Michael Bernstein, a Chambers USA ranked practitioner, has served as lead counsel in numerous high-profile matters for companies such as GE, BP, Kroger, Boston Scientific, and AMC Entertainment, among others. He has extensive experience securing antitrust clearance for mergers, acquisitions, joint ventures and other business combinations from federal, state, and foreign competition authorities. He also represents clients in government investigations and civil litigation, and counsels clients on the antitrust implications of business practices.

Mr. Bernstein has been recognized for his work by Chambers (2015-2020) and The Legal 500 (2015-2019), as well as being named a Future Leader by Who's Who Legal (2017-2019), a Rising Star by the National Law Journal (2017) and Law360 (2016), and one of the top 40 attorneys under 40 in DC by Bisnow (2015). Chambers also notes that he is "highly regarded for his handling of antitrust concerns related to a variety of transactions" and "demonstrates significant talent in his representation of high profile clients in mergers, civil litigation, and government investigations."

Clients describe Mike as:

  • "An antitrust specialist" that "always goes above and beyond" (as reported by Chambers USA, 2020).
  • "Really knows his stuff" with "lots of merger review experience" (as reported by Chambers USA, 2018).
  • "Tremendously responsive and practical," and "an adept negotiator" with a "really good sense of humor" (as reported by Acritas, 2018).
  • "Excellent at negotiating with the regulatory authorities" and "roll[s] up his sleeves" (as reported by Chambers USA, 2017).

Mr. Bernstein regularly represents clients before the Antitrust Division of the Department of Justice (DOJ) and the Federal Trade Commission (FTC). His work spans nearly all sectors of the economy, including retail, grocery, food, convenience stores, consumer goods, sporting equipment, apparel, entertainment, medical devices, pharmaceuticals, healthcare, financial services, private equity, computer and information technology, software, telecommunications, chemicals, oil and gas, automobiles, automotive parts, and building materials.

Mr. Bernstein is an active member in the American Bar Association (ABA) Section of Antitrust Law, and was a member of the International Bar Association Antitrust Working Group that submitted comments regarding the Proposed US Horizontal Merger Guidelines. He also serves on the Anti-Defamation League's DC Regional Board, is a Fellow of the American Bar Foundation, serves on the firm's Hiring, Associate Evaluation, and Professional Development committees, and is a past co-chair of the firm's New Associate and Summer Associate committees.

Experience

  • Boston Scientific Corporation, as lead worldwide antitrust counsel, in its $4.2 billion acquisition of BTG plc subject to the UK takeover code, and its related divestiture of BSC's microspheres business to Varian Medical Systems. Secured clearances from the competition authorities in the US, Spain, Germany, Austria, Israel, and Colombia, among others.
  • BP, as lead worldwide antitrust counsel, in securing FTC clearance of its $5.6 billion sale of BP's entire business in Alaska, including all of its upstream and midstream businesses in the state, to Hilcorp, the largest private operator in Alaska.
  • The Kroger Co., as lead worldwide antitrust counsel, in the formation of a joint venture with Walgreens to create Retail Procurement Alliance, a group purchasing organization.
  • BP, as lead worldwide antitrust counsel, in securing unconditional FTC clearance for its $10.5 billion acquisition of BHP's US shale oil and gas assets. The transaction was BP's largest acquisition since 1999.
  • AMC Entertainment Inc., as lead worldwide antitrust counsel, in securing DOJ clearance for its $1.1 billion acquisition of Carmike Cinemas, creating the largest movie exhibitor in the US and world.
  • The Kroger Co., as lead worldwide antitrust counsel, in securing FTC clearance for the sale of its digital coupon and digital rebate publishing unit, You Technology, to Inmar.
  • BP, as lead worldwide antitrust counsel, in the formation of a joint venture with Arclight Capital Partners to acquire Thorntons, a leading privately owned gasoline and convenience store chain with locations in the Midwest and Florida. Secured unconditional clearances from the competition authorities in the US and Spain.
  • The Kroger Co., as lead worldwide antitrust counsel, in securing unconditional FTC clearance for its $200+ million acquisition of Home Chef, one of the largest private meal kit delivery companies in the US.
  • Saudi Basic Industries Corporation (SABIC), as lead worldwide antitrust counsel, in securing worldwide merger clearances for the creation of a joint venture with Exxon-Mobil to build and operate a multi-billion dollar petrochemical plant producing ethylene and ethylene derivatives.
  • The Kroger Co., as lead worldwide antitrust counsel, in securing unconditional FTC clearance for its $2.5 billion sale of its convenience store unit to EG Group, a privately-held convenience store retailer. Boston Scientific Corporation, as lead worldwide antitrust counsel, in securing unconditional competition clearances for its $435 million acquisition of Symetis, a Swiss structural heart company focused on minimally-invasive transcatheter aortic valve implantation devices.
  • BP, as lead antitrust counsel, in securing unconditional FTC clearance for the sale of its non-operating interest in Alaska's Kuparuk oil fields, made in conjunction with BP's acquisition of 16.5% in the Clair field from ConocoPhillips.
  • General Electric , as lead worldwide antitrust counsel, in its $674 million sale of its remaining holdings in Penske Truck Leasing to Penske Automotive Group and Mitsui & Co.
  • BP, as lead antitrust counsel, in securing FTC clearance for its $155 million acquisition of the upstream portion of Clean Energy's renewable natural gas business and establishment of a long-term supply contract with Clean Energy to support the firm's continuing downstream renewable natural gas business.
  • The Kroger Co., as lead antitrust counsel, in securing FTC clearance for its acquisition of certain Farm Fresh stores from SUPERVALU.
  • BP, as lead antitrust counsel, in securing unconditional antitrust clearance for its $160 million acquisition of 85% of the Olympic Pipeline from Enbridge Holdings.
  • The Kroger Co., as lead antitrust counsel, in securing FTC approval for its acquisition of assets from Marsh Supermarkets pursuant to a bankruptcy court approved sale.
  • Boston Scientific Corporation, as lead worldwide antitrust counsel, in its $1.6 billion acquisition of American Medical Systems' urology portfolio from Endo International. Secured unconditional clearance for the transaction in the US and all foreign jurisdictions, including developing a strategy to avoid a "Second Request" in the United States.
  • The Kroger Co., as lead antitrust counsel, in securing FTC clearance forits $2.5 billion acquisition of Harris Teeter, which was permitted to close with no divestitures.
  • General Electric, as lead worldwide antitrust counsel, in its $1.775 billion acquisition of Milestone Aviation Group, a Dublin-based helicopter lessor.
  • The Kroger Co., as lead antitrust counsel, in securing unconditional FTC clearance for its $800 million merger with Roundy's Supermarkets.
  • AMC Entertainment, Inc., as lead antitrust counsel, in securing DOJ clearance for its $172 million acquisition of the Starplex Cinemas.
  • Saudi Basic Industries Corporation (SABIC), as lead worldwide antitrust counsel, in securing competition clearances for its $640 million joint venture with SK Global Chemicals for the manufacture of high-performance polyethylene products.
  • Boston Scientific Corporation, as lead worldwide antitrust counsel, in securing FTC and foreign competition clearances for its $415 million acquisition of Bayer AG's interventional business.
  • Northstar Memorial Group, "one of the nation's leading funeral, cremation, and memorial services providers," as lead antitrust counsel in its acquisition of certain assets divested pursuant to an FTC consent decree that was entered in conjunction with SCI's $1.4 billion acquisition of Stewart Enterprises.
  • Boston Scientific Corporation, as lead worldwide antitrust counsel, in securing unconditional clearance for its $275 million acquisition of C.R. Bard's electrophysiology business.
  • BP plc in the $2.4 billion sale of its Carson, California refinery and related logistics and marketing assets to Tesoro Corporation.
  • Sony Corporation of America and Sony/ATV Music Publishing in obtaining antitrust clearance for the client's $2.2 billion purchase of the music publishing business of EMI.
  • Intel in connection with its purchase of security software firm McAfee for $7.68 billion, which was cleared without a second request in the US and with Phase I commitments in the European Union.
  • AMC Entertainment Inc. in its acquisition of most of the assets of Kerasotes ShowPlace Theaters LLC, which was resolved with the DOJ and various state attorneys general with limited divestitures.
  • Visa Inc. in connection with its $2 billion acquisition of Cybersource, a leading provider of merchant payment solutions for Internet commerce.
  • Cisco Systems, Inc. in its acquisition of Starent Networks, Corp. Assisted Cisco in securing DOJ approval of the transaction without responding to a second request.
  • Altria Group, Inc. in its acquisition of UST Inc. Assisted Altria in securing early termination of the Hart-Scott-Rodino waiting period.
  • Unilever in the sale of its Lawry's & Adolph's branded spice blends, seasoning blends, and liquid marinades business.
  • Adobe in its $3.4 billion acquisition of Macromedia, a leading developer of software used by creative professionals and web developers. Transaction permitted to close without divestitures after second request.
  • Loews Cineplex Entertainment Corporation in its merger with AMC Entertainment Inc.; was resolved with the DOJ and various state attorneys general with the divestiture of only 10 Theaters. Occidental Chemical Company in the $360 million purchase of Vulcan Materials Company's chemical assets.

Recognition

Chambers USA
Antitrust (DC) (2017-2020)
"Recognized Practitioner"–Antitrust (DC) (2015-2016)
The Legal 500 US
"Next Generation Partner" – Antitrust: Merger Control (2020)
Next Generation Lawyer" – Antitrust: Merger Control (2017-2019)
Antitrust: Merger Control (2015-2019)
The National Law Journal
D.C.'s Rising Stars (2017)
More

Perspectives

COVID-19: Key US Antitrust Issues in Bankruptcy and Distressed Sales
Advisory
Joint Purchasing: Where is the Line?
Speaker, ABA Webinar
What to Expect in 2020 Merger Enforcement: Trends and Developments From 2019
Advisory
DOJ/FTC Publish Draft Vertical Merger Guidelines
Advisory
Mitigating Antitrust Risks in the Food and Beverage Sector
Arnold & Porter Webinar
More

Credentials

Education
  • JD, American University, Washington College of Law, 2004
  • BA, Colby College, 1998
Admissions
  • District of Columbia
  • Illinois
Overview

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