Byrne in the USA: CC makes US pro bono pledge

CC embroiled in pan-America death row saga

Late last month at its West 52nd Street offices, Clifford Chance took an unusual but significant step towards sealing its credentials as a major firm in the US.

It hosted a pro bono-related event featuring art inspired by the country’s longest-serving death row inmate Jack Alderman. What stands out is the timing.

Unexpectedly for Clifford Chance, the event (on Thursday 27 September, but planned three weeks earlier) came just two days after the Supreme Court agreed to consider the constitutionality of lethal injection as a method of execution.

So the UK-headquartered firm finds itself at the centre of a legal and political storm across the US.

Immediately after the court’s surprise decision, 11 states suspended executions by lethal injection. Georgia, the state that found Alderman guilty of murdering his wife more than three decades ago and where he has been on death row since 1974, was not among them.

Clifford Chance is now petitioning Georgia to suspend Alderman’s execution. For the firm, the Alderman case is a vindication of its longstanding commitment to pro bono in the US. In American legal circles, a thriving pro bono practice is an essential part of a mature and sophisticated law firm, a fact long recognised by Clifford Chance.

But that is not to detract from the real passion shown by the lawyers involved. They include a team of QCs headed by Richard Lissack QC of Outer Temple Chambers, who produced an international law opinion supporting the abolition of the death penalty. They also include Jeremy Sandelson, the London managing partner who was instrumental in Clifford Chance’s involvement and whose cousin, Simone Sandelson, produced the art inspired by Alderman.

As Jeremy Sandelson puts it: “Jack is a phenomenal man, hugely impressive and, crucially, has always maintained his innocence. We hope Georgia will follow the other states and suspend all executions, but of course we don’t know.”

Last Tuesday (2 October) Sandelson’s hopes took a knock when the Supreme Court rejected Clifford Chance’s argument that Alderman was the victim of ineffective counselling in his original trial (www., 3 September).

But a team in New York, led by senior associate Michael Siem, continues to work on a challenge to Alderman’s death by lethal injection on the grounds that it is an unconstitutional method of execution.

And a third Clifford Chance team in London and New York is seeking an extraordinary motion for a new trial on the basis of new evidence uncovered by the firm.

Clifford Chance has been involved in several death row cases in the past, but this is the first time a multi-jurisdictional team has worked together on separate but related aspects of such a high-profile matter.

The case is likely to reach a pivotal moment soon. Last month’s Supreme Court decision on the legality of lethal injections makes it more likely that Alderman’s execution will at least be delayed, giving time for Clifford Chance to pursue its other route, the new trial.

But this is by no means certain. If the firm fails, then Jack Alderman, on death row for 33 years, will be executed.

Return of the mac: flowers tries to renegotiate Sallie Mae price

Following last week’s story on the controversial material adverse change (Mac) clause, a deal far larger than Harman’s $8bn (£3.93bn) sale to Kohlberg Kravis Roberts appears to have cratered.

The $25bn (£12.27bn) buyout of student lending business SLM, known as Sallie Mae, by private equity group JC Flowers looks off after Flowers cited not one but two Macs. The deal is three times the size of Harman and it features the cream of Wall Street, with Wachtell Lipton Rosen & Katz and Sullivan & Cromwell advising the acquirers and Davis Polk & Wardwell advising Sallie Mae.

The cratered deal offers further confirmation that private equity houses are prepared to use the summer’s credit crunch to withdraw from highly leveraged public-to-private deals. The question on everybody’s lips now is how many of these deals are there, and how many will reach the courts?”The issue is whether the parties in these deals settle out or litigate,” says one Wall Street M&A partner. “If logic trumps emotion they’ll settle at some price. The trouble is, people get emotionally involved. That’s the danger.”

The Sallie Mae deal floundered over two Macs: the credit crunch and new legislation on education finance enacted in late September.

If Flowers and funders JPMorgan Chase and Bank of America walk away it could cost them $900m (£441.74m). Last week Flowers fired the opening shot in a renegotiation, offering $50 (£24.50) a share instead of the original $60 (£29.50), plus warrants it claims could be worth $10 (£4.90) a share in time.

“They’re looking to cut the cash price, but are still trying to do a deal and not just walk away and be the blackest of black hats,” says another New York M&A partner. “Just be a shade of grey.”

So far no bidder has had the nerve to go to court. As one partner says: “A Mac is a very high standard in M&A-ville. It’s a high-risk strategy.”

No one knows whether Sallie Mae will reach court. If it does, the lawyers will be ready.

Decisions, decisions. After what seemed like an eternity, White & Case‘s new leadership team, led by go-get-’em chairman Hugh Verrier, finally started work this Monday (1 October). And, oh boy, is the firm in safe hands. Verrier is a wildcat; a human dynamo. Watch in awe as he rips up the rulebook and kicks off his assault on the world’s legal markets.

Just kidding. Hugh’s not quite ready yet.

You might recall that Verrier was eventually chosen to head White & Case after one of the longest election processes in law firm history. We did a story on it when the process started – in March 2006.

Now the firm finally has its new structure in place, surely it is a great chance to talk about it? Not according to Verrier. He is still working on the finishing touches. The one decision Verrier has taken is to pass the communications buck to his PR, who had this to say: “Hugh’s a chess player and this is a step-by-step process. He will start to be public about what his broader plans are over the next few weeks, but this transition will happen at his own pace.” No change then.

Lordy. Who rattled his cage? Paul Pearlman, managing partner of New York firm Kramer Levin, got what we Brits describe as ‘a bit shirty’ when I quizzed him about the demise of his outfit’s relationship with Berwin Leighton Paisner (BLP).

“We’re not ending anything, we haven’t ended anything,” Pearlman snapped. “The only thing that’s happened is we’ve recharacterised our relationship.” Recharacterised? Priceless.

Never mind the fact that sources on the other side of the Atlantic confirm that BLP has dumped Pearlman and his firm. The real truth, according to Pearlman, is that the Kramer Levin-BLP relationship is alive and kicking and has just been “recharacterised”. That’s all.

New Orrick M&A head sets sights on London

Howard Shecter got off to a flying start last week as the new head of Orrick Herrington & Sutcliffe’s global M&A practice.

“Sorry I didn’t get to speak to you yesterday,” jokes Shecter when The Lawyer catches up with him on day two. “But I spent all day doing benefit plans and computer training.”

Things are about to get considerably busier for the former head of the business and finance practice at Morgan Lewis & Bockius. Major corporate growth in London and New York is in his sights, and he has already called an international summit meeting of Orrick’s M&A lawyers scheduled for later this month. Symbolically, it will be in London.

“This business has grown significantly over the past few years, with Orrick acquiring pieces of M&A in Asia from Coudert Brothers and in Paris from Rambaud Martel,” says Shecter. “I will be focusing on integrating these parts. It’s not that it’s not working, it’s that we want it to work at a higher level.”

As revealed by The Lawyer earlier this year (7 May), Orrick is planing to grow its London office exponentially. With Shecter’s arrival, add New York to that.

And Morgan Lewis? The firm appears to have considerably lower international ambitions than Orrick, which partly explains Shecter’s departure – as Shecter himself admits, at 64 he’s reached a time in his life when he had to either learn to play golf or take on a new challenge. “I chose the latter,” he quips.

Morgan Lewis chair Fran Milone says the firm’s strategy is “well defined”.

“Our M&A practice is very busy,” claims Milone. “But we’re nowhere near where we need to be in London and Europe. But our focus has been on first building a US platform in New York and Philadelphia and on the West Coast.”

Expect Morgan Lewis to start looking to add European capacity soon, particularly in one of its core areas, labour law. But for Shecter, his old firm’s expansion plans came too late.