Good afternoon. I am senior fellow at the Hudson Institute and i will be your host today. Has a very distinguished resume, which you can find at the department of justice website. Before we get started i have two requests. One is is if you could take your cell phones and put it on silent mode so that we dont have unnecessary interruptions of that sort. The second is for the q a session we will have cards that you can write questions, and those cards are going to be passed around and you can write your questions. They will be collected and i will sort through those. We particularly would like to welcome our cspan guests and other guests that are watching through various video links, as well as our online guests who are watching at the hudson website. For online and for our video guests, you, too, can submit questions, submit them to hashtag pets and events in those questions will be collected hudson events. Assistant attorney general delrahim computer had a distinguished tenure that has been noted by lots of innovations, lots of ways of looking and thinking outside the box. One has to do with the review of Consent Decrees that have been in place since long before the people who sign the Consent Decrees have unfortunately passed away. Decades for somebodys Consent Decrees, that have been reopened or reviewed, and you have taken the step of reviewing some of these. Can you tell us, last summer the paramount Consent Decree was being reviewed. Can you tell us about where you are in redoing some of these aging Consent Decrees . Sure. First, let me thank you for inviting me to be here. Its always an honor to be with you and to discuss the most important issues that we deal with in the antitrust division. The Consent Decrees, its an interesting one because its an area where most people were not even aware that we had close to 1300 Consent Decrees. These are basically settlements and judicial orders that are between the Justice Department and passed defendants with whom weve had an enforcement action. We began systematically reviewing all of them. Some of these involve piano rolls and a cartel and horseshoes, and some of them go to things that are as relevant as todays theatrical Movie Distribution or Performance Rights for music. We began looking at them in a transparent way, asked for Public Comment, take a look to see are they still relevant, and the ones that were not, we would go to the course and file for their termination or modification as needed. So we, i think i want to say, close to 70 of the Consent Decrees have been reviewed and filed with courts and pending in some process, that i think over half already been terminated by various courts. Paramount is one of the ones that has gotten some attention. I dont recall exactly how many Public Comments we got, but we put those up. We got a lot of comments from folks, and whats interesting about those degrees as some of you may know is that they have been around since the 1948, 49 if im not mistaken so little over 70 years. And they have regulated in effect the way movies are distributed in a in a theatricl distribution in the exhibitor system. Initially, the antitrust action was against a number of studios who had conspired amongst each other and they also own the theatrical visit and they wanted to control that system. The settlement basically forced them to sell and not reacquire the theaters, if you were a studio, but it had a number of other conditions. For example, every movie had to be negotiated theater by theater basis. Theres been a lot of changes in the marketplace. Movie theaters, theres been circuits that have grown since then and does it make sense for you to do that . Theres bands on lock booking, bans on circuit giving, and block booking is can you have one movie and say that if youre going to take star wars you must also take hurt locker or Something Like that. And bans on resale price. A number of the bands, the courts for the selling seven yf and not to be per se violations but also the markets have changed so we began looking at that. We reached a determination may be two or three weeks ago, we filed with the Southern District of new york a motion to sunset those decrees other than a transition period for two of the practices, block booking and circuit dealing. It was our determination that theres a lot of innovation that could have been prevented by these rules, and congress has not given us the authority, the Statutory Authority to regulate these in perpetuity. So thats one of the reasons weve done that. We are waiting for the judge to take a look and see if they would, and we are excited about the overall project. Its really part of the deregulatory mission were antitrust enforcement is actually standing in a way of competition and innovation i could be occurring. So thats, that is the process we are in. We have put for Public Comment that to make music decrees, received about 850 comments but in the process for determining what to do there. Have to been periodic reviews of these in the past, or will it take another 70 years to have the antitrust Division Review the aging Consent Decrees . Since 19 said that all Consent Decrees have about a ten year time period, or shorter. Some are seven or five, but all of them expire. These that we are looking at are ones that predated 1979, so hopefully as a matter of course we wont have any more that are pending for 70 years here if theres a real market failures that should be something for other policymakers to step in. Have there been periodic reviews . On some of these that have been. Theres been a couple of times over the years that there has been a review. I dont believe paramount in a public sense has been, but there was one that im told maybe about 11 years ago where the division took a look and wanted to take a similar action but decided not to. But it was not in a way that was systematic to all Consent Decrees, and two, it wasnt one where we had the type of Public Commentary for that process. One of the reasons some people might ask, if these are defendants who are long gone are dead, why waste the time to do it . Part of that is that the industry looks at these Consent Decrees to provide guidance to business. So it is in effect regulating behavior, and if it doesnt make sense, it should not continue o on. Switching gears a bit. One of the innovations youve done last summer, you had some of the issues resolved by arbitration rather than taking it to court. Can you tell us about the use of arbitration in virtue reviews and what you think this is something you might be able to do in the future as well . So we are learning. This is the first time i believe in history that we have used arbitration process to resolve a merger action. It was a transaction involving a merger of aluminum, some Aluminum Manufacturing companies. We took a look and we got to an issue where there was a distinct issue where largely a lot of mergers fall into is, can you determine what the market definition is . What is the Product Market . And you as a trained economist know exactly what im talking about, is that do they meet the economic standards for these separate and distinct antitrust market . In this one the question was, what we were talking about, aluminum body sheets, whether steel was a close substitute or not. The merger would have, our concerns would have risen and fallen based upon that determination. So it could have gone to court, got a judge, mitigated the matter for months, perhaps a year, and then waited on the judge to determine, no timeclock for that, another six, seven months, eight months, nine months, perhaps a couple of years for this process. Instead of doing that we said okay, there could be a predetermined outcome depending on which way this market is defined. And we, i propose to the parties, would they agree to submit this to arbitration . We, private sector arbitrate many issues. We could fight an arbitrator who understands law and economics level. If they decide one way or the other, fine, we could live wih that. Two, we could put very certain time limits on the process. We could agree to a discovery process. We could decide amongst ourselves that this will take a two week trial before the arbitrator. We can use the aaa rules to identify an arbitrator where we are both comfortable, or a panel of three, and theres a a procs where this is done every single day. And as we are researching this we also identified the statute, lo and behold, called the administrative dispute resolution act of 1996, and attorney general reno and my predecessor and bingaman had issued some rules and commentary about it, even though itd never been used. So it protected the rights of the parties and for example, to get thirdparty discovery which is really important to defend against it. And it preserved that. We filed a case and we are going through that now. We have learned as have the parties through this, this was a brandnew process, but i think what it will do is, if successful, and again i think in a couple of months once weve gone through it, our staff and the parties will also learn as well as the arbitrator about how good how could this be even more efficient or more direct, which side could benefit from it . The idea is really to have certainty and get a fair look rather than sometimes a generalist judge whos had two years of multibilliondollar transaction just dumped on them, and they are expected to rule. This could provide that in some of the more technical areas. If youre in the business world, if youre in a private equity and you are looking at a transaction, a lot of times you want to know what are the risk factors . What are the Regulatory Risk . Can we get through this . A lot of time the merger break up fees are determined by the assessment of the risk. Here you can say we can do this, however, there is this issue we could either sell this plant or this asset, depending on what the market definition is, or whatever the potential issue could be. It could be cabined to something that is manageable, im hoping arbitration is the way that we can save taxpayer money and get better results ultimately for the taxpayer. Antitrust law as an institution has grown. 60 years ago there were really just a handful of countries that have antitrust authorities, antitrust laws. Today over 100 countries as well as just about every state in the United States has antitrust laws, enforcement. An increasing challenge is or two challenges, one is harmonization across countries with the antitrust laws and enforcement, and the other is shall we say the propensity of some countries to use antitrust law as part of industrial policy . How do you think about this . So i have joked in the past that antitrust has been our most successful export out of the United States. We have now 140 agencies, give or take, that enforce the antitrust laws. Overall, i think its a positive outcome in the sense that if you have more free markets, more Economic Freedom out there, whether free from Government Intervention or from monopolists and anticompetitive conduct by private sector, its a good thing for consumers. Its a great thing for investment, a great thing for innovation. However, it does present a challenge for making sure that you have consistent application and a common understanding. We dont have a chapter to the wto of dealing with antitrust. We had some common understandings of various terrorist tariffs in standards and intellectual property now, but we do not have a common understanding of what and how to analyze antitrust or one of the greatest things weve had is this dialogue through the International Competition network, icn or oecd where we engage with our partners, with our colleagues. I was just impairs the week before last, spent a week, and we have many discussions, but it does not prevent a party from whether its a merger enforcement or conduct to apply the antitrust laws in a way that we dont recognize, but we recognize press in the 50s and 60s, and economics taught us those were a harm to consumers. So its a challenge that we face every single day, but i think the whole International Community is committed to an approach to antitrust laws that has actually focused on competition. Weve had some recent challenges, i think the leaders in france and germany have both called for application antitrust law, and these are not the antitrust authorities, but the political leaders, to apply them in a way that they have national champions. So and anticompetitive merger otherwise should be approved if it creates a french or german or european champion. I wholeheartedly reject that. I think thats a bad idea. The Austin Siemens merger was one with the issue was potentially addressed, the commissioner from the European Commission actually withstood those calls, and blocked that transaction in a similar way that we had raised concerns. I commend that approach, but that doesnt mean there isnt a concern that it could be 50 whacks at a pinata for a merger where folks are trying to take and extract divestitures from various countries. One of the things we did to try to address procedural aspects of this is we announced an approach to try to see if we could at least get a multilateral agreement on the most basic fundamental principles of due process. These are the rights to counsel, transparency, conflicts of interest, in the broader review. So even if we dont have agreement on the substantive standards, the process, national treatment, most favored nations treatment, so you cant treat a Foreign Company any worse than you would your own subject. And i was pleased that after a lot of work, a lot of giveandtake that occurred, we entered into that agreement in cartagena in may earlier this year and i think last week the staff is telling me with 702 countries that of all signed onto which allow for consultation, at least its the First Step Towards a commitment on the multilateral front and its called, its part of the icn but you dont need to be in icn International Network to join this commitment. Its called the cap, the Competition Agency procedures agreement. So we are in the process of implementing those and reviewing various countries. But i think that is probably one of the most Significant Developments in the International Community since the creation of the icn. Just on a daytoday practice today, do you find a lot of coordination with other countries on mergers that go across National Boundaries . Every single day. We have our case teams with their counterparts. They are coordinating any transaction that crosses borders or has a fax in various different countries. Has effects. We are seeing that. Also engage at the leadership level with our counterparts. We have in february for example, the icn at different working groups, so he Merger Working Group that is having its annual meeting in australia. The actual meeting of the icn for the First Time Ever will be held in the United States in los angeles in may of this year, the second week in may. So all the agencies are going to be coming here and we will be focusing on a a number of thin, including digital competition. That will be on the campus of ucla. Theres a lot of discussion going on every single day, as well as technical assistance. We sent our economists as well as case handlers and prosecutors abroad on the cartel front, on mergers, on the new platform. How do we look at it, and we hope that through this communication we have greater and greater convergence to standards. You were mentioning some political leaders and you are wanting to inject standards that are not consumer consumer will for standards. Theres been a lot of talk in america the past two or three years about what is now popularly called hipster antitrust. Wonder if you could give us some thought to hipster antitrust . Welcome hipster antitrust, for folks who may not have heard it, refers to kind of twisting the antitrust laws away from the common understanding of industrial organization, economics, and it is a way to begin looking at other societal goals outside of competition. And competition, for example, should we take a look at sustainability as part of competition . Should we look at labor as part of Competition Analysis . The way to address perhaps shortcomings of other policy goals. And that is, at one level, it might be a misconception that the general antitrust standards only deal with price points which is just not true. Over and over with the courts have said that the general antitrust laws as applied, apply to not only price but quantity, quality, innovation. And so those are all factors that we need to be discussing more. So does the transaction the quality of the product and, therefore, antitrust laws . Theres been calls about having an absolute moratorium in certain sectors or completely shifting the Legal Standard that we have become familiar with in a merger review, which is a substantial lesson, some kind of Public Interest test. What does it mean . Which if you can imagine just a Public Interest, is th