Allen & Overy (A&O) and Shearman & Sterling are set to go ahead with their transatlantic merger, after partners at both firms voted overwhelmingly in favour of the union, with support from more than 99% of votes cast at each firm.
The pair is expected to combine as A&O Shearman from May 2024 at the latest – creating ‘the first fully integrated global elite law firm’, with nearly 4,000 lawyers across 48 offices and 29 countries.
With combined revenue of roughly $3.5bn, the merged firm will sit comfortably within the top five of the LB global 100 – behind Kirkland & Ellis, Latham & Watkins and DLA Piper.
Partner voting on the combination kicked off on 28 September, and was scheduled to run until 13 October, with the firms needing to secure the approval of 75% of partners to get the deal over the line.
Announcing the move, A&O senior partner Wim Dejonghe (pictured) said: ‘This is a historic moment for both firms and our profession. We are delighted that our partners have voted so resoundingly in favour of this merger, which is a transformational step for the legal industry. We have long admired Shearman & Sterling for its outstanding reputation, talent, and client base, and we are confident that together we will create a truly exceptional global firm that will serve our clients’ needs in an increasingly complex and dynamic world.’
Shearman senior partner Adam Hakki added: ‘Our partners have recognized and welcomed this unparalleled opportunity to combine our individual market leadership and brands to serve clients as an integrated global law firm, preeminent in all our markets. A&O Shearman will be a firm unlike any other in the world, built to achieve exceptional outcomes for our clients through an intentional focus on quality, excellence, and collaboration. We are creating a new industry leader, with truly global capabilities, and we are excited for what is to come.’
The firms announced they were in merger discussions in May this year and the deal had been widely expected to go ahead, with management at both firms embarking on a series of roadshows around the world over the summer to shore up support.
The combination marks the first transatlantic merger involving a Magic Circle firm since Clifford Chance’s ill-fated union with Rogers & Wells in 2000 and comes after A&O held unsuccessful talks with O’Melveny & Myers in 2019.
Shearman, meanwhile, was engaged in talks with Hogan Lovells as recently as this year, with the pair announcing the end of discussions in March. The firm has struggled to keep pace with New York rivals in recent years. With its traditional banking client-base, it has not made the same push into private equity as its rivals, something management at the combined firm is keen to rectify.
Shearman has also been hit by partner exits around the world, including finance partners Philip Stopford and Korey Fevzi, who left in March this year to launch the English-law offering at Cravath, Swaine & Moore in London. The firm named respected litigator Adam Hakki as the senior partner successor to David Beveridge the same month.
Market reaction to the deal has been largely positive. Jomati founder Tony Williams, who was previously managing partner at CC before its US merger, commented: ‘A&O was lucky. The previous discussions with O’Melveny made partners understand how difficult getting a US deal is. The partners were more amenable to compromise on issues that, if not for that experience, might have been sticking points.’
Another commentator noted: ‘It’s been handled extremely well. Both firms have had failed merger attempts recently. Both sides understood the importance of managing communications – even simple things like who gets informed in what order. Communications strategy is crucial and has been really well handled. The whole thing was presented as a proper corporate deal.’
The deal will heap pressure on the remaining magic circle firms to come up with credible offerings of their own in the US. There has not been a significant UK/US merger since 2018, when BCLP was created. This deal came after Eversheds Sutherland was formed in 2017, while Norton Rose Fulbright happened in 2013 and Hogan Lovells in 2010.
As Williams commented: ‘It’s transformative in one key respect: it is a fundamental shift in what the top UK firms have been able to achieve in the United States.’
‘You’ve now got one more 64,000lb gorilla, with a unique capability that doesn’t really exist elsewhere’ adds a former UK firm head. ‘A&O Shearman now has a capability that the other Magic Circle firms don’t have. These things don’t change overnight – no one will be out of business all of a sudden. But over time, over around 10 years, it could be transformative. It’s like a snowball. It gathers momentum. It’s really a challenge for the [rest of the] Magic Circle.’
Maurice Allen, founder of legal consultancy LTN & Partners, argued that in addition to the direct benefits from the merger itself, the merged firm will also be a more attractive proposition for other lawyers, potentially making it easier to further build on the corporate side: ‘It’s a big leg up for clients and for recruitment. There’s no doubt A&O is more attractive now.
‘For people sitting in London, either at a US firm where they’re not enjoying life, or at a UK firm where they feel they aren’t reacting to the challenge of the US firms, A&O Shearman starts to look very attractive.’