The Firms

December 21, 2011 6:46 PM

Eyeing Am Law 200, Greenebaum Doll Ties Knot with Indiana's Bingham McHale

Posted by Brian Baxter

Motivated in part by recent tie-ups involving regional rivals, Louisville-based Greenebaum Doll & McDonald and Indianapolis-based Bingham McHale have announced plans to join forces to create a 250-lawyer firm called Bingham Greenebaum Doll as of January 2.

The two firms announced what they described in a press release as a "merger of equals" Wednesday afternoon. The union has been approved by the partnerships of both firms, which began seriously discussing a potential tie-up in late August.

"I'd first met [Bingham McHale managing partner W. Tobin "Toby" McClamroch] a few years ago, and when we got to talking we both saw a mutual interest in doing this," says Greenebaum Doll chairman Phillip Scott. "This will allow us both to expand our footprint and our depth in various practice areas."

Scott acknowledges that recent moves by other regional firms to consolidate helped increase interest on the part of both his firm and Bingham McHale in a potential merger. The American Lawyer reported in October on the increasingly crowded legal market in Indiana, which has led local firms to look outside the Midwest for expansion opportunities.

Three years ago Kentucky firm Frost Brown Todd merged with Indianapolis-based Locke Reynolds, creating a firm with roughly 400 lawyers today. In August, Indianapolis-based Baker & Daniels confirmed that it was in merger talks with Minneapolis-based Faegre & Benson. (The two Am Law 200 firms will officially combine as Faegre Baker Daniels on January 1.)

Also announced in August, a merger between Indianapolis-based Am Law 200 firm Ice Miller and Columbus-based Schottenstein Zox & Dunn that will go live in January. Greenebaum Doll held several months of merger talks with Ice Miller two years ago before the firms went their separate ways, according to our previous reports. Greenebaum Doll also held talks with Bingham McHale at that time.

Scott says that a potential merger grew more intriguing over time between his 117-lawyer firm and 130-lawyer Bingham McHale. The latter's bond practice appealed to Greenebaum Doll, which, in turn, boasts a tax and finance practice that Bingham McHale lacks. The combined firm will have a total of eight offices: four in Indiana, three in Kentucky, and one in Cincinnati.

Bingham McHale, which grew out of a merger between two rival Indiana firms a decado ago, counts Duke Energy, Pfizer, Simon Property Group, WellPoint, and the Gatorade Trust among its largest clients. Greenebaum Doll, which has had to cope with a series of partner defections in recent years, represents companies like Humana and a group of franchisees for fast food chain KFC.

Scott himself is based in Lexington, Kentucky, which is known as the "horse capital of the world." Not surprisingly, he cochairs Greenebaum Doll's equine practice. Asked what such a practice entails, Scott says that horse racing and thoroughbred horses comprise the "second- or third-largest" industry in the Bluegrass State, home to the world famous Kentucky Derby. The ruling Al Maktoum family of Dubai—which has a penchant for purchasing high-priced ponies—is a longtime Scott client.

Scott says his firm did not rely on an outside legal consultant to advise on the merger. Scott and Bingham McHale's McClamroch will cochair the combined firm, whose leadership structure Scott says will be worked out over time.

Scott says he expects Bingham Greenebaum Doll to crack The American Lawyer’s annual Am Law 200 rankings, whose lowest-ranked firm took in $92 million in gross revenue in 2010, according to the most recent Am Law figures. The merger will also make Bingham Greenebaum Doll about the 165th-largest law firm in the country, according to an annual ranking of the nation's top 250 firms by attorney head count compiled by sibling publication The National Law Journal.

Scott says he and McClamroch are looking forward to putting the merger negotiations behind them and enjoying the holidays: "I heard Toby joke that the only thing he's going to be working on tomorrow is getting his wife a Christmas present."

While Greenebaum Doll and Bingham McHale’s move toward integration, merger talks between two other potential partners may have hit a snag.

McKenna Long & Aldridge and Luce, Forward, Hamilton & Scripps confirmed in November that they were holding discussions on a possible combination, according to a report by sibling publication The Recorder. It now appears the two firms have some issues to work out before both officially join forces.

The Daily Journal in Los Angeles recently reported that partners from Luce Forward voted unanimously in favor of a merger with McKenna Long last week, but that the result of the latter's vote was still unclear.

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