Business Insider: “Meet the 13 lawyers on speed-dial when companies and investors fight for boardroom control.”

The Business Insider wrote about the go-to lawyers from proxy contests. Below is an excerpt:

Corporate America is bracing for a rise in activist investing. Meet the 13 lawyers on speed-dial when companies and investors fight for boardroom control.

• Activist funds have evolved into an imposing asset class, running dozens of campaigns each year.
• With stocks in decline, they are going after large companies like Disney and News Corp.
• These 13 lawyers are leading the field, either representing investors or defending against them.

Shareholder activism has come a long way since the corporate takeovers of the 1980s, when billionaire investor Ronald Perelman took over Revlon, and Marty Lipton and others at his firm Wachtell Lipton Rosen & Katz crafted the poison pill defense.

Since the financial crisis, hedge funds and other activist firms have grown into a huge industry, complete with firms known for waging public, and sometimes embarrassing, crusades. Last year, this group ran some 173 campaigns for corporate change, spending roughly $42 billion, according to Lazard’s 2021 activism report.

And with stocks in free fall, the number of campaigns being waged is only likely to rise. Recent examples include Disney, which agreed to add a new board member in September amid pressure from Dan Loeb’s Third Point, which has pushed for the entertainment giant to spin off ESPN.

Over the weekend, Disney sent shockwaves through Hollywood when it announced it was ousting its CEO Bob Chapek and replacing him with Robert Iger, who gave up the reins in 2020.

News Corp., which owns Barrons and the Wall Street Journal, is also feeling pressure from activist investor Irenic Capital Management to spin off assets or merge with its former TV asset Fox Corp.??

Investors are also successfully agitating companies to boost their ESG. In a huge win for ESG investors, Engine No. 1 helped place three directors on Exxon Mobil's board last year in an effort to push green energy on the company.

Law firms including Olshan Frome Wolosky LLP and Schulte Roth & Zabel are go-tos for activist investors looking to change how companies do business. Meanwhile, attorneys at other firms have become specialized in defending against those activists. Activism defense work has even emerged as a standalone practice at top firms.

The lawyers leading the way on both sides of activist battles have expertise in proxy rules. They also understand the political gamesmanship and strategies involved in running or defending against campaigns, experts said.?

“The very law firms and lawyers who would have been defending against takeovers in the 1980s and 1990s, they are now the people who defend against shareholder activism,” said Robert Miller, professor at the University of Iowa college of Law, and a former attorney at Wachtell Lipton.

These 13 lawyers are go-to advisors for activist funds and the companies hoping to fight them off.?

Kai Liekefett, Sidley Austin

Kai Liekefett, who co-chairs Sidley’s shareholder activism practice, last year successfully defended cloud company Box Inc. in a proxy fight by Starboard. Liekefett has also defended clients against major activist investors including Carl Icahn and Trian Partners.

Liekefett’s career began as an M&A attorney, after he graduated from law school in Germany in 2000. He cut his teeth on his current practice back at Vinson & Elkins, where he saw shareholder activists starting to attack the oil and gas sector, and developed the practice there.

“I stumbled across a niche that was completely under-appreciated,” he said.