Preface

• Pages: ix-x

ix

PREFACE

When the first edition of this handbook was published eight years

ago, any predecessors observed that “[g]lobal competition and techno-

logical innovation . . . have dramatically changed how business is done,”

and that joint-venture partners needed “to carefully consider antitrust

ramifications when structuring their venture[s]” in order to “ensur[e] that

[they were] structured to achieve . . . legitimate business objectives while

reducing the possibility of an antitrust pitfall.” Those statements are no

less true today. Then as now companies continue to work together to

pool their resources and take advantage of opportunities in a challenging

and rapidly changing marketplace.

So, too, the need for clear-eyed analysis under the antitrust and com-

petition laws is equally, if not more, important. Not only can joint ven-

tures result in efficiencies and benefits to consumers, but they also can

reduce competition and lead to consumer harm, particularly when under-

taken by competitors. For this reason, antitrust enforcers and private

plaintiffs closely scrutinize the formation and operation of joint ventures.

And such scrutiny increasingly is also coming from outside the United

States.

This handbook is designed to help corporate counselors and their

outside antitrust advisers anticipate the risks associated with joint ven-

tures in the United States and other leading jurisdictions and to plan how

to avoid them. It is also intended to guide litigants in analyzing the

agreements and conduct of joint ventures. This edition of the handbook

has been updated to reflect the current status of the law. It contains a new

chapter that offers practical guidance to joint-venture members and an-

other that addresses issues relating to the formation and conduct of joint

ventures in areas where there are prominent antitrust enforcement re-

gimes outside of the United States.

This book is the result of a team effort by many talented individuals.

We would like to thank the principal contributors of the book: Mark

Katz, Erika Douglas, Ryan Foley, Tom Dillickrath, Eric Sprague, Danica

Noble, Kristian Rogers, Nicole Williams, Rawia Ashraf, Andrew Win-

erman, Arman Oruc, Kristen Anderson, John Jasnoch, David Ernst, Jan