The Work

November 17, 2008 3:07 PM

Buchanan Ingersoll Helping Rooneys Resolve Steelers Ownership Situation

Posted by Brian Baxter

UPDATE: An initial version of this story listed Thomas Buchanan as a name partner. We regret the error.

Most of the football-related numbers coming out of Pittsburgh today relate to the wild end to Sunday's Pittsburgh Steelers-San Diego Chargers game--a finish that has gamblers nationwide scratching their heads.

Somewhat lost amid the on-field chaos was this Pittsburgh Tribune-Review report on Friday that Steelers chairman Dan Rooney and his son Arthur Rooney II are to pay $750 million in exchange for a controlling interest in the football franchise that family patriarch Arthur Rooney, Sr., acquired for $2,500 in 1933. Once completed, the deal should clear up what has become a muddled ownership hierarchy for one of the National Football League's most storied franchises.

On the legal side of the transaction for the team's owners: Buchanan Ingersoll & Rooney, a Pittsburgh firm with close family ties to the Steelers.

Buchanan Ingersoll CEO-elect John "Jack" Barbour told us in July that he serves as lead outside counsel to the team and was involved in the ownership imbroglio.

The Am Law Daily has now learned that Barbour, corporate finance and venture capital cochair Thomas Buchanan, corporate finance partner Lewis Davis, Jr., and tax partner Bruce Booken are all advising Dan Rooney and Art II on the deal.

Buchanan Ingersoll, which merged with Pittsburgh's Klett Rooney Lieber & Schorling in June 2006, employs Art II as counsel. According to the terms of the new ownership agreement, Dan will be the team's primary owner and chairman while Art II will continue running day-to-day operations as president of a franchise that Forbes valued at roughly $1 billion in September.

The Rooneys were ordered by the league earlier this year to clarify their ownership structure and resolve potential conflicts. NFL rules require that each of the league's 32 teams have one principal owner that owns at least 30 percent of a franchise.

Currently, 80 percent of the Steelers are owned by the five sons of Arthur Rooney, Sr. who died in 1988. (The remaining 20 percent is owned by another Pittsburgh family, the McGinleys, but those shares are not at issue.)

None of the brothers had a controlling stake, while several had gambling interests in Florida and New York that ran contrary to league guidelines. (Former NFL commissioner and current Covington & Burling senior counsel Paul Tagliabue represented the league on matters related to the Steelers' ownership dispute; it's unclear whether he did so on behalf of his firm, the league's primary outside counsel, or under the independent advisory contract he has with the league.)

Those problems are now understood to be resolved as a result of the deal struck between Dan Rooney and his four brothers: Arthur Jr., John, Patrick, and Timothy. The five had previously owned equal 16 percent ownership stakes, which will be now be sold to Dan and Art II. The brothers had reportedly expressed an interest in keeping the team in family hands.

The agreement is expected to be finalized by the end of the year.

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Get real. Buchanan Ingersoll was founded in 1850 and has had Buchanan in its name since 1924, while "name partner" Thomas Buchanan graduated from law school in 1987. I know a blog isn't real journalism, but the gratuitous assumption that someone is a "name partner" of a firm that has been prominent for decades is a bit much.

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