Heckuva Wake-Up Call

What does corporate restructuring mean to in-house legal?

IphoneforArticleI have been writing this column for a long time. Out of the need for anonymity for sources, characters and colleagues, I have prevaricated, changed names and genders, dissembled, and generally worked very hard to disguise the identities of those I write about. Even so, my closest friends will send me a jab stating “oh, I see you wrote about ___.” Usually I cannot be as candid and frank as I might be. Until today.

Due to familial obligations last Thursday, I missed hearing about my company’s split until early Friday morning. And by early, I mean while still lying in bed checking the business news on my phone. No amount of caffeinated assistance was necessary as I began reading story after story about the decision to divide my company into two publicly traded entities by the end of the year. Though I work in OGC, my department is not at the top of the pyramid for breaking company news. We usually hear about changes in strategy at the same time as everyone else. So to say I was shocked would be an understatement. Then, I was worried; what did this mean, for me, my career and my family. Larger questions of what it meant for the company and community at large would come later, but the first, selfish thoughts were of my career and ensuing impacts of this decision.

As I stated, the information leaked before the company’s scheduled announcement; this caused a flurry of appearances by our CEO, who was understandably upset and ill-prepared to address the issues before she had planned. As Friday wore on, the community doomsayers were in the press pealing the death knell for the company and our town. Not terribly surprising as it is well documented that the biggest corporations in this area are shells of their former selves, and the hit to this region in terms of unemployment and opportunities has been atrocious. Now, it appeared that the third of the big three was in jeopardy; or was it?

Once the C-suite got a handle on the leak, and regained control of the message, it became clear that perhaps the end was not as near as initially reported. In fact, there may not be an end. It remains to be seen if this strategy of spinning off one of our business lines will be a saving grace, or a mistake. Certainly, our stock price might be appealing to someone looking to buy one of the world’s most recognizable global trademarked entities. But, this has been the case for some time. And when something needs fixing, well, I first give credit to leadership for attempting not only to stay ahead of the game seven years ago, but for now realizing that the strategy needed to be altered if we are to continue.

I will keep you posted as time goes on as to what is happening within the department, as much as I am able without divulging any non-public information. My hope right now is that the status quo remains as such, and we right a listing ship to continue on a successful course. There are no guarantees in life, and especially not in this profession. They say that a story should have beginning, middle and an end; this is only the beginning. I appreciate very much the concerned calls and emails from friends and colleagues, but as for now, we’re all ok. I hope that continues to be the case.


David Mowry is Senior Counsel to a large technology company. The views expressed do not necessarily reflect the company’s position or opinion on issues raised herein.

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David is a former litigator, two-time federal clerk, and former Chair of the Association of Corporate Counsel’s New to In House Committee, and is available for speaking engagements. If interested, you may reach him at dmowry00@gmail.com.

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