Cravath’s New York Office Moves to Two Manhattan West
Partner, Litigation
Noah Joshua Phillips is Co-Chair of the Antitrust Practice and previously served as a Commissioner of the Federal Trade Commission (FTC). He advises clients on a range of antitrust issues, including mergers and acquisitions, business conduct and compliance, litigation and investigations, consumer protection, data security and privacy.
On the FTC, Mr. Phillips played an integral role in precedent setting enforcement actions and regulatory efforts concerning antitrust, consumer protection and privacy. He decided dozens of merger and other antitrust enforcement matters across the economy, including in the consumer product, defense, energy, entertainment, healthcare, technology, pharmaceutical and retail industries. Mr. Phillips’ written antitrust opinions were consistently upheld by federal appellate courts.
Since joining Cravath, Mr. Phillips has quickly amassed a thriving practice. On the litigation front, he currently represents Tesla in consolidated putative class action antitrust litigation alleging Tesla has monopolized access to parts and services needed to repair its vehicles, and that the company’s actions have resulted in delays and supracompetitive pricing for Tesla vehicle maintenance, in violation of Sections 1 and 2 of the Sherman Act, California’s Cartwright Act and California’s Unfair Competition Law.
On the antitrust advisory front, he has recently represented HCSC in its pending $3.3 billion acquisition of Cigna’s Medicare businesses and CareAllies; Star Bulk Carriers in its $2.1 billion combination with Eagle Bulk Shipping; the Special Committee of the Board of Directors of EchoStar in the $26 billion combination with DISH Network; Route Mobile and its founding shareholders in the ₹59.22 billion sale of a majority stake in Route Mobile to Proximus Group; and Disney in ESPN’s strategic alliance with PENN Entertainment to launch ESPN BET.
Mr. Phillips has been recognized by The Legal 500 and The Best Lawyers in America for his work in both antitrust litigation and antitrust merger control. He has also been named a “Litigation Star” by Benchmark Litigation and Lawdragon has included him on its lists of “500 Leading Lawyers in America,” “500 Leading Litigators in America” and “500 Leading Global Cyber Lawyers.”
Mr. Phillips speaks and writes frequently on a range of topics, including antitrust, consumer protection, and privacy issues, as well as the evolving artificial intelligence landscape and the various risks that might be addressed through enforcement and regulation. In addition, in his role as an FTC Commissioner, he frequently testified before Congress and represented the FTC before international bodies, including the G7, the Competition Committee of the Organisation for Economic Co-operation and Development, and the International Conference of Data Protection and Privacy Commissioners.
Prior to the FTC, Mr. Phillips served as Chief Counsel to U.S. Senator John Cornyn of Texas, on the Senate Judiciary Committee. He advised Senator Cornyn on a variety of legal and policy issues, as well as judicial nominations.
Mr. Phillips received an A.B. magna cum laude from Dartmouth College in 2000, where he was elected to Phi Beta Kappa, and a J.D. from Stanford Law School in 2005. He began his career at a New York-based investment bank. After law school, Mr. Phillips clerked for Hon. Edward C. Prado of the U.S. Court of Appeals for the Fifth Circuit and joined Cravath’s Litigation Department in 2006. He left the Firm in 2010, and he rejoined Cravath as a partner in December 2022.
On the FTC, Mr. Phillips played an integral role in precedent setting enforcement actions and regulatory efforts concerning antitrust, consumer protection and privacy. He decided dozens of merger and other antitrust enforcement matters across the economy, including in the consumer product, defense, energy, entertainment, healthcare, technology, pharmaceutical and retail industries. Mr. Phillips’ written antitrust opinions were consistently upheld by federal appellate courts.
Since joining Cravath, Mr. Phillips has quickly amassed a thriving practice. On the litigation front, he currently represents Tesla in consolidated putative class action antitrust litigation alleging Tesla has monopolized access to parts and services needed to repair its vehicles, and that the company’s actions have resulted in delays and supracompetitive pricing for Tesla vehicle maintenance, in violation of Sections 1 and 2 of the Sherman Act, California’s Cartwright Act and California’s Unfair Competition Law.
On the antitrust advisory front, he has recently represented HCSC in its pending $3.3 billion acquisition of Cigna’s Medicare businesses and CareAllies; Star Bulk Carriers in its $2.1 billion combination with Eagle Bulk Shipping; the Special Committee of the Board of Directors of EchoStar in the $26 billion combination with DISH Network; Route Mobile and its founding shareholders in the ₹59.22 billion sale of a majority stake in Route Mobile to Proximus Group; and Disney in ESPN’s strategic alliance with PENN Entertainment to launch ESPN BET.
Mr. Phillips has been recognized by The Legal 500 and The Best Lawyers in America for his work in both antitrust litigation and antitrust merger control. He has also been named a “Litigation Star” by Benchmark Litigation and Lawdragon has included him on its lists of “500 Leading Lawyers in America,” “500 Leading Litigators in America” and “500 Leading Global Cyber Lawyers.”
Mr. Phillips speaks and writes frequently on a range of topics, including antitrust, consumer protection, and privacy issues, as well as the evolving artificial intelligence landscape and the various risks that might be addressed through enforcement and regulation. In addition, in his role as an FTC Commissioner, he frequently testified before Congress and represented the FTC before international bodies, including the G7, the Competition Committee of the Organisation for Economic Co-operation and Development, and the International Conference of Data Protection and Privacy Commissioners.
Prior to the FTC, Mr. Phillips served as Chief Counsel to U.S. Senator John Cornyn of Texas, on the Senate Judiciary Committee. He advised Senator Cornyn on a variety of legal and policy issues, as well as judicial nominations.
Mr. Phillips received an A.B. magna cum laude from Dartmouth College in 2000, where he was elected to Phi Beta Kappa, and a J.D. from Stanford Law School in 2005. He began his career at a New York-based investment bank. After law school, Mr. Phillips clerked for Hon. Edward C. Prado of the U.S. Court of Appeals for the Fifth Circuit and joined Cravath’s Litigation Department in 2006. He left the Firm in 2010, and he rejoined Cravath as a partner in December 2022.
Benchmark Litigation
Best Lawyers in America
Lawdragon
The Legal 500 US
Deals & Cases
May 17, 2024
On May 13, 2024, the U.S. District Court for the Southern District of Texas dismissed claims brought by the Federal Trade Commission (“FTC”) against private equity firm Welsh Carson relating to U.S. Anesthesia Partners’ (“USAP”) acquisition of anesthesiology practices in Texas, and other allegedly anticompetitive conduct. In a novel approach, the FTC had named both USAP and Welsh Carson, a minority investor, as defendants in the case. On behalf of Cravath client American Investment Council, Cravath submitted an amicus brief in support of Welsh Carson’s motion to dismiss.
Deals & Cases
January 31, 2024
On January 31, 2024, Health Care Service Corporation (“HCSC”), the country’s largest customer‑owned health insurer, announced that it has signed a definitive agreement with The Cigna Group (“Cigna”) to acquire its Medicare Advantage, Medicare Supplemental Benefits, Medicare Part D and CareAllies businesses for a purchase price of $3.3 billion. Cigna’s Medicare plans currently serve 3.6 million Medicare members. Cravath is representing HCSC in connection with the transaction.
Deals & Cases
January 29, 2024
On January 29, 2024, Montana Technologies LLC (“Montana Technologies”) announced an agreement to form a joint venture with GE Vernova, a global leader in electrification, decarbonization, and energy solutions, to incorporate GE Vernova’s proprietary sorbent materials into systems that utilize Montana Technologies’ patented AirJoule® dehumidification, air conditioning, and atmospheric water harvesting technology. The joint venture will exclusively manufacture and supply products incorporating the combined technologies to leading original equipment manufacturers and customers in the Americas, Africa, and Australia. Cravath is representing Montana Technologies in connection with the transaction.
Deals & Cases
December 12, 2023
On December 11, 2023, HMS Networks AB (“HMS”), a global provider of industrial information and communication technology, announced it has entered into a binding agreement with Spectris Group Holdings Limited to acquire the Red Lion Controls business, a U.S.-based provider of industrial automation solutions, through the acquisition of 100 percent of the shares in Red Lion Controls Inc. and Red Lion Europe GmbH as well as certain assets in other jurisdictions, for a cash consideration of $345 million. Cravath is representing HMS as special U.S. counsel in connection with the transaction.
Deals & Cases
December 12, 2023
On December 11, 2023, Star Bulk Carriers Corp. (“Star Bulk”), a global shipping company focusing on the transportation of dry bulk cargoes, and Eagle Bulk Shipping Inc. (“Eagle”), one of the world’s largest owner-operators within the midsize dry bulk vessel segment, announced that the companies have entered into a definitive agreement to combine in an all-stock merger on a Net Asset Value to Net Asset Value (“NAV”) basis with a pro forma market capitalization of approximately $2.1 billion. Under the terms of the agreement, which was unanimously approved by the boards of directors of both companies, Eagle shareholders will receive 2.6211 shares of Star Bulk common stock for each share of Eagle common stock owned. This represents a total consideration of approximately $52.60 per share, a 17% premium based on Eagle’s closing share price of $44.85 on December 8, 2023. Upon the close of the transaction, Star Bulk and Eagle shareholders will own approximately 71% and 29% of the combined company on a fully diluted basis, respectively. Cravath is representing Star Bulk in connection with the transaction.
Activities & Publications
June 07, 2024
On June 5, 2024, Cravath partner Noah Joshua Phillips participated in the American Bar Association’s 2024 Antitrust in Healthcare Conference, which was held from June 4‑5, 2024, in Arlington, VA. The event convened leading government attorneys, private counsel representing both plaintiffs and defendants, international enforcers and economists to discuss key antitrust issues affecting the healthcare industry and to provide practical advice, insights and policy recommendations. Noah delivered the keynote address entitled “Checkup: Taking the Biden Administration’s Temperature on Healthcare Antitrust.”
Accolades
April 29, 2024
On April 26, 2024, Cravath partners David J. Kappos, John D. Buretta, Noah Joshua Phillips, Sasha Rosenthal‑Larrea, Evan Norris, Michael L. Arnold and Kimberley S. Drexler were named to Lawdragon’s list of “500 Leading Global Cyber Lawyers” in recognition of their work advising clients on corporate governance, investigations and regulatory enforcement, intellectual property and competition matters related to data privacy and cybersecurity. The list recognizes “the legal world’s leading minds in national security” who “connect it all – data and security, innovation and inspiration, litigation and exploration.”
Activities & Publications
April 25, 2024
On April 25, 2024, Cravath prepared a memo for its clients entitled “FTC Adopts Rule “Banning” Non‑Compete Clauses with Workers.” The memo examines the Federal Trade Commission’s recently adopted final rule broadly deeming non‑compete clauses with “workers” to be an “unfair method of competition” under Section 5 of the Federal Trade Commission Act. The memo outlines how the final rule does not necessarily constitute a ban on non‑compete clauses, potential legal challenges to the final rule and expected future enforcement. The memo concludes with recommendations for companies to consider to ensure they are in position to adapt to the changing landscape.
Activities & Publications
April 16, 2024
Cravath partners Gary A. Bornstein and Noah Joshua Phillips and practice area attorney Benjamin J. Bauer participated in the American Bar Association’s 2024 Antitrust Law Section Spring Meeting, which was held from April 10‑12, 2024, in Washington, D.C., and convened international antitrust, consumer protection and data privacy professionals.
Activities & Publications
April 15, 2024
On April 9, 2024, Cravath partner Noah Joshua Phillips participated in “The 2023 U.S. Merger Guidelines: A Review,” an event hosted by Concurrences in Washington, D.C., which coincided with the launch of the book bearing the same title by Concurrences and the Computer & Communications Industry Association. Noah was featured in a fireside chat about the new guidelines and what impact they will have on dealmaking and antitrust enforcement moving forward.
Noah Joshua Phillips is Co-Chair of the Antitrust Practice and previously served as a Commissioner of the Federal Trade Commission (FTC). He advises clients on a range of antitrust issues, including mergers and acquisitions, business conduct and compliance, litigation and investigations, consumer protection, data security and privacy.
On the FTC, Mr. Phillips played an integral role in precedent setting enforcement actions and regulatory efforts concerning antitrust, consumer protection and privacy. He decided dozens of merger and other antitrust enforcement matters across the economy, including in the consumer product, defense, energy, entertainment, healthcare, technology, pharmaceutical and retail industries. Mr. Phillips’ written antitrust opinions were consistently upheld by federal appellate courts.
Since joining Cravath, Mr. Phillips has quickly amassed a thriving practice. On the litigation front, he currently represents Tesla in consolidated putative class action antitrust litigation alleging Tesla has monopolized access to parts and services needed to repair its vehicles, and that the company’s actions have resulted in delays and supracompetitive pricing for Tesla vehicle maintenance, in violation of Sections 1 and 2 of the Sherman Act, California’s Cartwright Act and California’s Unfair Competition Law.
On the antitrust advisory front, he has recently represented HCSC in its pending $3.3 billion acquisition of Cigna’s Medicare businesses and CareAllies; Star Bulk Carriers in its $2.1 billion combination with Eagle Bulk Shipping; the Special Committee of the Board of Directors of EchoStar in the $26 billion combination with DISH Network; Route Mobile and its founding shareholders in the ₹59.22 billion sale of a majority stake in Route Mobile to Proximus Group; and Disney in ESPN’s strategic alliance with PENN Entertainment to launch ESPN BET.
Mr. Phillips has been recognized by The Legal 500 and The Best Lawyers in America for his work in both antitrust litigation and antitrust merger control. He has also been named a “Litigation Star” by Benchmark Litigation and Lawdragon has included him on its lists of “500 Leading Lawyers in America,” “500 Leading Litigators in America” and “500 Leading Global Cyber Lawyers.”
Mr. Phillips speaks and writes frequently on a range of topics, including antitrust, consumer protection, and privacy issues, as well as the evolving artificial intelligence landscape and the various risks that might be addressed through enforcement and regulation. In addition, in his role as an FTC Commissioner, he frequently testified before Congress and represented the FTC before international bodies, including the G7, the Competition Committee of the Organisation for Economic Co-operation and Development, and the International Conference of Data Protection and Privacy Commissioners.
Prior to the FTC, Mr. Phillips served as Chief Counsel to U.S. Senator John Cornyn of Texas, on the Senate Judiciary Committee. He advised Senator Cornyn on a variety of legal and policy issues, as well as judicial nominations.
Mr. Phillips received an A.B. magna cum laude from Dartmouth College in 2000, where he was elected to Phi Beta Kappa, and a J.D. from Stanford Law School in 2005. He began his career at a New York-based investment bank. After law school, Mr. Phillips clerked for Hon. Edward C. Prado of the U.S. Court of Appeals for the Fifth Circuit and joined Cravath’s Litigation Department in 2006. He left the Firm in 2010, and he rejoined Cravath as a partner in December 2022.
On the FTC, Mr. Phillips played an integral role in precedent setting enforcement actions and regulatory efforts concerning antitrust, consumer protection and privacy. He decided dozens of merger and other antitrust enforcement matters across the economy, including in the consumer product, defense, energy, entertainment, healthcare, technology, pharmaceutical and retail industries. Mr. Phillips’ written antitrust opinions were consistently upheld by federal appellate courts.
Since joining Cravath, Mr. Phillips has quickly amassed a thriving practice. On the litigation front, he currently represents Tesla in consolidated putative class action antitrust litigation alleging Tesla has monopolized access to parts and services needed to repair its vehicles, and that the company’s actions have resulted in delays and supracompetitive pricing for Tesla vehicle maintenance, in violation of Sections 1 and 2 of the Sherman Act, California’s Cartwright Act and California’s Unfair Competition Law.
On the antitrust advisory front, he has recently represented HCSC in its pending $3.3 billion acquisition of Cigna’s Medicare businesses and CareAllies; Star Bulk Carriers in its $2.1 billion combination with Eagle Bulk Shipping; the Special Committee of the Board of Directors of EchoStar in the $26 billion combination with DISH Network; Route Mobile and its founding shareholders in the ₹59.22 billion sale of a majority stake in Route Mobile to Proximus Group; and Disney in ESPN’s strategic alliance with PENN Entertainment to launch ESPN BET.
Mr. Phillips has been recognized by The Legal 500 and The Best Lawyers in America for his work in both antitrust litigation and antitrust merger control. He has also been named a “Litigation Star” by Benchmark Litigation and Lawdragon has included him on its lists of “500 Leading Lawyers in America,” “500 Leading Litigators in America” and “500 Leading Global Cyber Lawyers.”
Mr. Phillips speaks and writes frequently on a range of topics, including antitrust, consumer protection, and privacy issues, as well as the evolving artificial intelligence landscape and the various risks that might be addressed through enforcement and regulation. In addition, in his role as an FTC Commissioner, he frequently testified before Congress and represented the FTC before international bodies, including the G7, the Competition Committee of the Organisation for Economic Co-operation and Development, and the International Conference of Data Protection and Privacy Commissioners.
Prior to the FTC, Mr. Phillips served as Chief Counsel to U.S. Senator John Cornyn of Texas, on the Senate Judiciary Committee. He advised Senator Cornyn on a variety of legal and policy issues, as well as judicial nominations.
Mr. Phillips received an A.B. magna cum laude from Dartmouth College in 2000, where he was elected to Phi Beta Kappa, and a J.D. from Stanford Law School in 2005. He began his career at a New York-based investment bank. After law school, Mr. Phillips clerked for Hon. Edward C. Prado of the U.S. Court of Appeals for the Fifth Circuit and joined Cravath’s Litigation Department in 2006. He left the Firm in 2010, and he rejoined Cravath as a partner in December 2022.
Benchmark Litigation
Best Lawyers in America
Lawdragon
The Legal 500 US
Deals & Cases
May 17, 2024
On May 13, 2024, the U.S. District Court for the Southern District of Texas dismissed claims brought by the Federal Trade Commission (“FTC”) against private equity firm Welsh Carson relating to U.S. Anesthesia Partners’ (“USAP”) acquisition of anesthesiology practices in Texas, and other allegedly anticompetitive conduct. In a novel approach, the FTC had named both USAP and Welsh Carson, a minority investor, as defendants in the case. On behalf of Cravath client American Investment Council, Cravath submitted an amicus brief in support of Welsh Carson’s motion to dismiss.
Deals & Cases
January 31, 2024
On January 31, 2024, Health Care Service Corporation (“HCSC”), the country’s largest customer‑owned health insurer, announced that it has signed a definitive agreement with The Cigna Group (“Cigna”) to acquire its Medicare Advantage, Medicare Supplemental Benefits, Medicare Part D and CareAllies businesses for a purchase price of $3.3 billion. Cigna’s Medicare plans currently serve 3.6 million Medicare members. Cravath is representing HCSC in connection with the transaction.
Deals & Cases
January 29, 2024
On January 29, 2024, Montana Technologies LLC (“Montana Technologies”) announced an agreement to form a joint venture with GE Vernova, a global leader in electrification, decarbonization, and energy solutions, to incorporate GE Vernova’s proprietary sorbent materials into systems that utilize Montana Technologies’ patented AirJoule® dehumidification, air conditioning, and atmospheric water harvesting technology. The joint venture will exclusively manufacture and supply products incorporating the combined technologies to leading original equipment manufacturers and customers in the Americas, Africa, and Australia. Cravath is representing Montana Technologies in connection with the transaction.
Deals & Cases
December 12, 2023
On December 11, 2023, HMS Networks AB (“HMS”), a global provider of industrial information and communication technology, announced it has entered into a binding agreement with Spectris Group Holdings Limited to acquire the Red Lion Controls business, a U.S.-based provider of industrial automation solutions, through the acquisition of 100 percent of the shares in Red Lion Controls Inc. and Red Lion Europe GmbH as well as certain assets in other jurisdictions, for a cash consideration of $345 million. Cravath is representing HMS as special U.S. counsel in connection with the transaction.
Deals & Cases
December 12, 2023
On December 11, 2023, Star Bulk Carriers Corp. (“Star Bulk”), a global shipping company focusing on the transportation of dry bulk cargoes, and Eagle Bulk Shipping Inc. (“Eagle”), one of the world’s largest owner-operators within the midsize dry bulk vessel segment, announced that the companies have entered into a definitive agreement to combine in an all-stock merger on a Net Asset Value to Net Asset Value (“NAV”) basis with a pro forma market capitalization of approximately $2.1 billion. Under the terms of the agreement, which was unanimously approved by the boards of directors of both companies, Eagle shareholders will receive 2.6211 shares of Star Bulk common stock for each share of Eagle common stock owned. This represents a total consideration of approximately $52.60 per share, a 17% premium based on Eagle’s closing share price of $44.85 on December 8, 2023. Upon the close of the transaction, Star Bulk and Eagle shareholders will own approximately 71% and 29% of the combined company on a fully diluted basis, respectively. Cravath is representing Star Bulk in connection with the transaction.
Activities & Publications
June 07, 2024
On June 5, 2024, Cravath partner Noah Joshua Phillips participated in the American Bar Association’s 2024 Antitrust in Healthcare Conference, which was held from June 4‑5, 2024, in Arlington, VA. The event convened leading government attorneys, private counsel representing both plaintiffs and defendants, international enforcers and economists to discuss key antitrust issues affecting the healthcare industry and to provide practical advice, insights and policy recommendations. Noah delivered the keynote address entitled “Checkup: Taking the Biden Administration’s Temperature on Healthcare Antitrust.”
Accolades
April 29, 2024
On April 26, 2024, Cravath partners David J. Kappos, John D. Buretta, Noah Joshua Phillips, Sasha Rosenthal‑Larrea, Evan Norris, Michael L. Arnold and Kimberley S. Drexler were named to Lawdragon’s list of “500 Leading Global Cyber Lawyers” in recognition of their work advising clients on corporate governance, investigations and regulatory enforcement, intellectual property and competition matters related to data privacy and cybersecurity. The list recognizes “the legal world’s leading minds in national security” who “connect it all – data and security, innovation and inspiration, litigation and exploration.”
Activities & Publications
April 25, 2024
On April 25, 2024, Cravath prepared a memo for its clients entitled “FTC Adopts Rule “Banning” Non‑Compete Clauses with Workers.” The memo examines the Federal Trade Commission’s recently adopted final rule broadly deeming non‑compete clauses with “workers” to be an “unfair method of competition” under Section 5 of the Federal Trade Commission Act. The memo outlines how the final rule does not necessarily constitute a ban on non‑compete clauses, potential legal challenges to the final rule and expected future enforcement. The memo concludes with recommendations for companies to consider to ensure they are in position to adapt to the changing landscape.
Activities & Publications
April 16, 2024
Cravath partners Gary A. Bornstein and Noah Joshua Phillips and practice area attorney Benjamin J. Bauer participated in the American Bar Association’s 2024 Antitrust Law Section Spring Meeting, which was held from April 10‑12, 2024, in Washington, D.C., and convened international antitrust, consumer protection and data privacy professionals.
Activities & Publications
April 15, 2024
On April 9, 2024, Cravath partner Noah Joshua Phillips participated in “The 2023 U.S. Merger Guidelines: A Review,” an event hosted by Concurrences in Washington, D.C., which coincided with the launch of the book bearing the same title by Concurrences and the Computer & Communications Industry Association. Noah was featured in a fireside chat about the new guidelines and what impact they will have on dealmaking and antitrust enforcement moving forward.
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