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December 5, 2008 5:45 AM

Dealmaker of the Week: Weil Gotshal's Lori Fife

Posted by Julie Triedman

Lorifife When Lori Fife, a 25-year bankruptcy lawyer at Weil, Gotshal & Manges, was tapped by veteran colleague Harvey Miller to help him prepare Lehman Brothers for bankruptcy in mid-September, she had no idea that the deal would take over her life.

As Ben Hallman reports in the current issue of The American Lawyer (subscription required), Fife has been the point person for courtroom negotiations that led to the warp-speed sale of the broker-dealer unit to Barclays plc in September, and the successful auction of the Neuberger Berman investment management business.

On Wednesday, the bankrupt company announced an agreement to sell a majority stake in Neuberger--a Lehman asset that had never entered Chapter 11 proceedings--to Neuberger's own management and executive team. The balance of equity will go to Lehman and, ultimately, its creditors. The offer, which is expected to be approved in Manhattan federal bankruptcy court at a sale hearing December 22, beat out a binding agreement inked September 29 to sell Neuberger to private equity firms Bain Capital and Hellman & Friedman for $2.15 billion.

From the start, say two deal participants, Neuberger management and executives were deeply unhappy with the Bain/Heller terms that required Lehman to put other Neuberger non-insolvent assets into Chapter 11 as additional security. That move, Neuberger executives felt, would stigmatize the company and cause clients to flee. Creditors, meanwhile, thought they could get a better deal.

In mid-October, Fife convinced the judge to amend the auction rules, as Bloomberg reported. Those amendments made it less onerous for other bidders to come forward. Several private equity firms, including The Carlyle Group and The Blackstone Group, stepped up to do due diligence.

Meanwhile, working straight through the Thanksgiving holiday and weekend, Fife and Weil's Michael Lubowitz, the team's senior corporate partner on the transaction, teleconferenced with Neuberger management, creditors, Lehman's bankers, and the Lehman chief operating officer overseeing the firm's liquidation. Ultimately, the group found a way for Neuberger management and certain executives of that company to submit a bid.

"It was a lousy Thanksgiving," says Lubowitz, "but a great result for Lehman's creditors." Fife, he says, "had ideas on how to structure this in ways that gave value to creditors. She's not just a bankruptcy expert, she's an excellent commercial lawyer."

Ultimately, Lehman's creditors may be able to recoup money down the line. "It's very cool," says Fife. "Not only does that give creditors the upside potential, it also allows them to participate in managing the business as holders of common stock."


Dealmaker of the Week
is published Fridays in The Am Law Daily
.

Sullivan & Cromwell's Frank Aquila, 11/21/08

Verizon's John Thorne, 11/7/08

George Kahale and Eric Gilioli of Curtis, Mallet-Prevost, 10/31/08

Gilbert + Tobin's Gina Cass-Gottlieb, 10/24/08

Davis Polk's Diane Kerr, 10/17/08

Slaughter and May's Nigel Boardman,10/10/08

S&C's Mitchell Eitel,10/3/08

Munger Tolles's Robert Denham,9/26/08

S&C's H. Rodgin Cohen, 9/19/08

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