John E. Scribner

John has played a lead role in obtaining regulatory clearance for transactions in a variety of industries and possesses significant antitrust merger experience in the high-tech and pharmaceutical areas.  He regularly counsels clients such as Sanofi, Abbott Laboratories, Adobe, and Applied Materials on potential transactions. Among his notable matters, John secured U.S. Department of Justice clearance for Iron Mountain’s $2.6 billion acquisition of Recall Holdings. Iron Mountain and Recall were both leading providers of document management services in the U.S.  John recently obtained antitrust clearance for Sanofi in connection with a number of significant acquisitions including Bioverativ, Ablynx, and Alnylam.  He also secured Federal Trade Commission clearance for Abbott relating to its acquisition of Alere. 

John has also done extensive work in private antitrust litigation, including defending conspiracy, monopolization, tying, and antitrust counterclaims in patent cases on behalf of Johnson & Johnson, Eastman Kodak, Applera Corporation, Bertelsmann and Providence Equity Partners.

Several ranking directories consistently recognize John for his outstanding legal performance. John has been named by Chambers USA as a “Leading” Lawyer in Antitrust and has been listed in the Washington, D.C. Super Lawyers for antitrust.  He is also recognized by Legal 500 for merger control and is listed on Lawdragon 500’s “Leading Litigators in America” guide which honors “all-star litigators” from across the US who specialize in an array of litigation matters with “decades of experience on their feet in leading roles in state or federal courts and before government agencies.” The National Law Journal named John a 2020 “Washington, DC Trailblazer,” an honor awarded to 50 attorneys in the nation’s capital who are “innovators and thought leaders” in their respective practice areas.

Prior to joining Weil, John spent five years as a litigation attorney with the Federal Trade Commission where he was actively involved in merger and non-merger investigations in a wide range of industries, including defense, pharmaceuticals, infant formula, aviation, energy, industrial products, medical devices and high technology. He served as lead attorney in the FTC’s investigation of Boeing’s acquisition of McDonnell Douglas. While at the FTC, he received the Award for Superior Service and the Award for Meritorious Service.

John speaks on a number of antitrust topics including how to get your life sciences deal past the US antitrust authorities, the role of efficiencies in merger investigations and on antitrust issues that arise in patent litigation.

John received his J.D. in 1992 from the University of Oklahoma College of Law where he served as Note Editor of the Oklahoma Law Review.

Key Representations

Sanofi

• Acquisition of Inhibrx, Inc.- Advised Sanofi on its $2.2 billion acquisition of Inhibrx, Inc., a publicly traded clinical-stage biopharmaceutical company.
• Licensing agreement with Novavax, Inc.- Advised Sanofi on its co-exclusive licensing agreement with Novavax, Inc. to commercialize a COVID-19 vaccine and co-commercialize a flu-COVID-19 combination vaccine.
• Acquisition of Provention Bio, Inc.- Represented Sanofi in its ~$3.2 billion acquisition of Provention Bio, Inc., the maker of TZIELD, the first disease-modifying treatment for the delay of Stage 3 type 1 diabetes.
• Acquisition of Kadmon Holdings - Advised Sanofi on its $1.9 billion acquisition of Kadmon Holdings, a biopharmaceutical company that discovers, develops, and markets transformative therapies for disease areas of significant unmet medical needs.
• Acquisition of Amunix Pharmaceuticals, Inc. – Advised Sanofi on its $1.225 billion acquisition of Amunix Pharmaceuticals, Inc., a developer of immuno-oncology technologies.
• Acquisition of Translate Bio – Advised Sanofi on its $3.2 billion acquisition of Translate Bio, Inc., a clinical stage developer of mRNA therapeutics.
• Business Swap with Boehringer Ingelheim – Advised Sanofi on its $25 billion transaction relating to the exchange of Sanofi’s animal health business with the consumer healthcare business of Boehringer Ingelheim.
• Acquisition of Bioverativ – Advised Sanofi on its $11.6 billion acquisition of Bioverativ Inc., a developer of therapies for the treatment of hemophilia and other rare blood disorders.
• Acquisition of Ablynx – Advise Sanofi on its $4.8 billion acquisition of Ablynx NV, a developer of therapeutic protein treatments for human conditions and diseases in the areas of inflammation, hematology, immuno-oncology, oncology, and respiratory diseases.
• Acquisition of Protein Sciences – Advised Sanofi on its $750 million acquisition of Protein Sciences, a privately held vaccines biotechnology company. The deal closed following significant engagement with the FTC.
• Sale to Emergent BioSolutions – Advised Sanofi on its $125 million sale of its smallpox vaccine business to Emergent BioSolutions.
• Alliance with Alnylam – Advised Sanofi on the strategic restructuring of its alliance with Alnylam’s regarding RNAi therapeutics affecting the development and commercialization of certain products for the treatment of rare genetic diseases.
• Licensing agreement with MannKind Corporation – Advised Sanofi on its worldwide exclusive licensing agreement with MannKind Corporation to develop and commercialize Afrezza (insulin human) Inhalation Powder. Antitrust clearance was obtained without issuance of a Second Request.

NJOY, Inc.

• Sale to Altria Group, Inc. - Advised NJOY in its $2.75 billion sale to Altria Group, Inc. The combination of NJOY’s e-vapor product portfolio including NJOY ACE, currently the only pod-based e-vapor product with market authorizations from the FDA, with Altria’s commercial resources will help more adult smokers transition to smoke-free e-vapor alternatives.

Norfolk Southern

• Opposition of Canadian Pacific Railway – Represented Norfolk Southern in the U.S. Surface Transportation Board proceeding analyzing Canadian Pacific Railway’s $31 billion acquisition of Kansas City Southern and defending Norfolk Southern’s joint venture with Kansas City Southern from an unfounded attack by CSX Transportation in the same proceeding.

Fidelity National Financial, Inc.

• Investigation of Fidelity National Financial – Represented Fidelity National Financial in New York Attorney General Letitia James’ investigation into possible violations of New York state antitrust laws and Section 1 of the Sherman Act. The investigation was part of the Attorney General’s broader review of alleged “no-poach” agreements between competitors in the title insurance industry.

NanoString Technologies, Inc.

• Litigation against 10x Genomics, Inc. – Representing NanoString Technologies, Inc. in a patent and antitrust litigation against 10x Genomics, Inc. and Harvard College in the District of Delaware. NanoString, defendant to patent infringement claims, added antitrust counterclaims based on newly uncovered information about 10x and Harvard’s grant-related licensing obligation.

KIK Custom Products, Inc.

• Sale to Recochem Inc. – Advised KIK Custom Products Inc. on the antitrust aspects of the sale of its Auto Business Unit (“Prestone”) to Recochem Inc., a global manufacturer of automotive transportation fluids and certain household chemical products that is backed by private investment firm, CapVest.

Eli Lilly

• Investment in and collaboration with Foghorn Therapeutics - Advised Eli Lilly in its proposed investment in and collaboration with Foghorn Therapeutics, a biopharmaceutical company developing a new class of medicines that target genetically determined dependencies that cause cancer mutations by remodeling the shape of DNA.

Bio-Rad Laboratories

• Acquisition of DropWorks – Advised Bio-Rad Laboratories, a global leader in developing, manufacturing, and marketing a broad range of innovative products for the life science research and clinical diagnostic markets, in an antitrust probe related to its $125 million acquisition of DropWorks, a developer of a droplet-based digital PCR system designed to cost-effectively streamline the digital PCR workflow for life science research and diagnostic applications.

Tupy S.A.

• Acquisition of Teksid S.p.A. – Secured regulatory approval from the U.S. Department of Justice for Tupy’s acquisition of Teksid. Weil successfully guided Tupy through an intensive review by the DOJ. Tupy, a Brazilian company, is a major supplier of iron blocks and heads for heavy-duty engines to customers in North America. Teksid, an Italian company, is also a significant North American supplier of blocks and heads for heavy-duty engines. To resolve DOJ concerns, Tupy will acquire Teksid iron operations in Brazil and Portugal, but not in Mexico.

Iron Mountain Inc.

• Acquisition of Regency Technologies – Advised Iron Mountain on the antitrust aspects of its acquisition of Regency Technologies, a leading provider of IT asset disposition services. The combined platform establishes a market-leading distributed footprint for the remarketing and recycling of IT assets, which will help better serve the world’s largest companies in achieving their environmental and data security goals, while also strengthening Iron Mountain’s presence in the asset lifecycle management sector.
• Acquisition of Recall Holdings – Successfully secured regulatory approval from the U.S. Department of Justice for Iron Mountain Inc.’s $2.6 billion acquisition of Recall Holdings. Iron Mountain and Recall were both leading providers of management services.

Black Knight

• Acquisition of Optimal Blue – Represented Black Knight, a leading provider of integrated software, data and analytics solutions in its $1.8B acquisition of Optimal Blue LLC.

RF Micro Devices

• Merger with TriQuint Semiconductor – Represented RF Micro Devices, a designer and manufacturer of high-performance radio frequency solutions, in its $1.6 billion merger with TriQuint Semiconductor to form Qorvo, a leading provider of RF solutions and foundry services for communications, defense and aerospace companies. Antitrust clearance was obtained without issuance of a Second Request.

RealPage

• Acquisition of Buildium LLC – Represented RealPage, Inc., a provider of software and data analytics to the real estate industry, in its 580 million acquisition of Buildium LLC, a developer of property management software.

Adobe Systems

• Acquisition of TubeMogul Inc. – Represented Adobe Systems in successfully securing regulatory clearance from the FTC for its $540 million acquisition of TubeMogul Inc., a video advertisement platform provider.

Dex Media, Inc.

• Acquisition of YP Holdings – Represented Dex Media, Inc. in its acquisition of YP Holdings, a leading marketing solutions and search platform provider and publisher of the Real Yellow Pages® and YP.com.

Progressive Waste Solutions Ltd.

• Merger with Waste Connections, Inc. – Represented Progressive Waste Solutions Ltd., a provider of non-hazardous solid waste collection and landfill disposal services for commercial, industrial and residential customers in the United States and Canada, in its $2.67 billion merger with Waste Connections, Inc., a provider of solid waste collection, transfer, disposal, and recycling services in secondary markets of the western United States. Antitrust clearance was obtained without issuance of a Second Request.

Alfa SAB de CV

• Acquisition of J.L. French Automotive Castings – Represented Nemak, Alfa SAB de CV’s subsidiary in the high-tech aluminum auto parts business, in its $215 million acquisition of J.L. French Automotive Castings, a leader in aluminum cast parts for the automobile OEM sector.  Antitrust clearance was obtained without issuance of a Second Request.
• Alfa SAB de CV’s $496.8 million acquisition from Teksid Aluminum Ltd. – Represented Alfa SAB de CV, a large Mexican industrial conglomerate with over $6 billion in revenues worldwide, in its $496.8 million acquisition of certain North American and international assets from Teksid Aluminum Ltd., an automotive engine parts supplier. The firm successfully obtained antitrust clearance from U.S. regulators at the FTC and the DOJ. Approval was achieved without any divestitures or a Second Request, despite substantial product overlaps.
• Nemak’s €411 million acquisition of Hydro’s European castings operations – Represented Nemak, Alfa SAB de CV’s subsidiary in the high-tech aluminum auto parts business, in its €411 million acquisition of Hydro’s European castings operations, a business unit of Norsk Hydro. Antitrust approval was obtained from EU regulators.
• Acquisition of the Hydro Castings Division of Norsk Hydro ASA – Represented Alfa S.A.B. de C.V. in the €416 million acquisition of the Hydro Castings division of Norsk Hydro ASA by Tenedora Nemak S.A. de C.V.

Abbott Laboratories

• Acquisition of Cardiovascular Systems, Inc. (CSI) - Represented Abbott Laboratories in its $850 million acquisition of CSI, a medical device company with an innovative atherectomy system used in treating peripheral and coronary artery disease.
• Acquisition of Alere Inc. – Represented Abbott Laboratories, a global, broad-based health care company, in its acquisition of Alere Inc., a global leader in point of care diagnostics, in a deal valued at approximately $5.3 billion. Weil obtained antitrust clearance, with only limited divestitures required, from the FTC.
• Acquisition of Tendyne Holdings Inc. – Advised Abbott Laboratories in its $225 million acquisition of Tendyne Holdings Inc., a clinical stage medical device company. Antitrust clearance was obtained without issuance of a Second Request.

NYMEX Holdings Inc.

• Unconditional antitrust clearance obtained for merger with CME Group – Obtained unconditional antitrust clearance from the U.S. Department of Justice for NYMEX in connection with its multi-billion merger with CME Group. DOJ gave its consent after a detailed and thorough review of the transaction. No “Request for Additional Information” was issued and clearance was secured.

Univision Music Group

• Acquisition of Univision Music Group by Universal Music Group – Secured antitrust clearance from the FTC, without a second request, for the $140 million sale by Univision Music Group, leading producer of Latin recorded music in the U.S. and Mexico, to Universal Music Group.

Lincare Holdings, Inc.

• Acquisition by Linde AG – Represented Lincare Holdings, a US-based, publicly traded provider of respiratory therapy equipment for homes, in its $4.6 billion acquisition by Linde Group of Germany, one of the largest providers of industrial air and gas products in the world.

Metavante Corporation

• Acquisition of NYCE Corporation – Represented Metavante Corporation in the $610 million acquisition of NYCE Corporation from First Data Corporation.

Brazos Investment Partners, L.P.

• Consolidation of Ennis Paint, Inc. and Flint Trading Inc. – Counsel to Brazos Investment Partners on the consolidation of its portfolio companies, Ennis Paint, which manufactures pavement marking materials and traffic safety products, and Flint Trading, which manufactures preformed thermoplastic pavement markings, creating the leading global provider of pavement marking materials. Antitrust clearance was obtained without issuance of a Second Request.

Magellan Health Services, Inc.

• Acquisition of First Health Services Corporation – Advised Magellan Health Services in the $110 million acquisition of First Health Services Corporation, FHC, Inc., Provider Synergies, LLC and certain assets of Coventry Management Services, Inc.

Sony ATV Music Publishing

• Acquisition of Famous Music LLC – Provided Sony/ ATV Music Publishing LLC with antitrust counsel in its acquisition of Famous Music LLC from Viacom Inc.

Applera Corporation – Applied Biosystems Group

• Molecular Diagnostics Laboratories v. Hoffmann-La Roche Inc., et al. – Successfully represented Life Technologies Inc. (fka Applied Biosystems and Applera Corporation) in an antitrust class action, alleging that the Life Technologies violated Sections 1 and 2 of the Sherman Act by monopolizing – and combining and conspiring to monopolize – the market for Taq, a DNA polymerase derived from the Thermus aquaticus organism with valuable applications in genetic research and the diagnosis and treatment of disease. The plaintiff class sought damages of $450 million ($150 million trebled) against all defendants, alleging that the defendants were jointly and severally liable for the claims. The matter was settled just months before the start of trial, dismissing all claims against the Life Technologies Defendants, for zero dollars paid.

Eastman Kodak Company

• Monopolization claim against Eastman Kodak – Negotiated favorable settlement for Eastman Kodak for alleged violations of federal and state antitrust laws as well as an assortment of business torts. The Plaintiff alleged that Kodak engaged in exclusionary conduct that resulted in illegal tying and monopolization in the prepress printing industry.
• Acquisition of Creo Inc.  – Secured antitrust clearance from DOJ for Eastman Kodak Company’s $980 million acquisition of Creo Inc. Obtained early termination without divestitures despite the issuance of a Second Request. Also obtained competition clearance in five foreign jurisdictions including the EU. Transaction involved two of the leading manufacturers of pre-press equipment and consumables.

Johnson & Johnson

• Applied Medical Resources Corp. v. Ethicon, Inc., et al., – Obtained a complete defense verdict for client, Johnson & Johnson, in an antitrust case challenging J&J’s practice of offering the best prices to its customers who purchased sutures and endomechanical products (a so-called “bundle”) from J&J.
• ConMed Corp. v. Johnson & Johnson, et al. – Following Johnson & Johnson’s victory in the Applied Medical antitrust trial J&J faced another court case over similar “bundling” allegations made by ConMed Corporation. The stakes were enormous; ConMed’s own public filings acknowledged it was asserting damages claims of $1.7 billion before trebling. Trial was avoided and the case settled for $11 million – less than one percent of the (untrebled) damages number – and no conduct relief.