Antitrust & Trade Practices

Bass, Berry & Sims’ Antitrust Practice Group provides sophisticated, efficient, business-oriented, client-focused advice and advocacy related to compliance with and enforcement of antitrust laws. We understand and help clients navigate the antitrust risks associated with mergers, acquisitions, and formation of joint ventures, and guide those transactions through review by federal antitrust agencies. Clients depend on us to analyze the antitrust risks of proposed transactions and find solutions for avoiding or minimizing those risks.

In addition, we guide clients on complying with antitrust laws in day-to-day business activities such as contracting, distribution, pricing, and involvement in trade associations, as well as designing and implementing effective antitrust compliance programs.

We have a special focus on the healthcare industry. With our base in Nashville, the nation’s healthcare capital, we have connections throughout the many aspects of this industry sector. As the uncertainties of change and consolidation continue to affect the industry, healthcare clients depend on our team’s antitrust experience as they navigate this difficult environment. In addition to healthcare, our team serves clients in a wide range of industries from automotive to chemicals, from financial services to food services and retail to manufacturing.

We strive to help our clients prevent the expense and disruption of lawsuits and investigations, but if unavoidable, we critically evaluate the risks and rewards of possible litigation outcomes and vigorously advocate on behalf of our client’s interests with the goal of attaining a beneficial resolution as expeditiously as possible. Our attorneys are recognized leaders in the field, are regularly listed in Best Lawyers in America®, and serve in leadership positions in antitrust sections of the American Bar Association, the American Health Law Association and Lex Mundi Global Network.

Our approach to client-based solutions is multi-disciplinary. Clients are confronted by a host of antitrust issues throughout the life cycle of a deal, and the antitrust team works seamlessly with the transactional lawyers to provide guidance on antitrust issues relevant to their proposed transaction structures. Our robust investigations and litigation team, combined with our e-discovery technology capabilities, allows us to provide efficient and cost-effective investigation and litigation services throughout the U.S. As more commerce occurs across international borders, we have ready access to local counsel and resources in more than 100 countries, through our networks and in association with Lex Mundi, one of the world’s leading associations of independent law firms.

  • Representation of Tivity Health Inc. (Nasdaq: TVTY), a leading provider of healthy life-changing solutions, in its sale to Stone Point Capital, an investment firm based in Greenwich, Connecticut, with over $40 billion of assets under management. Tivity Health stockholders received $32.50 in cash per share, representing a total transaction value of $2.0 billion. Tivity Health’s common stock ceased trading and will no longer be listed on Nasdaq.

    We represented Tivity Health Inc. (Nasdaq: TVTY), a leading provider of healthy life-changing solutions, in their sale to Stone Point...
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    Client Type: Public Company
  • Representing CargoSprint LLC in defending against an antitrust lawsuit brought by CargoSprint’s competitor, PayCargo LLC

    Members of the firm's antitrust team are defending CargoSprint LLC against an antitrust lawsuit brought by CargoSprint's competitor, PayCargo LLC,...
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    Client Type: Private Company
  • Represented Addus HomeCare Corporation (Nasdaq: ADUS) in four strategic acquisitions and in its underwritten public offering of 2.3 million shares of common stock in 2019.

    We represented Addus HomeCare Corporation (Nasdaq: ADUS) in four strategic acquisitions in 2019, including the acquisition of Hospice Partners of...
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    Client Type: Public Company
  • Represented Serco Inc. in its definitive Asset Purchase Agreement to acquire Alion Science & Technology Corporation’s Naval Systems Business Unit, including its Canadian business and a small number of related contract operations, for $225 million. The acquisition, subject to regulatory approvals, is expected to close in the second half of 2019. Serco Inc., a provider of professional, technology, and management services, will strengthen its presence in naval support with this acquisition, and will become a stronger integrated maritime solutions provider for the U.S Navy and other customers.

    We represented Serco Inc. in its acquisition of Alion Science & Technology Corporation's Naval Systems Business Unit, including its Canadian...
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    Client Type: Private Company
  • Represented a leading provider of 340B Drug Pricing Program services in its acquisition by a prescription benefit management subsidiary of a leading pharmacy healthcare provider

    We served as lead healthcare regulatory counsel, as well as provided antitrust, employee benefits and tax support, for a leading...
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    Client Type: Private Company
  • Represented CBS Broadcasting, Inc. and NBCUniversal, Inc. in an antitrust class action lawsuit filed on behalf of current and former college athletes, resulting in the federal court granting our clients’ motion to dismiss

    We represented CBS Broadcasting, Inc. and NBCUniversal, Inc. in an antitrust class action lawsuit filed in the United States District...
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    Client Type: Private Company
  • Represented Brookdale Senior Living Inc. (NYSE: BKD) in its portfolio acquisition with HCP, Inc. of a 35 private pay senior housing communities for $847 million

    We represented Brookdale Senior Living Inc. in its portfolio acquisition with HCP, Inc. of 35 private pay senior housing communities...
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    Client Type: Public Company
  • Currently serving as counsel for a major auto manufacturer in a complex auto parts antitrust investigation

    We are currently serving as counsel for a major auto manufacturer in a complex auto parts antitrust investigation.
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    Client Type: Public Company
  • Designed and helped implement an antitrust compliance program and related training for a leading distributor of automotive replacement parts and accessories

    We designed and are implementing an antitrust compliance program and related training for a leading distributor of automotive replacement parts...
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    Client Type: Public Company
  • Served as lead counsel to WellCare Health Plans in its acquisition of Windsor Health Group

    We served as lead transactional and regulatory counsel to WellCare Health Plans, Inc. in its acquisition of Windsor Health Group,...
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    Client Type: Public Company
E. Steele Clayton, IV
Member
Michael G. Dashefsky
Member
R. Dale Grimes
Member
Jeremy  A. Gunn
Associate
Caleb H. Hogan
Senior Litigation Attorney
Ashleigh Karnell
Associate
Matthew J. Sinback
Senior Litigation Attorney
Lucas Ross Smith
Member
Elizabeth S. Warren
Member
Virginia Maynard Yetter
Associate