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Robert Denham, Attorney Who Urged Firms Via Crises, Dies at 79


Robert E. Denham, a mergers-and-acquisitions attorney who used to be recognized for parachuting into imperiled corporations and splintered board rooms and steerage the organizations out of bother, died on Saturday at his house in Pasadena, Calif. He used to be 79.

His circle of relatives stated the purpose used to be most cancers.

Cushy-spoken, erudite and strategic, Mr. Denham had a knack for being calm below strain, listening sooner than speaking and now not essentially taking the lawyerly trail to a solution. The ones characteristics led Warren E. Buffett to invite Mr. Denham to assist him save the Wall Side road company Salomon Brothers in August 1991, when a bid-rigging scandal threatened to push it into insolvency.

Mr. Buffett used to be the financial institution’s biggest shareholder and had taken the bizarre step of becoming a member of it, as its intervening time chairman, for a $1 wage. Regardless of assembly resistance internally, he sought after to own up to prosecutors and regulators to save lots of the financial institution, whose investors had been accused of rigging the public sale marketplace for Treasury securities. Mr. Buffett believed that if the federal government filed prison fees, shoppers would pull their cash and the company would cave in.

Mr. Buffett knew Mr. Denham, who labored at Munger, Tolles & Olson, a regulation company began by means of Buffett’s trade spouse and longtime buddy Charles T. Munger. Mr. Denham, then dwelling in Los Angeles, had a complete plate of purchasers and no use for the high-wire act of looking to bail out a financial institution. However he temporarily stated sure.

“It used to be transparent to me we would have liked an impressive attorney from the out of doors that might be to be had on a second’s realize for what seemed like an insurmountable downside,” Mr. Buffett stated in a telephone interview. “The very last thing he wanted used to be a choice from somebody in New York who used to be in bother, however he didn’t hesitate.”

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Mr. Denham moved to New York and helped Mr. Buffett convince prosecutors to not pursue prison fees towards the financial institution. As a substitute, the 2 males had been forthright with regulators and reached a $290 million agreement.

“I’m now not positive Salomon would have grew to become out the similar approach with out Bob,” Mr. Buffett stated.

After 9 months, Mr. Buffett returned to Omaha, the place his corporate, Berkshire Hathaway, is primarily based, and Mr. Denham stayed on as leader government and chairman of Salomon Inc. till 1998, after Vacationers Team had purchased the corporate for $9 billion in a sale he helped engineer.

Mr. Denham and Mr. Buffett’s way to saving Salomon — apologizing to Congress, pushing out executives who had attempted to cover the bid-rigging, slashing bonuses and introducing inside controls to forestall every other prevalence — turned into a type of disaster intervention.

“When a excellent corporate hits a rock, the duty of having it off the rock is significant,” Mr. Denham instructed The Los Angeles Occasions in 1998. “Jobs and lives and shareholders’ wealth are tied up in succeeding. It’s a high-energy, high-pressure activity the place time has worth.”

Mr. Denham returned to Los Angeles and his regulation observe, and he persisted to constitute Mr. Buffett. He additionally turned into a sought-after board member. Along with operating with tutorial establishments, together with the New Faculty college in New York, he used to be a board member of the Herbal Sources Protection Council, the Russell Sage Basis and the John D. and Catherine T. MacArthur Basis, of which he turned into chairman in 2006.

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In April 2008, he joined the board of The New York Occasions Corporate as an out of doors director at a essential length within the corporate’s historical past. The Occasions’s inventory had fallen by means of about two-thirds over the former six years as the expansion of on-line information eroded income from subscriptions and promoting. The crash of the Lehman Brothers banking corporate later that 12 months simplest exacerbated The Occasions’s price range, and rumors of a sale swirled.

Arthur O. Sulzberger Jr., then the chairman of the Occasions Corporate and writer of the newspaper, stated Mr. Denham used to be selected as a result of he had understood the challenge of The Occasions and had plenty of stories within the trade global that helped the board throughout that length.

“We went thru some lovely difficult instances whilst he used to be at the board,” Mr. Sulzberger stated in an interview, “and I’ve were given to inform you, having him on the desk — so dedicated, so centered, so pleasant and tasty — it used to be incredible and important, I believe, to our good fortune and making our approach thru some demanding situations.” He added: “He listened to other people and he didn’t ever attempt to one-up other people. That used to be in point of fact considered one of his nice strengths. When other people had been disagreeing with every different, he helped to recognize the diversities but deliver other people nearer.”

Robert Edwin Denham used to be born on Aug. 27, 1945, in Dallas and raised in Abilene, Texas, about 200 miles to the west. He used to be the one kid of Wilburn H. Denham, an insurance coverage salesman, and Anna Maria (Hughes) Denham, a highschool counselor.

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He’s survived by means of his spouse, Carolyn Denham, who used to be president of Pacific Oaks School & Kids’s Faculty in Pasadena; two kids, Jeff Denham and Laura Denham Evans; and 4 grandchildren.

Mr. Denham earned a bachelor’s stage in executive from the College of Texas in 1966 and graduated magna cum laude. He won a grasp’s stage in executive from Harvard College in 1968 and went directly to Harvard Regulation Faculty, the place he used to be an editor of the Harvard Regulation Evaluation. He won his regulation stage in 1971, once more graduating magna cum laude.

He joined Munger, Tolles & Olson in Los Angeles the similar 12 months. He labored on a lot of acquisitions and prompt purchasers on finance and company governance.

Mr. Denham represented Berkshire Hathaway in a lot of offers, together with the $37.2 billion acquire of Precision Castparts; its $28 billion acquisition, with 3G Capital Companions, of H.J. Heinz Corporate; and its $44 billion acquisition of Burlington Northern Santa Fe Company.

He additionally prompt the Energy circle of relatives when it bought J.D. Energy and Mates, a data-analysis and consumer-insight corporate centered at the car business, and Copley Press, when it bought its San Diego and Midwest newspaper operations.

His taste, many colleagues stated, used to be to be easy but fascinating.

“He’s now not a person of bombast; he’s a person of deliberation and backbone,” Deryck Maughan, as soon as the top of Salomon Brothers, instructed The Wall Side road Magazine in 1992. “As soon as he’s reached a conclusion and he’s happy, he just about sticks to it.”


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