Legal News

Rodge Cohen?s ?Five Weeks in Hell?

By Dan Slater

Excuse us for starting the morning off with a question. But this one shouldn’t be too tough.

What do AIG, Barclays, Fannie Mae, Goldman Sachs, J.P. Morgan, Lehman Bros. and Wachovia have in common? For starters, in the past five weeks they’ve all been sucked into the Wall Street Meltdown — either through rescues, deals, failed deals and, in the case of Wachovia, deal litigation. They also share something else: Sullivan & Cromwell’s chairman, 64 year-old Henry Rodgin Cohen.

For Cohen — whose interests, according to this WSJ profile, run from obscure banking regulations to Sheryl Crow — they’ve been the ‘five weeks in hell.’

Here’s a snapshot of what hell looks like for an in-demand M&A lawyer:

• On Sept. 5. Fannie Mae needed Cohen in Washington for emergency meetings about its future with government officials, which ended with Cohen helping to broker a deal that put Fannie and Freddie into conservatorship.
• In mid-September, Cohen repped Wachovia in its preliminary merger talks with Morgan Stanley.
• Several days later, after those talks faltered, he advised Japanese bank Mitsubishi UFJ Financial Group as it negotiated a 21% stake in Morgan Stanley.
• Cohen was counseling Lehman until it sought bankruptcy protection Sept. 15, and then pivoted to represent Barclays, which ended up buying Lehman’s U.S. operations.
• Late last month, as banks and private-equity firms rushed to examine WaMu’s books, Cohen had to choose between four clients that wanted to hire him before settling on J.P. Morgan.
• In early October, after advising Wachovia in an agreement to sell part of itself to Citigroup, Cohen advised the Wachovia board that its duty to shareholders required it to accept a competing bid from Wells Fargo, even if doing so violated an exclusivity agreement with Citi. That deal is currently in litigation.

“Sometimes you just have to pass” on assignments, Cohen told the WSJ, adding that most of his clients have “extraordinary understanding of the circumstances.”

Click here for a blog post from last year on Cohen (Harvard ‘65, Harvard Law ‘68), who has chaired Sullivan since 2000. He’s an S&C lifer, having joined the firm in 1970 as an associate. In an business famous for hard workers, colleagues say Cohen takes the cake. Donald Toumey, an S&C partner, once told AmLaw he was convinced there are two H. Rodgin Cohens. “They’re twins, obviously,” he said. “And one sleeps one day while the other one works, and then they switch places.”

Full post as published by Law Blog - WSJ.com on October 09, 2008 (boomark / email).