Michael N. Sohn
Michael Sohn, a former General Counsel of the Federal Trade Commission, is a member of Davis Polk’s Litigation Department, based in our Washington DC office. His practice focuses on the antitrust aspects of mergers and acquisitions, as well as government and private antitrust litigation and investigations. He is widely recognized for his involvement in sensitive and complex antitrust matters, particularly with regard to facilitating innovative agreements between companies and reviewing government authorities.
Mr. Sohn has represented clients such as BATS Global Markets, Citigroup, Comcast, Emerson, GE, Merck, Shire, Solvay, SS&C Technologies, Smith & Nephew, Palm, and PricewaterhouseCoopers in merger investigations and litigation before the FTC and the Antitrust Division of the Department of Justice.
Mr. Sohn joined Davis Polk from a major Washington law firm where he led the antitrust practice for many years.
- General Electric in connection with the sale of various GE Capital lending units, including the sale of:
- Its car fleet assets and railcar repair and maintenance facilities to Marmon Holdings, Inc. and its remaining railcar leasing business to Wells Fargo & Co.
- GE Transportation Finance to Bank of Montreal for approximately $8.7 billion
- Its health care-related loans and its Healthcare Financial Services U.S. lending business to Capital One Financial Corporation for approximately $9 billion
- GE Capital Bank’s U.S. online deposit platform along with approximately $16 billion of deposits to Goldman Sachs Bank USA
- Its U.S. sponsor finance business and a bank loan portfolio to Canada Pension Plan Investment Board (CPPIB) for approximately $12 billion
- Solvay SA in connection with its $6.4 billion acquisition of Cytec Industries Inc.
- Citigroup in connection with the $4.25 billion sale of its OneMain Financial business to Springleaf Holdings Inc.
- Verisk Analytics in connection with its $2.8 billion acquisition of Wood Mackenzie
- SS&C Technologies Holdings, Inc. in connection with its approximately $2.7 billion acquisition of Advent Software
- Crestview Partners, LP before the FTC in connection with the sale of its portfolio company, Symbion Holdings Corporation, to Surgery Center Holdings, Inc, another entity which owns ambulatory surgery centers
- Shire plc in connection with its $54.8 billion merger with AbbVie Inc.
- Smith & Nephew plc in connection with its $1.7 billion acquisition of ArthroCare Corp.
- AstraZeneca on the U.S. antitrust aspects of the $119 billion acquisition proposal by Pfizer
- Shire plc in connection with its $4.2 billion acquisition of Viropharma Inc.
- BATS Global Markets in obtaining U.S. antitrust clearance for its merger with Direct Edge
- CVS Caremark in connection with its successful $1.25 billion acquisition of the Medicare prescription drug business of Universal American
- Forest Laboratories, Inc. in connection with its $1.2 billion acquisition of Clinical Data, Inc.
- Comcast in connection with the NBCUniversal joint venture
- Palm in connection with its sale to Hewlett Packard
- Equinix in its acquisition of Switch and Data
- Emerson Electric in the sale of its motor division
Before joining Davis Polk, Mr. Sohn’s significant representations included:
- Successful settlement in the FTC’s 1998 monopolization suit against Intel
- Approved $27.2 billion acquisition of Guidant by Boston Scientific
- Approved $60 billion acquisition of Aventis by Sanofi
Mr. Sohn is consistently recognized for his antitrust work by leading industry publications, including:
- Chambers USA
- “[D]eeply experienced lawyer and valuable source of guidance to clients”
- Chambers Global
- “[W]ealth of experience in the antitrust field, and a towering reputation amongst his peers”
- The Legal 500 U.S.
- “[V]ery client focused,” providing “workable answers and solutions” and “tak[ing] a very balanced approach”
- Benchmark Litigation – “Star”: National and Washington DC
- U.S. News Best Lawyers – “Lawyer of the Year,” Washington DC Administrative/Regulatory Law, and Litigation – Mergers & Acquisitions, 2012
Mr. Sohn is a member of Davis Polk’s Antitrust Group, which was named:
- Law360 – “Competition Group of the Year,” 2012, 2014, 2015 and 2016
- U.S. News Best Lawyers – “Law Firm of the Year,” 2013
- “Pricing of Differentiated Products in the 2010 Horizontal Merger Guidelines: Some Unanswered Questions,” Fordham Competition Law Institute Annual Conference (2010)
- “Non-Horizontal Mergers: The U.S. Approach,” GCR Merger Control Conference (2010)
- Counsel, Davis Polk, 2010-present
Articles and Books
Lingering Questions on Foreign Sovereignty and Separation of Powers After the Vitamin C Price-Fixing Verdict | Antitrust, vol. 28, no. 1, Fall 2013, American Bar Association
Shifting Paradigms in Market Definition – From Staples/Office Depot to AMR/US Airways | The Threshold, vol. XIV, no. 1, Fall 2013, American Bar Association