Michael Bernstein, a Chambers-ranked practitioner, has served as lead counsel in numerous high-profile matters for companies such as BP, Kroger, Boston Scientific, GE, 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 (2015–2022) and The Legal 500 (2015–2022), as well as being named a Future Leader by Who's Who Legal (2017–2022), 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 Mr. Bernstein as:
- "Very practical and able to dig into complex matters" (Chambers USA).
- "Tremendously responsive and practical" and "an adept negotiator" with a "really good sense of humor" (Acritas).
- "Excellent at negotiating with the regulatory authorities" and "roll[s] up his sleeves" (Chambers USA).
- "An antitrust specialist" that "always goes above and beyond" (Chambers USA).
- "Really knows his stuff" with "lots of merger review experience" (Chambers USA).
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.
As a multiracial, first-generation US citizen, Mr. Bernstein is active in the firm's diversity and inclusion initiatives and serves on the Anti-Defamation League's DC Regional Board. He also 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.
Mr. Bernstein also maintains an active pro bono practice, where he represented the Sikh Foundation of Virginia, Hindu American Foundation and Rajdhani Mandir, as amici curiae in Sainani v. Belmont Glen Homeowners Assoc., 831 S.E.2d 662 (Va. 2019), challenging discriminatory homeowners association regulation of holiday light displays by a Hindu family that observes Hindu, Sikh and Sindhi religious festivals.
Experience
- BP, as lead worldwide antitrust counsel, in its pending $4.1 billion agreement to acquire Archaea Energy Inc., a leading producer of renewable natural gas.
- Lifeworks, as lead counsel in obtaining all competition and foreign direct investment clearances outside of Canada related to its C$2.9 billion sale to TELUS.
- BP, as lead worldwide antitrust counsel, in its acquisition of EDF Energy Services, a leading supplier of power, natural gas and related services across the US, a transaction key to BP’s Net Zero by 2050 initiative.
- McCormick & Co. in its $99 million sale of its Kitchen Basics business, comprising a line of ready-to-use stocks and broths and related products to Del Monte, expanding its national retail presence in the category.
- Boston Scientific, as lead worldwide antitrust counsel, in its $1.75 billion acquisition of Baylis Medical, which expanded the company’s electrophysiology and structural heart product portfolios. Secured unconditional competition clearances in the US, Canada and Austria, as well as Investment Canada Act approval.
- Kroger, as lead counsel, on its in-store and e-commerce collaborations with Bed Bath & Beyond for home goods and durable baby products.
- Boston Scientific, as lead worldwide antitrust counsel, in its $1.07 billion acquisition Lumenis LTD from Baring Private Equity Asia. Secured unconditional clearances from competition authorities in jurisdictions spanning five continents.
- Capital One, NA on its acquisition of TripleTree LLC, a leading investment banking advisory platform serving market-leading healthcare companies.
- Boston Scientific, as lead worldwide antitrust counsel, in its $295 million acquisition of the remaining interest of Farapulse, a pioneer in the field of pulsed electric field ablation technology.
- BP, as lead worldwide counsel, in its acquisition and privatization of midstream assets from BP Midstream Partners.
- Boston Scientific, as lead worldwide antitrust counsel, in its acquisition of Devoro Medical for $269 million plus additional milestone payments.
- BP, as lead worldwide antitrust counsel, in its acquisition of the remaining interests in Thorntons LLC, a leading gasoline and convenience store chain with locations in the Midwest and Florida from its joint venture partner, Arclight Capital Partners.
- BP, as lead worldwide antitrust counsel, in its US offshore wind strategic partnership with Equinor and the $1.1 billion acquisition of 50 percent interest in four assets in two wind leases located offshore New York and Massachusetts that together have the potential to generate power for more than two million homes.
- BP, as lead worldwide antitrust counsel, in its acquisition of AMPLY Power, an electric vehicle charging and energy management provider for fleets that operate trucks, transit and school buses, vans and light-duty vehicles.
- Boston Scientific, as lead worldwide antitrust counsel, in its acquisition of Preventice Solutions for $925 million and potential milestone payments.
- BP, as lead worldwide antitrust counsel, in its purchase of 9GW of solar development projects in the US from independent US solar developer 7X Energy.
- Boston Scientific, 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.
- Boston Scientific, as lead worldwide antitrust counsel, in the sale of its Intrauterine Health franchise to Minerva Surgical.
- BP, as lead worldwide antitrust counsel, in securing FTC clearance of BP’s $5.6 billion sale of its entire business in Alaska, including all of its upstream and midstream businesses in the state, to Hilcorp, the largest private operator in Alaska.
- Kroger, 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.
- Kroger, 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 Thornton's, 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.
- Kroger, 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 multibillion dollar petrochemical plant producing ethylene and ethylene derivatives.
- Kroger, 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, 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 nonoperating interest in Alaska's Kuparuk oil fields, made in conjunction with BP's acquisition of 16.5 percent 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.
- Kroger, 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 percent of the Olympic Pipeline from Enbridge Holdings.
- Kroger, 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, 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.
- Kroger, as lead antitrust counsel, in securing FTC clearance for its $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.
- Kroger, 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, 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, as lead worldwide antitrust counsel, in securing unconditional clearance for its $275 million acquisition of C.R. Bard's electrophysiology business.
- BP 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 its $2.2 billion purchase of EMI’s music publishing business.
- 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 in connection with its $2 billion acquisition of Cybersource, a leading provider of merchant payment solutions for Internet commerce.
- Cisco Systems in its acquisition of Starent Networks Corp., including securing DOJ approval of the transaction without responding to a second request.
- Altria Group in its acquisition of UST Inc. by assisting 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 $3.4B 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) (2017–2023)
"Recognized Practitioner"—Antitrust (DC) (2015–2016)
"Recognized Practitioner"—Antitrust (DC) (2015–2016)
The Legal 500 US
"Next Generation Partner"—Antitrust: Merger Control (2020-2022)
Antitrust: Merger Control (2015-2022)
"Next Generation Lawyer"—Antitrust: Merger Control (2017-2019)
Antitrust: Merger Control (2015-2022)
"Next Generation Lawyer"—Antitrust: Merger Control (2017-2019)
Lawdragon
"Leading US Lawyer"—Antitrust Clearance & Litigation (2022)
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Perspectives
January 24, 2023
Three-Part Webinar Series: Antitrust 2022 Year in Review: Cartel/Criminal Investigations, Litigation and Mergers/Transactions
Arnold & Porter Webinar
January 19, 2023
What to Expect in 2023 Merger Enforcement: Trends and Developments from 2022
Advisory
January 31, 2022
What to Expect in 2022 Merger Enforcement: Trends and Developments from 2021
Advisory
January 29, 2021
What to Expect in 2021 Merger Enforcement: Trends and Developments from 2020
Advisory
July 2020
Key U.S. Antitrust Issues in Bankruptcy Sale-Transactions (pdf)
AIRA Journal, Vol. 33, No. 2
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Credentials
Education
- J.D., American University, Washington College of Law, 2004
- B.A., Colby College, 1998
Admissions
- District of Columbia
- Illinois