H. Rodgin “Rodge” Cohen and Mitchell Eitel are comfortable in disasters.
“This is our third major financial crisis,” said Eitel, a partner with Cohen at Wall Street law firm Sullivan & Cromwell.
Cohen worked on 17 deals stemming from the 2008 banking meltdown, including JPMorgan Chase’s purchase of Bear Stearns and the US government bailout of insurance giant AIG. Eitel advised JPMorgan during the same time in its $1.9 billion takeover of Washington Mutual after the Federal Deposit Insurance Corporation seized the thrift.
The pair is among the familiar faces that banks and regulators are turning to for legal assistance as they look to stave off the latest meltdown.
Sullivan & Cromwell and rival law firm Davis Polk & Wardwell have emerged as the industry’s top legal advisers responding to the failure of Silicon Valley Bank and Signature Bank and the bailout of the struggling First Republic Bank.
The two firms also had key roles in UBS Group AG’s $3 billion buy of embattled rival Credit Suisse Group AG, announced earlier this month. The transaction was brokered by the Swiss government to try to prevent Credit Suisse from failing.
Many of the firms’ lead lawyers are crisis veterans, trusted once again with helping shore up the global financial system.
Davis Polk’s Marshall Huebner was a key architect of the 2008 bailouts. Randall Guynn, head of the firm’s financial institutions group, led Citigroup’s massive government bailout among 11 rescue deals.
And then there’s Cohen, who the New York Times in 2009 called the “trauma surgeon of Wall Street.”
“They want to see lawyers who’ve done it before and they want to see battle scars,” said Davis Polk partner Margaret Tahyar, who led Signature Bank in its March sale of assets to New York Community Bancorp’s Flagstar Bank. Tahyar also led the Davis Polk team that advised Silicon Valley Bridge Bank in its sale to First Citizens Bancshares Inc.
“They want to work with people they already know and trust,” she said.
Around the Clock
Davis Polk’s Huebner was lead counsel to the US Treasury and the Federal Reserve in 2008 when they spent $182 billion to rescue AIG, the largest government bailout of a private company in US history. The federal government later sold its interest in AIG for a nearly $23 billion profit.
Now co-chair of the restructuring group at Davis Polk, Huebner became a new grandfather as the crisis unfolded earlier this month. He said took some of these calls while holding the baby in the bathroom of his daughter’s hospital room after she had given birth.
“There’s virtually no place that we can’t be found when our clients need us,” Huebner said in an interview.
He’s now counseling bondholders of SVB Financial Group—parent company of Silicon Valley Bank—in the company’s Chapter 11 bankruptcy.
“There have been 18-hour days, one after another,” he said. “There are rather few lawyers who understand and have experience with the tremendous interactive complexity between the bank regulatory system and bankruptcy system.”
In addition to the four roles that are now public, Davis Polk is also currently working on other major assignments for several of the country’s largest financial institutions, he said.
Several of the firms’ partners now working around the clock on banking matters, and in some cases running them, were associates during the last financial crisis, according to Huebner. The same can be said of Sullivan & Cromwell.
“We are fortunate here that our lawyers make S&C a career,” Cohen said.
“They actually have some familiarity with what I would say is not only all of the legal issues that are involved, but also how you just have to learn to deal with clients in times of great stress and that’s not something you pick up, except by experience,” he said.
The firms enjoy a relatively low turnover rate that’s increasingly rare, even among Big Law’s elite. As many of their competitors join the rush to land prominent partners with paydays reportedly nearing that of professional athletes, they’ve remained focused on homegrown talent.
Sullivan & Cromwell and Davis Polk are not immune from competition. The rise of behemoths like Chicago’s Kirkland & Ellis and entry of new firms in the US have forced them to take stock of their positions. Davis Polk in recent years moved away from a strict lockstep compensation model, in which partners are paid solely based on seniority, and dip into the lateral recruiting market.
Still, their work during the crisis is “absolutely proof positive that the Wall Street firms are going nowhere,” said Bruce MacEwen, a law firm management consultant at Adam Smith, Esq.
“They are totally at the top of the world in this world,” he said.
Federal Reserve Chairman Jerome Powell, a Davis Polk alum, told the New York Times on March 22 that the central bank needs to strengthen supervision and regulation.
Tahyar, head of Davis Polk’s financial institutions practice, agreed.
“What I think needs to happen next is a rethinking of how supervision does its work and a paradigm shift of what is transparent and not transparent to the market,” she said. “The supervisory staff needs more resources and more technology. They are doing heroic work but need better tools.”
Eitel said the latest bank collapses are more like the Thrift Crisis of the1980s and 1990s than 2008’s Great Recession.
The potential consequences are far less dire than the last time around.
“With this being an interest rate risk issue, there is the capacity to contain it without real cracks in the banking system, and very differently than in 2008, without any impact on consumers,” Cohen said. “But there are a lot of difficult questions, which will need to be answered.”
Still, the Wall Street legal veterans struck a steady tone.
“The current issues are serious and should not be minimized,” Huebner said. “But, unlike 2008, nobody thinks that the entire western financial system is in immediate and mortal peril.”
To contact the reporter on this story:
To contact the editors responsible for this story: