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E. Steele  Clayton, IV
Member
Nashville
P:(615) 742-6205
F:(615) 742-2705

Education
University of Tennessee - J.D., 1994
University of Tennessee - M. Acc., 1989
University of Tennessee - B.S., 1988

Bar Admissions
Tennessee, 1995
South Carolina, 1994

Memberships
American Bar Association (Antitrust Section)
American Health Lawyers Association (Antitrust Practice Group)
Defense Research Institute (Antitrust and Trade Regulation Group)
Tennessee Bar Association
South Carolina Bar Association
Nashville Bar Association

Honors & Distinctions
Publications Chair, Defense Research Institute’s Antitrust and Trade Practices Group
Board of Directors, Goodwill Industries of Middle Tennessee, Inc.
Certified Public Accountant 1990-1995
University of Tennessee (Cum laude; Best oralist, 1994 National Tax Moot Court Competition; Order of Barristers; Phi Delta Phi, Outstanding Moot Court Attorney; McClung Medal, Best Oral Advocacy)

Publications
"High-tech Sector Sees Uptick in Scrutiny," The National Law Journal’s Antitrust – Special Report (November 2, 2009).
"Minimum Resale Price Maintenance Agreements After Leegin," The Business Suit (September 2009).



Steele represents public and private companies in complex business litigation matters in state and federal courts, as well as in multi-panel arbitrations. He is the assistant leader of the firm’s Antitrust and Trade Practices Group. His practice focuses on complex business, antitrust and other competition-related litigation, and counseling clients on antitrust issues.

Antitrust and Trade Practices: Steele represents clients in litigation and provides counseling with respect to the Sherman Act, the Clayton Act, the Robinson Patman Act and state and federal trade practices including: mergers and transaction structures, joint conduct, unilateral conduct, exclusive dealing, exclusionary practices, market power, interlocking directors, pricing, joint ventures and consumer protection, as well as government and internal antitrust investigations. He also designs and implements antitrust compliance programs and regularly provides antitrust training for clients. He has experience in a wide array of industries with an emphasis in the healthcare and food retailing industries.

Commercial and Financial Services: Steele has represented numerous companies, banks and insurance companies in complex litigation matters including contract disputes, lender liability, insurance coverage disputes, fraud, misrepresentation, breach of fiduciary duty, the Tennessee Consumer Protection Act, the Uniform Commercial Code and securities violations.

Internal Investigations: Steele has conducted numerous internal investigations for both public and private companies relating to antitrust, financial reporting, internal controls, company policies and procedures, and officer and director malfeasance. His experience includes all facets of internal investigations from witness interviews and document review to working with boards of directors, audit committees, in-house counsel and forensic accountants. In every investigation, multiple parties bring different pressure points to bear on a company and his experience includes interacting with federal and state governmental entities and agencies including the Securities and Exchange Commission, the Department of Justice and state Attorney Generals, as well as auditors, shareholders, lenders, insurors and public relations firms.

Representative Matters include:
  • Defense of milk industry participant in multiple class actions alleging price fixing, monopolization and monopsonization;
  • Representation of client in investigation regarding alleged bid rigging;
  • Defense of international beauty product manufacturer regarding alleged group boycott;
  • Representation of healthcare client in DOJ inquiry regarding interlocking directors;
  • Representation of one of the nation’s largest food retailers regarding milk pricing investigation;
  • Regulatory audit of the New York Stock Exchange (2005 to present);
  • Representation of Genesco Inc. in $1.6 billion breach of contract action against The Finish Line, Inc. relating to the scope of a material adverse effect (MAE) clause;
  • Representation of national broker dealer regarding multimillion dollar claim alleging securities violations and fraud of affiliate broker;
  • Representation of international forest products company regarding multimillion dollar claim for electrical power overcharges;
  • Defense of merchant services firm specializing in credit card and check processing services in multi-panel arbitration regarding multi-million dollar claim for investment banking fee;
  • Representation of healthcare company in whistleblower claim under the Sarbanes-Oxley Act;
  • Representation of second largest U.S. healthcare company in its specialty regarding state licensure revocation proceeding.

When his family needs a break from him, Steele enjoys hunting, fishing and golf.