Jody Boudreault

Chair - Antitrust Life Sciences and Healthcare Partner

[email protected]

Washington, D.C.

P: +1.202.639.7807
F: +1.202.585.1039
Jody Boudreault

Jody Boudreault successfully advocates for antitrust clearance of multi-million-dollar strategic M&A so that companies can successfully meet their growth objectives. As a former Antitrust Division Honors Attorney, Jody uses her deep knowledge of substantive issues, regulatory processes, and agency officials to evaluate and counsel on antitrust risk from initial transaction assessment through HSR filing and agency investigations. She also regularly devises antitrust risk-reducing solutions to contracting and other business issues, and advocates for or against “needle-moving” policy proposals before government agencies.

Jody counsels clients across major sectors of the economy, including healthcare, life sciences, and health information technology; financial services, including fintech platforms; intellectual property and high-tech matters; consumer products; heavy industry; national defense; insurance; airline and aerospace; and media and entertainment.

Persuasive advocacy. Jody advocates for and against transactions and policy proposals before government agencies and responds to investigatory requests by the U.S. Department of Justice Antitrust Division (DOJ), Federal Trade Commission (FTC), other federal agencies, Congress, and state Attorneys General.

Business solutions. She advises on M&A from initial risk assessment through HSR and state filings, second requests, settlements, and post-closing issues; divestiture buyers; JVs and collaborations; information exchanges; contracts and other business arrangements.

Pragmatic and thoughtful antitrust advice. Jody advises clients, including a Fortune 5 client, on a wide range of issues such as gun-jumping; network access; monopolization; Section 1 market allocation, price-fixing, and collusion; MFNs, foreclosure, refusal to deal, exclusive dealing, no-poach and non-compete agreements, interlocking directorates, antitrust compliance, standard setting, firewalls and data access, and more.

Jody is co-chair of the Unilateral Conduct Committee of the Antitrust Law Section of the American Bar Association, and previously served as vice chair on the ABA's Pricing Conduct Committee. She contributed for many years to the Antitrust Law Developments treatise. She is a member of the Cornell Alumni Association and various PTAs.

Related Experience

Transactions and Counseling

  • Acquisition of a multi-city cardiology practice and MSO closed without a Second Request.
  • Acquisition of cardiac catheterization laboratories in six states and gun-jumping training, closed without a Second Request.
  • Resale price maintenance counseling regarding online marketplace company’s contracts with a vendor.
  • Technology company’s response to an EU Request for Information under the Digital Markets Act (DMA).
  • Antitrust counseling to an education technology platform.
  • Creation of an online consumer marketplace JV in the U.S. and U.K.
  • Acquisition of an international technology company.
  • Antitrust guidelines, common interest agreement and ongoing antitrust advice to a risk-bearing JV provider entity.
  • Antitrust risk assessment for various potential acquisitions in healthcare, pharmaceutical and technology industries.
  • Advocacy through FTC review on a top health system’s proposed acquisition of an independent acute care hospital.
  • Optum’s $4.3 billion acquisition of DaVita Medical Group's primary care physicians, specialty physicians and ASCs in six states after Second Request compliance.
  • $13 billion acquisition of a national pharmacy benefit manager without a Second Request.
  • Successful resolution of a DOJ Section 8 investigation of a healthcare consulting firm.
  • Antitrust counseling to FDIC regarding the Unique Product Identifier (UPI) system. The Regulatory Oversight Committee and the Derivatives Service Bureau Finalise a Memorandum of Understanding.
  • Acquisition of a fintech health savings bank closed without a Second Request.
  • Antitrust counseling to a blockchain joint venture.
  • Secured DOJ approval for UnitedHealthcare to acquire a New Hampshire health plan divested in Harvard Pilgrim’s acquisition of Tufts Health Plan; related contract negotiation advice.
  • Advocacy to Congress on consumer and taxpayer benefits from vertical integration of health-related companies; advocacy to CMS regarding price transparency proposed rules.
  • Advised health industry participants on quality metrics standard setting.
  • Acquisition of multiple technology companies closed without Second Requests.
  • DOJ merger clearances for consumer-facing Medicare Advantage plans
  • Antitrust strategy in a contract dispute between a hospital and a health plan.
  • Advocated on behalf of non-party complainant in FTC investigation of E. & J. Gallo Winery's acquisitions from Constellation Brands, Inc., resulting in divestitures. FTC Imposes Conditions on E. & J. Gallo Winery's Acquisition of Assets from Constellation Brands, Inc.
  • Advised non-parties in DOJ merger investigation of Cengage/McGraw Hill, including representation during agency interviews and subpoena responses. Cengage and McGraw-Hill Terminate Merger Agreement in Response to Antitrust Concerns
  • Advocated on behalf of non-party complainant before the DOJ; California, Mississippi and Iowa state Attorneys General; and NAAG in DOJ's review of Bayer/Monsanto, which resulted in divestitures. Justice Department Secures Largest Negotiated Merger Divestiture Ever to Preserve Competition Threatened by Bayer’s Acquisition of Monsanto
  • Advocacy for an industry participant in connection with the DOJ's review of the ASCAP and BMI consent decrees.
  • Regularly assess antitrust risk and provide guidance on potential acquisitions, joint ventures, contract clauses, information sharing, data access and other business transactions.

Litigation

  • In re Blue Cross Blue Shield Antitrust Litigation, No. 2:13-cv-20000 (N.D. Ala.). Represented a third party in discovery.
  • United States v. Aetna Inc., No. 1:16-cv-01494 (D.D.C.). Represented a third party in discovery.
  • United States v. Anthem, Inc., No. 1:16-cv-01493 (D.D.C.). Represented a third party in discovery; represented others in non-party advocacy before the DOJ.
  • United States v. Broadcast Music, Inc., No. 16-3830 (2d Cir.). Submitted amicus brief on behalf of industry participant.
  • Prime Aid Pharmacy Corp. v. Humana Inc., No. 2:16-cv-02104 (D.N.J.). Defended against specialty pharmacy network exclusion and aftermarket lock-in § 1 and § 2 claims.
  • RMLC v. SESAC. Consulted on antitrust issues in arbitration to set industry contract rates.
  • Radio Music License Committee, Inc. v. SESAC, Inc., No. 2:12-cv-05807 (E.D. Pa.). Defended monopolization claims to settlement.
  • Meredith Corp. v. SESAC, LLC, No. 1:09-cv-09177 (S.D.N.Y.). Defended class action monopolization claims to settlement.
  • FTC v. St. Luke's Health System, Ltd., No. 1:13-cv-00116 (D. Idaho). Submitted amicus brief on behalf of health plan industry.
  • United States v. Dairy Farmers of America, Inc., No. 6:03-cv-206 (E.D. Ky. Apr. 24, 2003). DOJ investigation of partial acquisition of competing dairies in Kentucky, focusing on school-milk markets.
  • United States v. 3D Systems Corp., No. 1:01-cv-01237 (D.D.C. June 6, 2001). DOJ investigation of an acquisition of 3-D printing technology that would have decreased the number of competitors from three to two. Anticompetitive effects analyzed included harm to technological innovation.
  • United States v. Premdor, Inc., No. 1:01-cv-01696, (D.D.C. Aug. 3, 2001). DOJ investigation of vertical acquisition of doorskin manufacturer by molded door manufacturer.
  • United States v. Aktiebolaget Volvo, No. 1:00-cv-03006 (D.D.C. Dec. 18, 2000). DOJ investigation of Volvo's proposed acquisition of Renault, focusing on LCOE heavy duty trucks.

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