Review of the year: Ashursts-Fried Frank

Ashursts-Fried Frank” />Ashurst Morris Crisp, the runaway bride, bolted yet again, this time from its planned merger with New York’s Fried Frank Harris Shriver & Jacobson.

Disagreement over remuneration, concerns held by Ashursts’ Paris office and the departure of Fried Frank corporate star Stephen Fraidin to Kirkland & Ellis were all believed to have contributed to the collapse of the talks. But more worringly, while Ashursts senior partner Geoffrey Green and managing partner Justin Spendlove were busy convincing the partnership of the merits of the tie-in, nobody seemed to know exactly what majority was required to secure the deal.

The Lawyer wondered as early as September 2002 whether the tie-in was doomed to failure, when associate editor Dearbail Jordan examined the entrenched structural differences between the two firms. Ashursts’ strict lockstep was at odds with Fried Frank’s individual remuneration system, and both parties seemed to be in denial about who was actually taking over whom. “If the merger did go through, which firm would be in the driving seat?” she asked.

The anticipated pre-Christmas 2002 preliminary vote was delayed, and by late January the talks had descended into a morass of confusion and misunderstanding over the issue of remuneration. As reported by The Lawyer (20 January), Fried Frank was under the impression that partner distribution was agreed and was based on the firm’s mixture of lockstep with a large tranche of extra points. Ashursts was believed to be plumping for a lockstep system with a small super-point layer.

By May, the romance was over. The breakdown signalled the third time that Ashursts had failed to secure a merger, after both the Clifford Chance talks in 1998 and the Latham & Watkins negotiations in 2001 fell through. Soon after the talks for the firm’s third attempt collapsed, Spendlove issued a statement saying that the firm was shelving its US ambitions.