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Blank Rome dashed to acquire Dickstein Shapiro

It was a dash to the finish. The deal to combine Washington's Dickstein Shapiro with Center City-based Blank Rome was hatched on Christmas Eve and became a 45-day sprint as partners at both firms raced to close the transaction.

It was a dash to the finish.

The deal to combine Washington's Dickstein Shapiro with Center City-based Blank Rome was hatched on Christmas Eve and became a 45-day sprint as partners at both firms raced to close the transaction.

Talks began at a lunch on Dec. 24 between Blank Rome chief operating officer Patrick Cavanaugh and Dickstein chairman James Kelly. Cavanaugh had reached out to Kelly after word began circulating that Dickstein's planned merger with St. Louis-based Bryan Cave had foundered over terms of the transaction.

Both Cavanaugh and Kelly came away from the lunch believing that a deal might be done. For most of that afternoon, Kelly spoke by phone with Blank Rome chairman Alan Hoffman about the relative strengths of the two firms and how a merger might work.

The two signed a nondisclosure agreement by the end of the day, requiring the firms to keep silent about the negotiations.

"This was a deal that we worked on around the clock for 45 days straight in what normally would take four months; it was two businesses doing a deal together," Hoffman said.

The deal, disclosed last week, brought more than 100 lawyers to Blank Rome, most of them in Washington. It is the biggest acquisition in Blank Rome's 70-year history, and will boost its presence in Washington, where it will have 150 lawyers.

But getting there involved resolving questions about how the two firms' lawyers would work together, how technology and communication platforms would be merged, and how finances might be combined. Just as important, Hoffman and colleagues wanted to be sure the new lawyers were team players who would blend with the Blank Rome culture, which emphasizes stability.

The Monday after the Christmas weekend, Dickstein chairman Kelly traveled to Philadelphia to meet with Hoffman and other Blank Rome lawyers. A Blank Rome delegation led by Hoffman then traveled to Washington a few days later to visit the Dickstein offices.

Hoffman said his concern about blending cultures was allayed when he learned that most of the 50-plus Dickstein partners in Washington had been practicing together for 20 years or more, suggesting an absence of conflict and a well integrated team.

But there were other issues to hash out. Hoffman and his team needed to be sure that Dickstein's practices would enhance the work of Blank Rome lawyers, and vice versa. One Dickstein practice, representing policy holders in disputes with insurance companies, was one that Blank Rome did not have. It promised to blend well with Blank Rome's existing corporate practice. Hoffman concluded that Blank Rome's corporate clients could seek legal assistance from the group when they had disputes with their insurers.

Once the broad outlines began to take shape, and firm leaders had concluded that it worked financially, practice group leaders from both firms began a series of meetings to exchange ideas.

Hoffman, meanwhile, had his technology, human resources, marketing, and communications staffs work up plans to merge operations. And in a conference call, Hoffman explained the details of the proposed acquisition to Blank Rome partners.

In early February, partners at both firms voted to approve the deal.

cmondics@phillynews.com

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@cmondics