Vedder Price

Brian K. McCalmon

Shareholder

Brian K. McCalmon is a Shareholder in the Litigation practice area in the firm’s Washington, DC office. Brian’s focus is Antitrust & Trade Regulation.

Brian’s antitrust practice focuses on complex litigation, private actions, and merger and conduct investigations brought by  the Department of Justice (DOJ), Federal Trade Commission (FTC) and state attorneys general.   He also represents companies in investigations of marketing, advertising, and privacy practices before the FTC and other consumer protection agencies.

Antitrust M&A Review and Conduct Investigations

Brian’s representations have included merger and antitrust investigations of clients in a wide range of industries, including waste services, paperboard and paper products, health care providers, medical devices, periodicals distribution, airlines, funeral services and telecommunications.  

Clients rely on Brian’s 25 years of experience in guiding them through all antitrust-related aspects of a strategic merger or acquisition, including: analysis of investigation risk for the deal; negotiations of antitrust risk allocation and other terms in the agreement; management of due diligence and integration planning to avoid gun-jumping issues; pre-closing communications with key customers; analysis of and compliance with Hart-Scott-Rodino (“HSR”) and global premerger filing requirements; and advocacy before the FTC, DOJ, state AGs, and courts in substantive merger investigations.

He has also successfully represented companies in federal monopolization and price-fixing investigations and in state AG antitrust investigations in well over a dozen states.  
Brian counsels clients on antitrust considerations for all manner of business arrangements, including joint ventures, subcontracting, teaming arrangements, and pricing and distribution programs.

Antitrust and Complex Litigation

Brian represents companies and individuals in claims brought by regulators, competitors, and customers under the Sherman Act, FTC Act, and other statutes.  His clients depend on his ability to identify and implement strategies that free them from burdensome litigation in the most cost-effective manner.

Consumer Protection, Privacy, and Regulatory Counsel

Brian represents clients in compliance efforts and litigation under multiple federal and state consumer protection statutes.  He structures marketing, advertising, and social media programs to comply with the requirements of the FTC Act, and various states’ consumer protection laws, and defends companies accused of deceptive trade practices and privacy violations.  For example, Brian helped lead the defense of a financial industry member in one of the first investigations ever conducted by the Consumer Financial Protection Bureau (conducted jointly with FTC’s Bureau of Consumer Protection), successfully convinced the FTC to drop a non-public investigation into the consumer data-gathering practices of an internet b2b services provider, and was co-counsel on a team that convinced FTC to drop its non-public investigation into algorithms used by a leading internet valuation company.

Brian also counsels individuals and companies on warranty issues arising under the Magnuson-Moss Warranty Act and has overseen the worldwide drafting of consumer warranties for multinational products manufacturers. in addition, Brian guides product and food manufacturers through the labyrinth of labeling requirements governed by FTC and FDA regulations and labeling statutes, and counsels importers on compliance with the Made in USA guidelines under the FTC Act.

 

Brian K. McCalmon

Shareholder

Education

  • Georgetown University Law Center, J.D., 1996
  • Georgetown University, M.S.F.S., 1996
  • University of Oklahoma, B.A., 1992

Brian K. McCalmon

Shareholder

Bar Admissions

  • District of Columbia
  • Maryland

Court Admissions

  • U.S. Court of Appeals, District of Columbia Circuit
  • U.S. District Court, District of Columbia
  • U.S. District Court, District of Maryland

Affiliations

  • Attorney Volunteer, Mid-Shore Pro Bono
  • Volunteer, Talbot Interfaith Shelter (Easton, Maryland)
  • VP, Board of Trustees, National Presbyterian School (Washington, DC), 2006–11
  • Trustee, The Country School (Easton, Maryland), 2013–18
     

Brian K. McCalmon

Shareholder

Experience

Merger Investigations

  • Lead antitrust counsel for a leading services provider in DOJ and state review of multi-billion dollar merger with competitor.
  • Represented a services provider in a non-public joint DOJ/state investigation of an acquisition of a competitor.  Obtained quick “fix-it-first” approval of the acquisition through the adoption of a contract remedy that addressed horizontal competitive concerns raised by government.
  • Lead antitrust counsel to a national paperboard and packaging company in its $1.8 billion acquisition of a consumer packaging business
  • Represented a leading medical device manufacturer in the FTC investigation of its acquisition of a competitor
  • Represented a leading international airline in the DOJ investigation of its merger with a competitor
  • Represented a funeral services provider in an FTC investigation into the acquisition of a leading competitor.
  • Represented a rail industry supplier in the acquisition of assets required to be divested in a merger between competitors
  • Represented a satellite manufacturer in a DOJ investigation of its acquisition by a competitor.

Litigation and Investigations

  • Defended a national industry services provider in a non-public state AG investigation into whether the client had colluded with a competitor in a group boycott.  The investigation was dropped with no action taken.
  • Represented a mortgage servicer in a non-public FTC/CFPB investigation into its servicing practices.
  • Represented a rate bureau defendant in a price-fixing class action in the less-than-truckload transportation industry
  • Represented an officer of a criminal defendant in a DOJ price-fixing investigation in the ocean carriage industry.  No charges were brought against the client.
  • Obtained dismissal of monopolization complaint on behalf of a ski resort in the District of Vermont, and successfully defended the dismissal on appeal to the Second Circuit.
  • Represented a coalition of 21 foreign airlines challenging fees imposed at the LA and NY/NJ Port Authorities
  • Represented an internet data collection company in an FTC investigation into its consumer privacy safeguards.  The FTC terminated its investigation without action.

Consumer Protection Counseling

  • Assisted multiple companies to structure their marketing of renewable energy to remain in compliance with FTC’s Guides for the Use of Environmental Marketing Claims (“Green Guides”). 
  • Developed international warranties for leading consumables company introducing its first hardware product.  Formulated U.S. warranty complying with Magnuson-Moss Warranty Act and state laws, and coordinated the development of international warranties in 16 countries.
  • Assisted national restaurant chain to develop FTC, FDA, and USDA-compliant nutrition labels for introduction of a take-away bakery product.
  • Developed a Made in USA compliance audit process for Fortune 100 paper products manufacturer.
  • Assisted a CBD manufacturer and marketer to conform its social media and internet marketing to FTC Act’s requirements.