Gerald A. Stein
Norton Rose Fulbright US LLP
Related services and key industries
Gerald A. Stein is a partner in the Commercial Litigation and the Antitrust and Competition Groups in Norton Rose Fulbright's New York and Washington, DC offices. Gerald's comprehensive career as an antitrust litigator and as a former attorney with the Bureau of Competition at the Federal Trade Commission enables him to represent and counsel clients in a full array of antitrust matters including federal and state litigation, class action and multidistrict litigation, and federal and state antitrust enforcement proceedings in all industries. Gerald also provides strategic antitrust merger and acquisition analysis, counseling, and compliance, and represents clients as targets or non-party witnesses in federal and state government investigations and proceedings. Clients trust and rely upon Gerald to achieve their strategic litigation and business initiatives and applaud his abilities to problem-solve and to provide creative and practical guidance.
Gerald has decades of litigation and counseling experience. As an attorney at the Federal Trade Commission for more than eight years, Gerald analyzed, investigated and litigated mergers and acquisitions and anticompetitive conduct in a broad variety of industries including life sciences and healthcare, pharmaceuticals, sporting goods, industrial equipment and retail merchandise. In private practice, Gerald has represented major corporations in all aspects of commercial litigation and private antitrust actions (including class actions and multidistrict litigation) involving alleged violations of Sherman Act Sections 1 and 2 regarding claims of price fixing, monopolization, boycotts, refusals to deal, and unfair and deceptive trade practices in various industries, including industrial chemicals, industrial ventilation systems, rental cars, air cargo, airline passengers, automotive filters, pharmaceuticals and healthcare. In addition to his litigation practice, Gerald counsels and represents major companies with respect to antitrust compliance and transactional work in a wide variety of industries including regional and national chain retail stores, waste management, heavy industry, medical devices, e-commerce platforms, fintech, hospital systems, and physician practice groups. A major area of Gerald's practice is devoted to providing clients with strategic advice when appearing before state and federal antitrust agencies, including navigating mergers and acquistions and alleged anticompetitive conduct.
JD, cum laude, Pace University School of Law, 1993
BA, political science, Tufts University, 1988
Admitted to the State of New York (1994); Washington, DC (2019); US Court of Appeals for the Second Circuit (1996); US District Court for the Southern and Eastern Districts of New York (1995).
- District of Columbia Bar
- New York State Bar
Examples of Gerald's extensive experience in mergers and acquisitions and litigation include the following:
Mergers and Acquisitions:
While at the Federal Trade Commission:
- Reviewed and investigated proposed and consummated mergers in a variety of industries including healthcare, retail pharmacies, prescription eyeglass lenses, consumer product market research, information services, intellectual property, sporting goods, hospitals, physician practice groups, and laboratory testing services.
- Reviewed and investigated purported anticompetitive conduct under the Sherman Act, the Clayton Act and the FTC Act, including refusals to deal, exclusionary conduct and product tying.
- Conducted investigational hearings and interviewed market participants, including merging parties, customers and competitors, to develop factual bases for product and geographic market definitions, competitive effects and barriers to entry; collaborated with expert economists to analyze and develop market data; negotiated with opposing counsel to reach consent agreements.
- Prosecuted enforcement actions under Part 3 of the FTC Act, including preparing administrative complaints, declarations, discovery and motion practice.
- Senior member of the pre-trial and trial team in the Federal Trade Commission's motion for a preliminary injunction in Federal District Court in the Middle District of Pennsylvania and complaint for administrative relief before the FTC to block a proposed merger between two major hospital systems in Central Pennsylvania. Deposed several key adverse witnesses and cross-examined a key witness at trial.
While in Private Practice:
- Lead antitrust counsel for buyer (global medical device company) in HSR-reportable acquisition of another global medical device company.
- Lead antitrust counsel for buyer (global medical device company) in non-HSR reportable acquisition of national medical device company.
- Lead antitrust counsel for seller (national e-commerce platform) in billion dollar transaction.
- Lead antitrust counsel for buyer (national retail chain) in half-billion dollar transaction acquisition of regional retail chain.
- Lead antitrust counsel for seller (waste services) in half-billion dollar transaction involving pre-HSR filing meetings, negotiations, interviews, white papers, second request and consent order divestiture package before the Antitrust Division, US Department of Justice.
- Lead antitrust counsel for leading fintech company as a non-party witness during investigation and litigation of contested merger before the Antitrust Division, US Department of Justice.
- Lead antitrust counsel for major sporting good retailer as a non-party during investigation of merger before the Federal Trade Commission.
- Lead antitrust counsel for purchaser of multi-billion dollar multinational oil and gas transaction cleared by the Federal Trade Commission.
- Counseled investor regarding antitrust risks of an acquisition of a web-based consumer-facing products and services platform.
- Co-lead antitrust counsel for seller during investigation, second request and negotiation of consent package involving high-tech computer software and hardware before the Antitrust Division, US Department of Justice.
- Counseled seller during deal formation and closing of oil and gas pipeline.
- Co-lead counsel for seller of aviation training business during deal formation, closing and preliminary investigation of a multi-billion dollar transaction reviewed by the Antitrust Division, US Department of Justice.
- Lead antitrust counsel for medical device manufacture in multiple vertical acquisitions with respect to strategic antitrust planning and implementation.
- Lead antitrust counsel for medical device manufacturer before the Federal Trade Commission during investigation of acquisition.
- Provide strategic antitrust counseling to numerous physician practice groups, hospitals and IPAs on various issues involving payer contracting, anti-poaching, and exclusionary conduct.
- Counseled insurer regarding potential exposure to antitrust claims.
- Counseled clients in various industries on Robinson-Patman pricing issues.
- Counseled large-scale railroad car manufacturer concerning joint bidding for government contracts.
- Counseled large retailers concerning resale price maintenance (RPM) and minimum advertised price (MAP) programs.
- Routinely counsel non-party witnesses in investigations and responses to CIDs and subpoenas before the Federal Trade Commission and the US Department of Justice.
- Represented a pharmaceutical company in a multidistrict litigation alleging industry-wide market allocation and price fixing of generic pharmaceuticals.
- Represented a product manufacturer in a multidistrict litigation alleging market allocation and price fixing in aftermarket automotive filters.
- Represented an insurer in a federal antitrust litigation alleging violations of Sherman Act sections 1 and 2 and tortious interference with prospective business relationships and civil conspiracy arising out of exclusive dealing contracts that excluded the plaintiff.
- Represented a major rental car company with respect to an alleged federal and state price-fixing conspiracy to pass on tourism fees to consumers without properly disclosing pricing information.
- Represented an industrial chemical manufacturer in a federal antitrust price-fixing action arising out of a Department of Justice investigation of a criminal conspiracy to artificially maintain the price of polyester polyols.
- Represented an industrial chemical manufacturer in a federal antitrust price-fixing action arising out of an alleged conspiracy to fix, raise, maintain, and stabilize the price of EPDM at artificially high and non-competitive levels.
- Represented a micro-chip manufacturer in a federal antitrust price fixing action arising out of an alleged conspiracy to control DRAM (Digital Random Access Memory) production capacity, raise prices, allocate customers, and unlawfully overcharge customers.
- Represented a major commercial airlines in a multidistrict class action against foreign air carriers alleging violations of state antitrust and consumer protection laws for unlawfully imposing a surcharge on passenger airline tickets.
- Represented a major commercial airlines in a federal multidistrict class action brought by air freight shipping services against foreign airlines alleging a conspiracy to fix prices in the form of fees charged to customers.
- Represented a credit card company in a class action alleging violations of state competition and consumer laws based on a conspiracy and failure to adequately disclose currency conversion fees for foreign credit card transactions.
- Handled general complex commercial litigation in a wide variety of areas including breach of contract, civil RICO, fraud, consumer credit, health care, products liability, non-compete agreements, adversary proceedings, and state and federal class action defense. Responsible for all aspects of pre-trial, trial and appellate practice.
- Legal 500, recommended lawyer, Antitrust: Civil Litigation/ Class Actions: Defense, The Legal 500, 2019
- Legal 500, recommended lawyer, Antitrust: Merger Control, The Legal 500, 2019
- Janet D. Steiger Award for outstanding contributions to trial team, Federal Trade Commission, 2017
- Top 10 Global Elite competition practice; #4 Global Elite merger practice, Global Competition Review, 2020
- Top 20 Global Elite competition practice; #7 Global Elite competition litigation practice, Global Competition Review (GCR) 2021
- Co-author, "FTC Bites Private Equity Firm with Prior Approval and Prior Notice Requirements," Washington Legal Foundation, June 28, 2022
- Co-author, "The FTC's Prior Approval Policy Likely Will Eliminate Incentives to Cooperate with Antitrust Investigations," Washington Legal Foundation, January 14, 2022
- Co-author,"Handling Competitively Sensitive Information in a Vertically Integrated Firm: Practical Antitrust Advice For In-House Counsel," American Bar Association Antitrust Magazine Online, October 29, 2021 (nominated for the 2022 Antitrust Writing Awards, organized by Concurrences and George Washington University, for the best Business Articles category in the subcategory "Concerted Practices")
- Co-author, "Antitrust in the Biden Administration: Will the new executive order change America?" Norton Rose Fulbright Legal Update, July 15, 2021
- Co-author, "US Senate confirms Lina Khan as FTC Commissioner, " Norton Rose Fulbright Legal Update, June 15, 2021
- Co-author, "US Department of Justice requires divestitures in bank merger," Norton Rose Fulbright Legal Update, June 4, 2021
- Co-author, "Government Contractors Beware: Implications of the DOJ's New Procurement Collusion Strike Force," The Antitrust Source, June 2020
- Profile, "Gerald Stein: '93," Elisabeth Haub School of Law Alumni Magazine 2021, May 19, 2021
- Co-author, "Collaboration and catastrophe: antitrust laws in face of COVID-19," Norton Rose Fulbright Legal Update and International Law Office, April 1, 2020
- Co-author, "FTC and DOJ release 2020 Draft Vertical Merger Guidelines for public comment," Norton Rose Fulbright Legal Update and International Law Office, January 13, 2020
- Author, "Understanding the FTC's Monetary Equitable Remedies Under Section 13(b) for Antitrust Violations," American Bar Association Antitrust Magazine and International Law Office, December 13, 2019 (nominated for the Concurrences 2020 Antitrust Writing Award)
- Co-author, "Enhancing the "Carrot": A Practical Perspective on DOJ Credit For Antitrust Compliance," Competition Policy International, November 21, 2019 (nominated for the Concurrences 2020 Antitrust Writing Award)
- Co-author with Amanda Wait and Andrew Eklund, "Merger Review Takeaways From New Hart-Scott-Rodino Data," Law360, October 4, 2019
- Co-author with Amanda Wait and Andrew Eklund, "HSR Annual Report confirms high likelihood of challenge for transactions subject to second requests," Norton Rose Fulbright Legal Update, September 25, 2019
- Co-author with Amanda Wait, "Concessions by Sprint and T-Mobile Drive FCC Approval but May Not Satisfy Enforcers," The National Law Journal, May 31, 2019
- Co-author with Amanda Wait, Vic Domen and Andrew Eklund, "DOJ suggests expanding enforcement of interlocking directorates to non-corporate entities," Norton Rose Fulbright Legal Update, May 8, 2019
- Co-author, "The FTC eyes settlement agreements that restrict rivals' online search terms," Norton Rose Fulbright Legal Update, November 27, 2018. This article was also circulated on International Law Office.
- Co-author, "American Express steers clear of antitrust law violation," Norton Rose Fulbright Legal Update, June 26, 2018
- Co-author, "Vertically challenged: The DOJ comes up short against AT&T," Norton Rose Fulbright Legal Update, June 14, 2018
- Contributing author, "Antitrust Evidence Handbook," American Bar Association, Section of Antitrust Law, 2016
- "Courthouses of the Second Circuit, Their Architecture, History, and Stories," Federal Bar Council, 2015
- Antitrust and Associations Handbook, American Bar Association, Section of Antitrust Law, 2009
- Author, "Bell Atlantic Corp. v. Twombly: Requiring a Plausible Analysis at the Pleadings Stage," The Antitrust Source, Vol. 8, Issue 2, December 2008
- Co-author, "The Fourth Circuit Re- Installs Limits on Coverage for Asbestos Personal Injuries," Mealey's Asbestos Bankruptcy Report, Vol.4, Issue No. 4, November 2004
Throughout his career, Gerald has chaired, moderated and participated in numerous workshops, panels and continuing legal education programs, focusing primarily on litigation skills and antitrust law. Below are some examples of these programs.
- Speaker, "Ripped from the Headlines: Current Developments in US Antitrust Law," Lawline, June 16, 2022.
- Moderator, "Washington Update: Antitrust Law," NRF Austin Health Law Symposium, April 21-22, 2022.
- Guest Lecturer, Cornell Tech, "Antitrust Issues in the Tech Industry," April 14 and 15, 2021.
- Moderator and Panelist, "Information 360: A holistic view of data transfer, internal information sharing and cybersecurity," NRF Austin Health Law Symposium, April 13, 2021.
- Speaker, "Understanding US Antitrust Merger Enforcement: Strategies and Considerations," ProLaw CLE, January 21, 2021.
- Moderator, ABA Podcast, How Will It Rule? A panel discussion on the Supreme Court argument in AMG Capital Management, LLC v. FTC, examining FTC Act Section 13(b) with respect to equitable monetary remedies, January 18, 2021.
- Panelist, "ABA Spring Blooms Series Webinar: Who Wants To Be A Divestiture Buyer?," ABA Webinar, May 27, 2020.
- Conference Chair and Moderator, "Fundamentals of Taking and Defending Depositions," Practising Law Institute, 2013-present.
- Speaker, "Navigating Your Transaction throught the U.S. Antitrust Agencies," Lawline, 2019.
- Moderator, "Advocating Before the Agencies: White Papers and Meetings," ABA Section of Antitrust Law, Spring Meeting, 2019.
- Panelist, "When Can A Trademark Settlement Be Unlawful Collusion?" New York State Bar Association, Section of Antitrust Law, 2018.
- Faculty member, Antitrust Expert Training Academy, New York State Bar Association, 2018.
- Panelist, International In-house Counsel Journal, Management Conference, Antitrust Year in Review, 2016-2018.
- Guest Lecturer, Quinnipiac University School of Law, Antitrust Law, 2016-2018.
- Panelist, Introduction to Antitrust, New York State Bar Association, 2015-2018.
- Program Chair, "Do Efficiencies Ever Offset Potentially Anticompetitive Effects?" ABA Section of Antitrust Law, Spring Meeting, 2018.
- Program Chair/Moderator, "Strategically Fixing a Merger," ABA Section of Antitrust Law, Spring Meeting, 2017.
- Faculty, Merger Workshop, ABA Section of Antitrust Law, 2015.
- Panelist, "A Day of Social Media: What Every In-House Counsel Needs to Know," Assoc. of Corporate Counsel, 2014.
- Panelist, "Privacy Developments," Assoc. of Corporate Counsel, 2013.
- Panelist, "Competition Overview," Fordham Law School IP Conference, 2013.
- Panelist, "Antitrust Developments," Assoc. of Corporate Counsel, 2013.
- Panelist, "Get Out of Jail Free: An Examination of Foreign Sovereign Immunity under U.S. Antitrust Laws," ABA Section of Antitrust Law, Spring Meeting, 2012.
- Panelist, "A Day with the Federal Trade Commission," Assoc. of Corporate Counsel, 2011.
- Panelist, "Gun Jumping and Information Sharing" New York State Bar Association, Section of Antitrust, 2011.
- Guest Lecturer, University of Pennsylvania School of Law, Corporate Lawyering Seminar, Overview of U.S. Antitrust Laws, 2010.
- Panelist, "Taking and Defending Depositions," Practising Law Institute (2009-2012) and NYC Bar Association, 2009.
- Conference Co-Chair, "Antitrust in a Global Economy," IBA Antitrust Committee and ABA Section of Antitrust Law, 2009.
- Panelist, "Litigating and Trying Complex Civil Antitrust Class Actions," ABA Section of Antitrust Law, 2009.
- Panelist, "Lawyers Following Orders: Ethical Pitfalls and Practical Advice," NYC Bar Association, 2008 and 2009.
- Panelist, "The Art of Pleading: Tips and Techniques on How to Strategically Draft Your Pleadings," NYC Bar Association, 2008.
- Panelist, "Jury Consultants in Antitrust Litigation," ABA Section of Antitrust Law, Spring Meeting, 2008.
- Panelist, "Best Practices for Good Lawyering," NYC Bar Association, 2007.
- Steering Committee, Antitrust Litigation/Trial Practice Course, ABA Section of Antitrust Law, 2007.
- Panelist, "New York State Civil Appellate Practice," NYC Bar Association, 2004.
- American Bar Association, Section of Antitrust Law
- Content Delivery Task Force: Vice-Chair (2016-present) and Member (2014-2016)
- Long Range Planning Committee (2016)
- Programs Committee: Chair (2011-2014) and Vice-Chair (2008-2011)
- New York State Bar Association, Section of Antitrust Law
- Member, Executive Committee (2010-present)
- Chair, Unilateral Conduct Committee (2016-2018)
- Chair, Mergers Committee (2013-2016)
Norton Rose Fulbright cross-border team advises Enerflex Ltd. on its public merger with Exterran Corporation
January 24, 2022
September 03, 2020
January 07, 2020
Publication | January 24, 2022
The FTC's prior approval policy likely will eliminate incentives to cooperate with antitrust investigations
Publication | January 19, 2022
Publication | September 29, 2021
Blog | August 31, 2021