[Pause for cheers.]
Now that that's out of the way, let's move on to the details.
Formed from the merger of Dewey Ballantine LLP and LeBoeuf, Lamb, Greene, & MacRae LLP in 2007, New York-based Dewey & LeBoeuf was one of the world's great law firms. Even if you've no exposure to the legal world yourself, you've probably heard of at least a few of the deals this firm was involved in over the past few years.
- Dewey played a leading role in Disney's 2009 acquisition of Marvel Entertainment.
- That same year, Dewey helped eBay sell its Skype subsidiary to a group of private investors. (The subsidiary ultimately wound up as part of Microsoft.)
- And Dewey was Mark Cuban's lawyer as well, helping to defend the Dallas Mavericks owner when the SEC investigated him on charges of insider trading.
This makes the Dewey & LaBoeuf bankruptcy quite simply the largest law-firm failure ... ever.
How did a business this good manage to go broke? The answers may contain lessons for all of us.
"Our People Are Our Most Valuable Asset."
Companies mouth this line all the time (often while simultaneously freezing their pensions, raising their insurance deductibles, and demanding more overtime). But at Dewey, it really was true. In fact, it's true at most law firms -- and that's not always a good thing.
The problem with Dewey, and with law firms in general, is that their workers are highly mobile individuals, and they're often worth more to other firms than to the firm they already work for. Over time, a law firm partner tends to build up a portfolio of paying clients. But partners aren't necessarily paid in proportion to the amount of money they bring in -- up until the moment they jump ship for a different firm that wants the clients for itself.
At Dewey, fears that the firm was in trouble took a steady toll on the company's most valuable employees and the revenue they brought in.
During the first three months of this year, 20% of the company's equity partners left, taking their clients with them. By the time Dewey declared bankruptcy, partner defections had climbed past 80%.
By the time the firm realized it was bankrupt, there was hardly any "firm" left.
TANSTAAFL (There Ain't No Such Thing As A Free Lunch)
But how did Dewey get in such as state as to scare its partners off in the first place? The answers may (or may not) surprise you: high salaries and guaranteed bonuses.
Now, everyone knows that lawyers make good wages. At Dewey, your average "associate" attorney was pulling down better than $170,000 a year, according to Glassdoor, and the partners made much more. But in an effort to attract top talent and keep it in-house, Dewey's managers went a bridge too far.
Many of the firm's partners were guaranteed bonuses on top of their salaries. Reportedly, the top 100 partners at Dewey had contractual guarantees topping $100 million in total bonuses. Some individual partners were promised at least $6 million a year -- performance not necessarily required.
How could Dewey afford to be so generous?
Simple. It couldn't.
According to bankruptcy court filings, by the time the firm went kaput, Dewey had racked up $245 million in debt, and maybe even more. Between obligations to secured lenders, long-term lease obligations, and accounts-payable, pension, and deferred-compensation claims, Dewey is said to be in hock to the tune of perhaps $315 million.
As one local lawyer put it: "The combination of outsized debt and widely spread pay guarantees divorced from performance put the firm in a situation with almost zero margin for error."
Like a consumer with high debt but a few credit cards in his wallet and a love of cash advances, Dewey was able to keep the game rolling for a while. But once partners began defecting, the cash flow dried up, and Dewey had nowhere left to turn: "Cash flow was insufficient to cover capital expenses and full compensation expectations."
The sad implication: Had Dewey been just a bit less profligate with its spending, and its lawyers just a little less greedy, they -- and the thousands of Dewey employees who weren't collecting seven-figure bonus checks -- might have still had a firm to call home.
Motley Fool contributor Rich Smith holds no position in any company mentioned. The Motley Fool owns shares of Walt Disney and Microsoft. Motley Fool newsletter services have recommended buying shares of eBay, Microsoft, and Walt Disney, as well as creating a bull call spread position in Microsoft.