in its acquisition by QuadGraphics.
- MGM Mirage in its $7.9 billion acquisition of Mandalay Resort Group.
- Island ECN in its merger with Instinet.
- Northrop Grumman in its acquisition of Newport News.
- WorldCom Inc. in its attempted $129 billion merger with Sprint Corporation.
- NYNEX in its merger with Bell Atlantic to create Verizon Communications.
- Celanese Corporation in various acquisitions and divestitures.
- CIGNA, a global health insurance service company, in United States v. Anthem Inc. and Cigna Corp., the suit brought by the DOJ and several states to block its $54 billion acquisition by Anthem Health.
- Nippon Chemi-Con and its U.S.-based subsidiary United Chemi-Con, in defense of multidistrict litigation comprised of two class actions brought by direct and indirect purchasers, as well as in several opt-out suits, alleging price fixing in the market for aluminum electrolytic, tantalum electrolytic, and film capacitors.
- Microsoft in the settlement of United States v. Microsoft Corp, the landmark antitrust suit brought by the DOJ and twenty state attorneys general alleging antitrust violations under Sections 1 and 2 of the Sherman Act.
- US Airways in:
- the settlement of United States v. US Airways Group, Inc. and AMR Corporation, the suit brought by the DOJ and seven state attorneys general under antitrust laws to block the company’s high-profile merger with American Airlines; and
- a federal civil antitrust lawsuit against Sabre Holdings Corp. to halt anti-competitive and anti-consumer practices, including engaging in a pattern of exclusionary conduct to shut out competition, protect its monopoly pricing power and maintain its technologically-obsolete business model.
- The Royal Bank of Scotland in In re Credit Default Swaps Antitrust Litig., MDL No. 2476M, defending the bank against class actions under Sections 1 and 2 of the Sherman Act.
- The Fair Isaac Corporation as lead antitrust counsel in an action brought against the three national credit bureaus, Equifax, Experian, and Trans Union and their joint venture VantageScore.
- Financial Security Assurance, Inc. and Financial Security Assurance Holdings, Ltd. in multidistrict class action litigation alleging antitrust violations in the municipal derivatives industry.
- Morgan Stanley in defense of an antitrust class action relating to auction rate securities.
GRAND JURY INVESTIGATIONS
- Nippon Chemi-Con Corporation in the settlement of a DOJ grand jury investigation regarding alleged price fixing in the capacitors market.
- The Pasha Group in an investigation regarding alleged bid-rigging, which resulted in a conditional plea agreement without any executives being charged.
- A European financial institution with subsidiaries in the United States that were the subject of an investigation by the DOJ and several state attorneys general regarding alleged bid-rigging and market allocation in financial markets related to municipal guaranteed investment contracts.
- A major national air carrier in the DOJ’s air cargo investigation. The carrier was not indicted and did not plead.
- A major petro-chemical corporation in a DOJ investigation into alleged price fixing in the chemicals industry. Though many of the client’s competitors were forced to plead guilty, the client did not plead and its identity was never disclosed.
- A major multinational corporation in a DOJ investigation of the marine hose industry. The client was the only member of the industry that was not indicted and did not plead to any violation.
- An executive of a Japanese auto parts manufacturer in the successful resolution of a DOJ criminal antitrust investigation.
Rick began his career as William Baxter’s special assistant in the Antitrust Division of the DOJ, subsequently being appointed as first Deputy Assistant Attorney General and later Principal Deputy Assistant Attorney General. He served as acting head of the Division for part of 1985 and was permanently appointed to the position in late 1986, becoming the youngest person ever to be confirmed by the Senate as Assistant Attorney General in charge of the Antitrust Division. In 1988, in recognition of his exemplary performance, he received the Edmund J. Randolph Award from the DOJ. Following his departure from the DOJ in 1989, Rick has been a partner and head of the antitrust practice at several leading New York and Washington, D.C. law firms.
Rick is a frequent author and lecturer on antitrust and regulatory topics, and he has participated in numerous conferences, workshops and programs on issues of merger enforcement and trade regulation. Rick has also served as a Distinguished Adjunct Professor of Law at American University’s Washington College of Law. He was the inaugural chair of the Corporations, Securities and Antitrust Practice Group of the Federalist Society and served as Chair of the Economics Committee of the American Bar Association’s Antitrust Section. He is an emeritus member of the advisory board of BNA’s Antitrust & Trade Regulation Report, the Washington Legal Foundation and the Landmark Legal Foundation. He is a member of the Board of Directors of the Children’s Law Center and previously served on the Visiting Committee of the University of Chicago Law School.