In our last story on the trials and tribulations of Howrey, we expressed doubt that a full-on merger between Howrey and Winston & Strawn would take place. We suggested that Winston would probably wind up “picking up large chunks of Howrey, maybe even entire offices — just like Sonnenschein picked up 100 lawyers from Thacher Proffitt, during TPW’s final days.”

And that appears to be what’s happening now. According to The Recorder, Winston extended individual offers to a little over 75 percent of Howrey partners over the weekend.

And what about the remaining 25 percent? A recruiter familiar with the situation told The Recorder that they either have conflicts issues or aren’t interested in winding up at Winston.

What else do we know about the situation?

Surprisingly little, actually. As one Howrey partner with an offer from Winston said, “There are so many questions.”

For example, the offers have been extended to partners — what about associates and support staff? What happens to them? Is there room for them at Casa Winston?

(In the comments to our last post, some observers suggested that Winston might hire many of Howrey’s lawyers and staff, but then do extensive “pruning” over the next year or two — i.e., keep the strongest performers for itself, and let go of the rest.)

And here’s another open issue about Howrey, from The Recorder:

What will be left of Howrey once lawyers have made up their mind about Winston, and what will happen with Howrey’s debt if most partners who receive offers accept them and no formal merger with Winston is completed? (In typical merger agreements, an acquiring firm would take on the assets and liabilities of the target firm, but it remains unclear whether a Winston-Howrey merger is officially off the table.)

The good news for Howrey is that it had more than $100 million in accounts receivables at the end of last year, and its debt is less than that, a former partner said. That would make bankruptcy less of a threat. “Howrey’s never been insolvent,” the lawyer said, adding: “One of the big problems over the years has been collecting receivables.”

The challenge, according to The Recorder, is collecting the receivables now that Howrey might be dissolving. If you owe a potentially dissolving entity a ton of money, would you be in a hurry to hand over the cash? Or would you just wait out the situation and see what happens next?

What happens next to Howrey is sure to be interesting. If you have info to pass along, please email us or text us (646-820-TIPS, or 646-820-8477). Thanks.

Winston Makes Offers to Most Howrey Partners [The Recorder]
Winston & Strawn Said to Offer Jobs to About Three-Quarters of Howrey’s Partners [ABA Journal]
Report: Winston & Strawn Extends Hand to Majority of Howrey Partners [WSJ Law Blog]

Earlier: Prior ATL coverage of Howrey


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