Mars Incorporated’s Acquisition of VCA Inc.

Compass Lexecon was retained by counsel for Mars Incorporated to evaluate the competitive effects of its $9 billion acquisition of VCA Inc. The parties owned and operated the two largest veterinary hospital chains in the U.S., with a combined total of 1,900 hospitals operating under brands including VCA, Banfield, and BluePearl. We conducted extensive competitive analyses to assess potential unilateral effects arising where the parties’ general practice, specialty and emergency veterinary hospitals were in close geographic proximity to one another. We made a number of presentations and submissions to the Federal Trade Commission showing: (1) lack of competitive harm with regard to general practice veterinary hospitals due to the presence of a substantial number of competitors anywhere there were geographic overlaps, and (2) lack of competitive harm in several metropolitan areas where the parties had emergency and specialty hospitals that were in close proximity to each other. The FTC cleared the transaction in August 2017 with divestitures of 12 emergency and specialty hospitals.

The Compass Lexecon experts were Drs. Mary Coleman and Mark Israel and their team was led by Aren Megerdichian, and included Christopher Fasel, Matthew Krietzberg, Runbo Li and Evan Thompson, with additional support from Maria Stoyadinova and Prerana Nanda. Compass Lexecon worked closely with counsel representing Mars Incorporated, including Clifford Aronson, Michael Sheerin, and Kristen Spitaletta of Skadden, Arps, Slate, Meagher & Flom and William Díaz of McDermott Will & Emery, as well as counsel representing VCA Inc., including Paul Hewitt and Corey Roush of Akin Gump Strauss Hauer & Feld LLP.