Back in 2018, Therese Pritchard and Lisa Mayhew – then freshly appointed co-chairs of the first significant financially integrated transatlantic merger in more than a decade – sat down with Legal Business to talk about Bryan Cave and Berwin Leighton Paisner’s ‘prize’ $900m, 1,600 lawyer union.
While LB warned that it would take more than just some ‘warm fuzzies from the troops’ to turn the BCLP deal into a success, the pair were confident that the tie-up would not underwhelm. Rather, underpinned by full financial integration, the merger would drive the combined business forward by revenue, clients and practice spread, with areas like London corporate earmarked for growth and the firm positioned as a leading global player.
Six years on and now under the leadership of a sole global CEO – St Louis-based Steven Baumer – LB has taken a deep dive into the numbers and spoken to former partners and current management to work out to what extent those lofty ambitions have been realised.
Crunching the numbers
It takes only the quickest glance at the numbers in both the LB100 and the Global 100 to spot that some of those optimistic aspirations have yet to come to pass.
While the firm is ranked 14th in the LB100 revenue rankings for 2023-24, up four places from where legacy BLP sat in 2017, the gradient of BCLP’s post-merger ascent has been gentle to say the least, given the Bryan Cave tie-up added around $600m to BLP’s pre-merger top line of £272m.
By way of comparison, Eversheds Sutherland’s transatlantic merger in 2017 has also pushed the firm up the LB100, rising from 13th to 10th. But that merger-driven climb has been followed up by a 34% five-year revenue hike from £890m to £1.19bn.
In contrast, BCLP has seen combined sterling turnover fall 1% from £681m to £672m over the same period, making it the only firm in the top half of the LB100 to have seen revenues dip in the five years since 2019.
Inevitably, there is a similar picture from a global perspective. The combined firm debuted in 53rd place in the 2019 Global 100, but by this year it had fallen to 76th position, and alongside pre-merger Shearman & Sterling, is one of only two firms in the Global 100 to have seen revenues decrease over five years.
And the problems are not just historic. While average revenue growth across the LB100 this year stood at 10%, and combined income for the Global 100 rose by more than 6%, BCLP saw firmwide turnover dip 2% during 2023. The firm’s UK offices outperformed the firm globally, with a 2% increase in turnover to £187.8m, but this figure is still some way behind the 10% growth benchmark set by its UK peers last year.
Looking at the firm in isolation from its peers, BCLP’s performance on partner profits is more favourable; with PEP climbing 21% from BLP’s pre-merger figure of £630,000 to £764,000 last year – but this is still some way behind an average increase of roughly 50% across the Global 100 over the past five years, and also lags the LB100’s average five-year PEP growth of around 35%.
However, BCLP UK managing partner Jinal Shah and global senior partner Segun Osuntokun stress that any perceived issue is more to do with firms higher up the rankings pulling away than problems with BCLP’s performance.
They emphasise that the decision to pursue full financial integration means the merger has been ‘a complex, nuanced process that’s taken time’ and point to a range of factors impacting growth. These include the timing of the pandemic hampering post-merger integration, geopolitical tensions and the war in Ukraine prompting the firm to exit Russia – previously the firm’s fourth largest office with a headcount of over 200 – and a global slowdown in transactional activity.
Crucially, both Shah and Osuntokun believe that the hard yards of the merger are now behind the firm, laying the groundwork for future success. As Osuntokun puts it: ‘BCLP is now a fully merged firm with its own identity, and that’s a sign of success.’
‘BCLP is now a fully merged firm with its own identity, and that’s a sign of success.’
Segun Osuntokun, BCLP global senior partner
Strategic goals
Mitigating factors aside, weighing up the success of the firm’s performance means going back to the strategy put in place post-merger, when one of BCLP’s first moves as a combined entity was to engage McKinsey & Co for a comprehensive review. Project Advance reorganised the firm’s practices into three ‘engines for growth’: real estate as an asset class; mid-market corporate and finance transactions; and litigation and investigations.
The firm has continued to prioritise these three strands, and points to the continued success of its real estate practice in difficult market conditions; more than 30% growth in its London and EMEA litigation and arbitration business over the last two years; and roles on multiple $1bn+ corporate deals, as proof that the strategy is working. Highlight transactions over the last year have included advising Berry Global Group on the proposed $3.6bn spinoff of the majority of its health, hygiene and specialties business.
The firm also points out that, since 2022, 75% of its top 20 clients and 60% of its top 100 clients have been served across multiple regions, demonstrating the success of integration. The firm expanded its key client account programme this autumn, and more than half of its lawyers are currently working in international teams to identify how to grow these relationships across practice areas and geographies.
‘The centre of gravity has moved more and more to the US’
BCLP former partner
Power struggles
Despite the disparity in revenue and scale of the two legacy firms, at launch it looked like the UK firm had secured the merger of equals it sought after its aborted discussions with Greenberg Traurig. At the top, co-chairs Mayhew and Pritchard represented a clear 50/50 split and there were also two senior partners: London-based Robert MacGregor and US-based Bill Seabaugh. The 15-strong board had a 9/6 split in favour of the US, but there was also a management committee with five London-based partners and five US-based partners.
However, many ex-partners suggest that since this point there has been a gradual shift in power towards the US, crystallised by the January 2024 appointment of Baumer in the new global CEO role, alongside Osuntokun as the firm’s first global senior partner.
As one former partner tells LB: ‘It was structured in a way that started off equal, and then tailed off.’ Another adds: ‘The centre of gravity and business planning has continued to move more and more to the US,’ while a third says that by 2022, ‘London felt like a satellite office’.
Osuntokun strongly disputes that this is the case, pointing out that in addition to his own leadership role, two of the firm’s three growth engines are led by London-based partners: Nazir Dewji leads the real estate department, while Carol Osborne – who served as Bryan Cave London managing partner prior to the merger – now leads the global corporate and finance transactions department.
Shah points out that London remains the firm’s largest office, meaning it has retained a large degree of power within the firm. He tells LB: ‘In terms of the management of the firm, we don’t define ourselves by location. We are an international firm with distributed leadership: our CEO is based in the US, our senior partner in the UK. Our leadership team is evenly distributed and our board is representative of our global footprint.’
‘I see a partnership as a dynamic, living thing. You will lose partners, but you will also add high-performing partners – market movements are inevitable’
Segun Osuntokun, BCLP global senior partner
Revolving doors
What’s clear is that despite management’s words, others are unconvinced, with some partners opting to leave, and questions surrounding the firm’s ability to bring new talent in through the door.
Data from legal recruiter Edwards Gibson highlights the scale of movement at the firm, with its research showing that the firm has seen 44 lateral partner departures in London from 2020 to date, compared with 22 partners joining over the same period, only 13 of whom were partners at their previous firms. The firm has also promoted 28 new partners in London over the same period, with another six joining the London partnership in the new year.
While one ex-partner is somewhat scathing about recruitment, arguing that ‘the merger should have allowed the firm to hire stars and it doesn’t seem to have,’ several names stand out within the recruits.
UK managing partner Shah led the India practice at Orrick before coming across in 2021, while Perry Yam joined BCLP in September 2024 having previously headed the private equity practice at firms including Mayer Brown.
There has also been a slowdown in London departures, with only four having left during 2024 as this article went to press, although the same is not true on the other side of the Atlantic. US departures in 2024 have seen a team of lawyers including Donal O’Brien, Eric Prezant and Randy Miller leaving for Arnold & Porter, while a 12-strong investigations team led by four partners left for Norton Rose Fulbright this summer.
Osuntokun is philosophical about the exits, and instead points to recent success such as the firm’s fast-growing Seattle office, which opened last year and was tripled in size in April 2024 by a combination with local firm Harrigan Leyh Farmer & Thomsen, as well as the June 2023 hire of a 15-strong Dentons team across Washington and Atlanta, including that firm’s former US chair Jeff Haidet and highly rated IP lawyer Song Jung.
‘I see a partnership as a dynamic, living thing. You will lose partners, but you will also add high-performing partners – market movements are inevitable,’ he muses.
‘We don’t have sharp elbows as a firm. We do right by ourselves and right by our partners.’
Jinal Shah, BCLP UK managing partner
Looking forward
But what of the criticism from the market and former partners that the firm’s strategy is unclear and its leadership and vision ‘uninspiring’?
Acknowledging that the growth strategy is taking time to implement, the firm is still pushing on with efforts to expand in its three core areas. Market speculation has linked the firm with a potential merger in the US and, while the firm will not comment on such speculation, it has denied rumours that it was in discussions with one large US player.
Keen to bring the conversation back to BCLP itself, Shah argues that with many of the post-merger integration challenges behind it, the future looks brighter for BCLP both in terms of strategy and culture.
‘This year, more than in the past, there has been a deliberate and highly successful recognition in the market of us being BCLP—known for the great things we should be known for—rather than as two firms that merged,’. He adds: ‘ We don’t have sharp elbows as a firm. We do right by ourselves and right by our partners.’
Asked where he sees the firm in five years’ time, Osuntokun concludes: ‘In five years’ time, I will look back and see a partnership where all the fruits of the merger have been achieved and are far in the rearview mirror.’