Review of the Thermo Fisher/Life Technologies Merger
Edgeworth Partners Dr. Fei Deng and Dr. Gregory K. Leonard were retained by the Chinese antitrust agency in charge of merger reviews—the Anti-Monopoly Bureau of the Ministry of Commerce (MOFCOM) —as outside experts in its review of the Thermo Fisher/Life Technologies merger. This is the second time that Drs. Deng and Leonard have worked as outside experts for MOFCOM in a merger review case. Previously, they worked with MOFCOM in its review of the proposed UPS/TNT Express acquisition.
Thermo Fisher proposed to acquire Life Technologies for approximately $13.6 billion, pursuant to an agreement signed on April 14, 2013. The antitrust filing was submitted by the parties to MOFCOM on July 3, 2013, and was accepted on August 27, 2013. On January 15, 2014, MOFCOM approved the deal with conditions on a limited set of products, after four and a half months of extended review.
There were 59 product areas in which the merging parties had overlapping businesses operations in China. With such a large number of overlapping areas, the efficiency of the review depended on the speed with which the agency could screen out the areas that were less likely to be problematic, so that the review could focus on those areas with a greater need for scrutiny. The analyses provided by Edgeworth economists helped MOFCOM quickly narrow the inquiry. Drs. Deng and Leonard led the Edgeworth team, and they worked directly with the MOFCOM case team in reviewing documents produced by the merging parties and third parties, devising follow-up data and information requests, analyzing market definition and competitive effects using both qualitative and quantitative approaches, and preparing and delivering analyses and recommendations to MOFCOM.
Although antitrust commentators have remarked that MOFCOM is often the last regulatory hurdle a deal has to overcome, MOFCOM published its decision on Thermo Fisher/Life Technologies two weeks before the U.S. FTC’s conditional approval of the deal. Prior to that, the European Commission had approved the deal with conditions on November 11, 2013.