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ScaleUp Fall 2026 - Week 6: Antitrust Issues for Startup Companies

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You’re invited to Morrison Foerster’s ScaleUp Speaker Series, a complimentary series that will provide insight into the legal side of founding a startup. This weekly seminar will arm you with the knowledge needed to manage the legal aspects of launching, funding, and growing a startup, with insights on how to avoid common mistakes that can have serious consequences down the road.We are hosting this cycle of the ScaleUp Speaker Series as virtual-only events, and sessions will be held on Fridays.*Topics covered by this special one-hour session include:<ul><li>Basic antitrust law and principles (monopolies, cartels, and more)</li><li>The current antitrust enforcement landscape (Hint: aggressive)</li><li>The antitrust risks in interactions with peers and competitors</li><li>The competition considerations relating to board members and employees</li><li>The process for an antitrust review of a proposed acquisition or JV that may impact competition</li><li>The importance of antitrust company policies and compliance programs</li></ul>To register for upcoming events in this series, see our full schedule below:To attend a session, please register by clicking its title (in orange text) below. You must register for each session individually.<a href="https://mofo.zoom.us/webinar/register/WN_QMbyP2-mSUij67h0UmHnpw" target="_blank">Week 7: Startup Equity Incentives – November 6, 2026</a>Learn the basics of customary equity incentives and how they are used to attract and retain top talent in a competitive market. We will discuss founder vesting, restricted stock, and stock options (including ISOs and NSOs).<a href="https://mofo.zoom.us/webinar/register/WN_CBqRNE2BQoiom6YHKrfhgQ" target="_blank">Week 8: Follow-On Venture Financing Complexities – November 13, 2026</a>Learn how startups and investors manage down rounds, recapitalizations, pay-to-play financings, and other complexities that arise only in the second and subsequent rounds of financing.<a href="https://mofo.zoom.us/webinar/register/WN_QG2LKFQOSi21Z6qLfvzxWw" target="_blank">Week 8A: Fintech Under Pressure: Navigating the Evolving Legal and Regulatory Landscape – November 19, 2026*</a>Learn how fintech companies can navigate the evolving state and federal regulatory landscape, from licensing, supervision, and enforcement to emerging issues involving AI, bank-fintech partnerships, and digital assets.<a href="https://mofo.zoom.us/webinar/register/WN_-BQ5VsaUQHGtNf0LhHGuIg" target="_blank">Week 9: Selling Your Startup – November 20, 2026</a>Learn the differences among acquisition structures, master fundamental mergers and acquisitions (M&A) terms, and receive an overview of definitive M&A agreements and processes.<a href="https://mofo.zoom.us/webinar/register/WN_nCaTxMe7RSCuxBmeOt_shQ" target="_blank">Week 10: Initial Public Offerings (IPOs) – December 3, 2026*</a>Learn about the steps necessary when considering an IPO, including the process and timing, and life as a U.S. public company.<a href="https://mofo.zoom.us/webinar/register/WN_N67vuohoQg6TKfqAsfMj7w" target="_blank">Week 11: Open Forum Recap – December 4, 2026</a>Join our interactive, open forum where you can ask our experienced startup attorneys questions on topics raised during earlier sessions or startup legal questions generally.For more information on our ScaleUp programming offered in Austin, Boston, New York, and Palo Alto, please visit us at <a href="https://scaleup.mofo.com/events" target="_blank">MoFo ScaleUp</a>.*Week 8A: Fintech Under Pressure and Week 10: Initial Public Offerings will be held on Thursdays. <hr>

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Tim is a partner in the Palo Alto office, where he is a member of the Emerging Companies and Venture Capital Group. He specializes in representing startup companies and venture capital firms in corporate and securities matters.For the last 30 years, Tim has advised startups from formation through acquisition or initial public offering. He counsels clients on venture capital financing, debt financing, equity incentive compensation, corporate governance, and technology development (including licensing, joint development, distribution, and other technology transfer matters). Tim also represents venture capital firms, strategic corporate investors, and angel investors in startup companies.Tim specializes in modeling complex capital structures, financing scenarios, and liquidity events. He helps entrepreneurs and investors analyze possibilities and understand consequences of various transaction structures.Tim represents startups and investors in a variety of technology sectors. These include consumer and enterprise software, financial services technologies, wearable computing, semiconductor design, healthcare technologies, consumer retail, and transportation.In 2015, Tim founded MoFo’s ScaleUp Speaker Series, an ongoing, 12 session program for entrepreneurs. The series addresses legal issues founders will face throughout the lifetimes of their startups.Tim is most proud of his pro bono work supporting at-risk Afghan allies in connection with Operation Allies Refuge. Human Rights First recognized him as a Pro Bono Star for this work.Prior to practicing law, Tim designed, programmed, and implemented software systems for clients in the financial services industry.

Timothy Harris

Partner

Megan is a former trial attorney with the DOJ’s Antitrust Division. At Morrison Foerster, she is a partner in the Antitrust Group advising clients on their most complex and high-stakes competition matters. Her practice focuses on government investigations, merger reviews, strategic transactions, and civil antitrust litigation, particularly where enforcement, compliance, and global antitrust and regulatory risk intersect.Megan regularly counsels clients on antitrust risks arising from industry collaborations, trade associations, consortia, and other joint activities, drawing on her firsthand experience investigating and prosecuting cartel conduct. While at the Antitrust Division, Megan investigated and prosecuted federal antitrust violations, including international cartel matters involving price fixing, bid rigging, and market allocation. She now leverages that experience to help clients design, implement, and defend antitrust compliance programs, and she routinely delivers antitrust training for executives and employees.Megan also maintains a robust merger practice, advising clients at every stage of the merger review process. She develops transaction strategies, assesses and manages obligations under the Hart-Scott-Rodino Antitrust Improvements Act (“HSR Act”), and represents clients before antitrust authorities in the United States and abroad. Megan regularly represents third parties in agency reviews of transactions, including at trial.Her experience spans a wide range of industries, including telecommunications, media, technology and software, financial services, consumer products, aviation, higher education, manufacturing, agriculture, and life sciences. While at the Antitrust Division, Megan prosecuted the first individual ever extradited to the United States on an antitrust charge and earned the Assistant Attorney General’s Award for Distinguished Service for her work investigating and prosecuting international automotive parts cartels. She was also awarded the DOJ’s Outstanding Mentor Award by the Attorney General. Megan has been widely recognized by leading publications including Chambers, Global Competition Review, Bloomberg, The American Lawyer, and others. She has served as a non-governmental advisor to the International Competition Network (ICN) and has spoken at the ICN Cartel Workshop in Lisbon, Portugal. Megan is an editor of The Antitrust Source, the ABA’s online antitrust magazine, and is a member of Morrison Foerster’s global Sustainability + Corporate Responsibility Group. She also serves on the board of directors of the U.S. Sustainable Investment Forum (SIF).Before attending law school, Megan worked in the DOJ’s Office of Public Affairs, where she assisted the Assistant Attorney General for Antitrust with media strategy and served as a national spokesperson. She also worked as a paralegal in the Antitrust Division, supporting trial teams in criminal antitrust prosecutions.<h4>Representative Experience</h4><h5>Criminal and Civil Antitrust Investigations</h5><ul><li>Achieved non-prosecution protection for two healthcare companies in separate DOJ Antitrust Division criminal investigations; represented company witnesses at trial.</li><li>Obtained non-prosecution protection for a senior executive in criminal investigation into no-poach agreements in defense sector; executive testified at the criminal trial.</li><li>Completed a non-prosecution agreement for a senior executive in a DOJ criminal investigation into market allocation and bid rigging of generic drugs.</li><li>Regularly advises senior executives on DOJ antitrust criminal investigations involving allegations of price fixing, market and customer allocation, and bid rigging, and obtained non-prosecution protection for several individuals.</li><li>Represented a technology company in a Federal Trade Commission monopolization investigation.</li><li>Defended a private equity fund in a state AG investigation.</li><li>Represented an energy company in a criminal investigation.</li><li>Counseled a senior executive on an international criminal cartel investigation.</li><li>Obtained a non-prosecution agreement for a senior executive in a criminal investigation into conduct related to the hiring of employees.</li></ul><h5>Antitrust Merger Review</h5><ul><li>Obtained merger clearance for a telecommunications company in connection with a $20 billion acquisition, which closed in 2026.</li><li>Navigated ShowingTime Inc., a leading real estate showing management and market stats technology provider, through an extended review by the Federal Trade Commission of its $500 million vertical acquisition by Zillow Group.</li><li>Delivered merger clearances for Unity Technologies Corp. in connection with an asset carve-out acquisition from Weta Digital of certain assets, including its audiovisual effects development and management software tools, for a purchase price of $1.625 billion.</li><li>Advised and obtained merger clearances for Grant Thornton LLP in connection with the sale of its Public Sector Advisory practice to Guidehouse.</li><li>Represented Divvy, a leader in spend management, in its $2.5 billion stock and cash sale to Bill.com. </li><li>Supported NTT, a leading IT infrastructure and services company, in its $330 million cash sale of WhiteHat Security to Synopsys, Inc.</li><li>Represented Continental Building Products, a North American leader in wallboard and joint compound materials, in negotiations to secure antitrust approvals for its sale to Saint-Gobain. The transaction cleared without a second request investigation.</li><li>Assisted The Walt Disney Co. in its $71 billion acquisition of certain businesses from 21st Century Fox.</li><li>Represented Canadian aircraft manufacturer Bombardier in connection with the worldwide antitrust clearance of its sale of a controlling interest in the “C Series” line of commercial passenger jets to Airbus. The transaction cleared without any second-phase reviews.</li><li>Regularly assisting third parties in responding to DOJ and FTC outreach and Civil Investigative Demands in connection with merger reviews, and corporate clients with antitrust issues in complex transactions, including collaborations, joint ventures, acquisitions, and mergers.</li></ul><h5>Antitrust Litigation</h5><ul><li>Representing Beeline Loans in federal antitrust litigation alleging price fixing and information sharing in connection with use of Optimal Blue software.</li><li>Defending Otter Tail Corp. and its subsidiaries in federal antitrust litigation alleging price fixing and information sharing through third-party market newsletter.</li><li>Supporting Verizon Communications in federal antitrust litigation alleging antitrust violations brought by VoIP-Pal.</li><li>Defending BJMC Global in federal antitrust litigation alleging non-solicitation agreements and wage fixing in violation of antitrust laws.</li><li>Representing Glenmark Pharmaceuticals in a federal antitrust multidistrict litigation alleging price fixing and market allocation of generic drugs by manufacturers of generic drugs.</li><li>Assisting Nexstar Media Group, America’s largest local television and media company, in federal antitrust litigation alleging price fixing in television advertising.</li><li>Counseled a leading international financial institution in multiple, sprawling class action lawsuits alleging a global conspiracy by some of the world’s largest banks to manipulate the interbank offer rate (IBOR) benchmark for multiple currencies.</li></ul>

Megan Gerking

Joseph Folio is a trial lawyer and partner in Morrison Foerster’s Global Antitrust Law, Congressional Investigations (co-chair), Crisis Management, and Data, Cyber + Privacy Groups, with more than a dozen years of experience leading complex government investigations and high-profile litigation.Joe has extensive experience in cartel investigations, congressional investigations, and complex civil litigation. Having served in all three branches of the federal government, and with his experience in both criminal and civil litigation, Joe is able to leverage his insider knowledge across a variety of enforcement perspectives to guide clients through difficult cases. He is also a member of our global Sustainability + Corporate Responsibility steering committee.As a prosecutor in the Antitrust Division of the U.S. Department of Justice (DOJ), he investigated companies and individuals involved in domestic and international antitrust cartels. Among them, he oversaw all aspects of the investigation into generic pharmaceuticals as the case’s chief of staff, including the handling of the parallel multidistrict litigation case brought by several state attorneys general and private plaintiffs. He also prosecuted and investigated cases in the international freight forwarding industry and cases involving bid rigging in state infrastructure projects.Prior to joining Morrison Foerster, Joe served as Chief Counsel for the Committee on Homeland Security & Governmental Affairs, the chief oversight committee of the U.S. Senate. In this position, he oversaw a variety of investigations, including the coordination of investigations with other Senate and House committees with overlapping jurisdictions. He also advised the committee on all policy issues falling within its broad jurisdiction, including cybersecurity, border security, domestic terrorism, election security, supply chain security (including 5G policy), and reforming the National Emergencies Act. Joe advised committee members on oversight of the Cybersecurity and Infrastructure Security Agency (CISA) within the Department of Homeland Security, legislation providing CISA with administrative subpoena authority, the creation of the National Cyber Director, and oversight of government and private efforts to protect against and respond to cyber breaches and ransomware attacks.While at the Federal Programs Branch of the DOJ’s Civil Division, Joe handled complex, high-profile litigation, focusing largely on national security matters, and his clients included the FBI; the Departments of Defense, Homeland Security, and State; and several members of the U.S. Intelligence Community. He also represented the Export-Import Bank against multiple administrative and constitutional challenges. Due to the cutting-edge nature of this litigation, he has experience navigating the inter-agency process when cases raise novel legal or policy issues that must be resolved at the highest levels.Joe received his B.A., magna cum laude, in philosophy and government from Georgetown University; M.A. with honors in national security studies from Georgetown University; and J.D., cum laude, from the George Mason University School of Law. After graduating from law school, Joe clerked for the Honorable Richard L. Voorhees in the U.S. District Court for the Western District of North Carolina.<h4>Representative Matters</h4>Antitrust<ul><li>Representing a major U.S. healthcare company in a criminal antitrust investigation of alleged “no-poach” conduct.</li><li>Representing a senior executive of an international company in a U.S. criminal cartel investigation.</li><li>Representing Nexstar Media Group in a putative class action alleging that certain media companies conspired to fix the prices of local television advertising.</li></ul>Congressional Investigations<ul><li>Representing Andy Karsner, a member of ExxonMobil’s board of directors, in response to a high-profile House Oversight and Reform Committee investigation regarding the role of the fossil fuel industry in addressing climate change, including preparing him to testify before the committee.</li><li>Representing a former government official who testified before the House Select Committee to Investigate the January 6th Attack on the U.S. Capitol.</li><li>Representing a Fortune 100 company responding to inquiries from committees and members regarding its policies and practices.</li></ul>

Joseph Folio III

Technology

Emerging Companies + Venture Capital

ScaleUp Fall 2026 - Week 6: Antitrust Issues for Startup Companies

05 Nov 2026 12:00 PM - 12:00 AM PST