Mergers and Acquisitions

harriet miers.jpgThe latest Biglaw combination brings together more “L”s than you can shake a stick at. From the Texas Lawyer:

Locke Liddell & Sapp, based in Houston and Dallas, and Chicago-based Lord, Bissell & Brook have agreed to merge, and will form a 700-lawyer firm named Locke Lord Bissell & Liddell.

Hmm, that’s a mouthful — the marketing people might want to rethink things. The alliteration and internal rhyme make the firm name far too “busy.”
Correction: Based on the comments, it appears that we’re wrong about the internal rhyme. But we still think the new firm name is unwieldy.
Some reactions to more substantive aspects of the deal, after the jump.

double red triangle arrows Continue reading “Law Firm Merger Mania: Locke Liddell + Lord Bissell”

Martin Lipton Marty Lipton Wachtell Lipton WLRK Above the Law blog.jpgHere’s some news about an unusual move at our former employer, Wachtell Lipton Rosen & Katz (at right: founding partner Marty Lipton).
From the American Lawyer (via the WSJ Law Blog):

After losing two partners in recent months, Wachtell Lipton has quietly hired Michael Segal, the former cohead of executive compensation and benefits at Paul, Weiss, Rifkind, Wharton & Garrison, who will start on Monday.

The move is an unusual one for Wachtell, which has rarely sought out lateral partners. In the firm’s 42-year history, just two other partners have lateraled into the firm. In 1997 antitrust partner Ilene Knable Gotts joined from Foley & Lardner. And in 1977, tax specialist Peter Canellos (now of counsel) joined as a partner from Cravath, Swaine & Moore.

Some random observations:

1. After the recent losses of executive comp partners Adam Chinn (to an investment banking boutique) and Michael Katzke (to a career in social work — good for him), the firm had to make a high-profile hire in this niche. It’s a specialized area that is critical to WLRK’s flagship M&A practice.

2. For many years, Wachtell’s general policy against lateral hiring extended to associates as well. But they’ve been taking on lateral associates with increasing frequency in recent years. So if you’re working at another firm, but like the idea of a 100 percent bonus, send in your résumé.

3. Antitrust queen Ilene Knable Gotts, one of the two lateral partners mentioned above, is a diva with a capital “D.” And she works insane hours, even by Wachtell standards (as do her associates).

In addition, here’s an interesting profile of WLRK founder Marty Lipton, from our friends on the other side of the pond. Good stuff.
In a Rare Move, Wachtell Brings on a Lateral [American Lawyer]
US Top 50/New York: What Marty Says [Legal Week]
Wachtell Lipton Hires a Lateral! [WSJ Law Blog]

Non-Sequiturs: 02.20.07

* Filet-O-Fish creator never got a dime off his religion-inspired fish sandwich, yet remains grateful for all he did achieve. That is the spirit of Lent (which starts tomorrow!). [Cincinnati Enquirer]
* No one disses Nike. [The Guardian]
* Inventor of the Electric Slide says Teri Hatcher is doing it all wrong. [MSN Technology via Sivacracy.net]
* Flasher invokes the “These pants always do that” affirmative defense… [IndyStar.com]
* …while Peeping Tom sticks with the less creative “What? This is the women’s bathroom?” defense. [The Milwaukee Channel]
* EMI and Warner Music — on again! [The Daily News]

Non-Sequiturs: 01.18.07

* Another high-profile discrimination case, but this time in the world of haute cuisine. Daniel Boulud’s defense? He’s an immigrant himself — we bet the whole “Freedom Fries” anti-French sentiment really hurt. [New York Times]
* A gentleman should not be required to excuse himself for European civility. [AP via Lowering the Bar]
* I have never smoked pot. As long as people dating me or coming to my stand-up gigs are high, the banter will undoubtedly seem witty and the jokes uproarious, and I’d rather be lucid enough to savor such fleeting moments. [TalkLeft]
* My mom once gave me cash to use on an SAT-prep course. I secretly used it on a Gucci dress. But I still got into my first choice college and had 75 hours of free time to, like, hang out at the mall. There’s an analogy in there somewhere. [Denver Post via Mirror of Justice]
* Families blame MySpace for enabling teenage irrationality, sexual perversion and poor parenting. They long for the days they could just plunk their kids in front of the TV without consequence. [Associated Press]
* So you think MTV doesn’t respect its audience? Well, it has just acquired RateMyProfessors, so I guess it’s assuming someone in that demographic actually cares about school and their future and stuff. [TaxProf Blog]

After we posted the press release recognizing the Sullivan & Cromwell and Kaye Scholer lawyers who worked on the recent Onex / Kodak Health Group transaction, one of you pointed out:

Respectfully, you missed the lede in the Kodak post. Read Exhibit C to the Charney Complaint (PDF) re: Kodak’s complaints regarding fees and overstaffing. Then look at the attorney list for Kodak and compare the slim list for the other side.

S&C put out its major league press, earning how much in fees??? I’ll leave it to you to parse the Exhibit C memo. Have at it!

Point well-taken. The announcement mentions just five Kaye Scholer lawyers, versus almost thirty S&C lawyers, who worked on the deal.
In fairness to Sullivan, the Kaye Scholer part of the announcement names only partners, not associates (presumably omitted from the list). But it is true that a staggering number of S&C lawyers worked on this transaction — some 28 lawyers, about a third of them partners, from six different countries. Basically, everybody and their cousin-in-law worked on this deal.
Not surprisingly, Kodak squealed about the bill. For your reference, here’s Exhibit C to the Charney Complaint:
Kodak Sullivan Cromwell email.jpg
Partner Stephen Kotran notes that griping about the bill is “par for the course” for Kodak.
But Kodak might be wondering: Is overstaffing “par for the course” for Sullivan & Cromwell?
(Okay, that last line was gratuitously snarky. For all we know, Kodak was just delighted with the quality and cost of S&C’s legal representation. Heck, maybe we’ll drop Kodak a line and see if they have any comment. We’ll keep you posted.)
Earlier: Prior ATL coverage of Charney v. Sullivan & Cromwell (scroll down)

Aaron Charney headshot Aaron B Charney Aaron Brett Charney Above the Law Above the Law Above the Law ATL.JPGOur eyes glaze over when we see, in The American Lawyer or over at NYLawyer.com, those laundry lists of lawyers who worked on various transactions. Usually we don’t bother reading them.
But several of you drew our attention to this interesting announcement:

Sullivan, Kaye Scholer Advise Purchase Of Kodak Medical Imaging Business [NYLawyer.com]

In case you haven’t registered for NYLawyer.com — yeah, registering for free sites is a bitch — we reprint the announcement, in full, after the jump.

double red triangle arrows Continue reading “Charney v. Sullivan & Cromwell: S&C’s Shout Out to Charney”

When Harry Met Sally 3 Above the Law Orgasm.JPGThe indefinitely delayed, potentially troubled merger between Dewey Ballantine and Orrick, Herrington & Sutcliffe isn’t being well-received by Dewey support staff.
From a Dewey Ballantine tipster:

As far we non-attorney types go, it seems like more of a hostile takeover than a merger. So far, Orrick management is calling the shots on all the administrative areas of the merger. In the meetings I have been in or have heard about, Orrick is having their way with us.

Many in Payroll, Finance and IT [information technology] have already been given hard end dates. Many others are actively looking for other positions. Orrick has their IT department in Wheeling, West Virginia, whereas Dewey’s IT department is in New York. Having met some of the Orrick IT types and, I believe that the merged firm is going to lose out in that area.

In this merger, Dewey is looking like the receptive partner — the one getting f***ed.
Update: In the meantime, Dewey continues to hemorrhage key lawyers. The WSJ Law Blog just reported that Michael Aiello, who had been one of Dewey’s top M&A partners, has left the firm for Weil Gotshal & Manges.
Top Dewey M&A Partner Decamps to Weil [WSJ Law Blog]
Earlier: Prior ATL coverage of Dewy Orifice (scroll down)

pile of cash or money Above the Law Legal Blog.JPGToday is a banner day for mergers-and-acquisitions lawyers. Our big brother takes note of Blackstone Group’s gigantic proposed buyout of Equity Office Properties Trust, the nation’s largest office-building owner and manager, for roughly $36 billion ($20 billion plus $16 billion in assumed debt).
And that’s not the only deal. The WSJ Law Blog ticks off three more billion-dollar transactions: Bank of America acquiring U.S. Trust, Freeport-McMoRan acquiring Phelps Dodge, and Evraz Group acquiring Oregon Steel Mills.
Biglaw shops are involved in all of these transactions. The lucky law firms: Sidley Austin, Simpson Thacher, Cleary Gottlieb, Howard Rice, Wachtell Lipton, Davis Polk, Debevoise & Plimpton, Covington & Burling, and Schwabe, Williamson & Wyatt (of Oregon).
Okay, “lucky” may not be the right term for people who have probably been pulling one all-nighter after another over the past few weeks (or months). But let’s look on the bright side: the fees from these deals will be delicious. And they’re likely to mean very good associate bonuses for 2006.
How delicious? This is where you come in. For this latest edition of Legal Fee Voyeurism, we’d like to ask you for any information, rumors, or quasi-informed speculation about the fees that firms will be earning on these deals. And, of course, we’re always interested in the related subject of associate bonus scuttlebutt.
Please send any such tips our way, by email. Thanks!
The Biggest LBO Ever: Does The Blackstone REIT Deal Mark the Beginning of the End of Public Companies? [DealBreaker]
M&A Mania: Good for the Lawyers! [WSJ Law Blog]

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