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The Thomson Reuters LEGAL EXECUTIVE INSTITUTE presents
All the King’s (Wo)men: The Evolving Role of the Law Firm C-Suite in Merger Activity
Moderator:
James D. Pagliaro, Partner, Bernero & Press, LLC
Panelists:
Justin Cheseroni, Director of Finance & Accounting, Morris, Nichols, Arsht & Tunnell LLP
Laurence A. Liss, Chief Technology Officer, Blank Rome LLP
Blane R. Prescott, Chief Operating Officer, Foley & Lardner LLP
Phase One: The Strategy & Preparation Phase
A. Necessity of Coherent, Focused Strategy for Expansion –
What is your firm trying to achieve?
- The dangers/pitfalls of “growing for growth’s sake”
- Reasons to Grow:
- Acquire new clients
- Enter new markets
- Deploy new product lines
Phase One: The Strategy & Preparation Phase
B. The Importance of Client Input in Developing Expansion
Strategies
- Client Outreach:
- domestic
- international
- Research in markets and backgrounds of firms/practices and
talent
- Identifying premier practice areas and marquee names
Phase One: The Strategy & Preparation Phase
C. The Importance and Selection of Appropriate Research
Tools
- Business/industry groups and trade associations
- Input from practice leaders
- Competitive intelligence
- Monitor Suite research
- Using your CMO and competitive intelligence team
Phase Two: The Courting Phase
A. Develop the Business Case
- Information outreach
- Key clients
- Type of work
- Location(s)
- Business volume (historic and projected)
- Pricing
- Hourly rates
- AFAs
Phase Two: The Courting Phase
A. Develop the Business Case
- Client considerations - Crossover
- Expansion vs. cannibalization
- Pricing
- Potential conflicts
- Culture considerations - Are they the right fit with the organization?
Phase Two: The Courting Phase
B. Develop the Plan
- Success memo - Document those accountable for integration
- Business Development/Marketing/Communications plan
- Introductions
- Internal
- External
- Logistics
- Timing
- Physical location
Phase Three: The Preparation and Selling Phase
A. Due Diligence – Warning: Checklist mentality
– Master Committee/Subordinate Committee Approach
– Subordinate Committees – Number grows with size • Practice Teams
• Compensation Team
• Conflicts Team
• Tax Team
• Finance Team
• Associate issues
– Common Process Errors • Wrong people
• Deal lovers vs deal haters
• Deal lawyers vs business people
• Use of consultants on business case
Phase Three: The Preparation and Selling Phase
B. Selling the Merger Internally
– Does it really achieve your business case?
• What the odds say
• Needs to achieve what you have never achieved before to be successful
– Use of a Merger Prospectus
– Time: Bad deals don’t get better with time
• Big issues first
– Socialization and Exchanges
C. Approving the Merger
– Partnership Agreement Provisions vs Reality
Phase Four: Integration
A. Assessment
- Type of transaction - Technology
- Human Resources - Records
- Client Intake - Practice Integration
- Facilities - Risk Management
- Finance - Library
- Marketing
Phase Four: Integration
A. Assessment (cont’d)
- Key Considerations
. Type of transaction
- pure lateral
- full merger
- partial combination (hybrid)
Phase Four: Integration
A. Assessment (cont’d)
- Key Considerations
. Facility leases
. Vendor agreements
. Systems requiring support / conversions / migrations
. Communication network
. Disposition of assets
. Staffing in all departments – skills / fit
. Security – physical and electronic – policies
. Compensation and benefits policies
Phase Four: Integration
B. Planning
- Identify tasks and make assignments
- Estimate efforts and durations
- Determine critical path tasks and special expertise needs
- Identify supplemental resources – consultants & contractors
- Determine practice alignment and arrange meetings
- Identify assets and decide on disposal
Phase Four: Integration
C. Execution
- Onboard personnel and identify organizational fit
- Negotiate with vendors
- Convert and migrate systems and roll out new hardware
- Prepare facilities and move personnel
- Train personnel
- Prepare and disseminate communications – PR, websites, clients, attorneys / staff
- Conduct practice group meetings to integrate efforts and identify opportunities
- Dispose of unneeded assets
The Thomson Reuters LEGAL EXECUTIVE INSTITUTE presents
All the King’s (Wo)men: The Evolving Role of the Law Firm C-Suite in Merger Activity
Moderator:
James D. Pagliaro, Partner, Bernero & Press, LLC
Panelists:
Justin Cheseroni, Director of Finance & Accounting, Morris, Nichols, Arsht & Tunnell LLP
Laurence A. Liss, Chief Technology Officer, Blank Rome LLP
Blane R. Prescott, Chief Operating Officer, Foley & Lardner LLP
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