The labor and employment experts at Proskauer Rose, who have made headlines recently for several high-profile engagements, are advising The New York Times Company on its contract negotiations with the Newspaper Guild of New York. As of Wednesday, the parties are headed to mediation.
The company and the union agreed to use an outside mediator to help break an impasse created largely by disagreements over compensation and pension benefits. The move to mediation—announced in a companywide email by publisher Arthur Sulzberger Jr.—comes two days after more than 300 Times staffers staged a walkout at the company’s midtown Manhattan headquarters in a show of union solidarity, and a day after the Times‘s own negotiating team, led by Proskauer labor management relations group cohead Bernard Plum, walked out of a bargaining session with guild representatives. (Times spokeswoman Eileen Murphy confirmed to The Am Law Daily the move to pursue mediation.)
The Times company—which in addition to its flagship paper owns such properties as the Boston Globe—moved last month to slash its pension liabilities, according to news reports and an SEC filing by Times general counsel Kenneth Richieri. In addition to compensation pension issues, the negotiations on a new labor agreement have stalled over a failure to find common ground on bonuses, as well as the guild’s demand that digital and print employees be covered by a single contract.
Frustrated over the state of the negotiations, the guild recently tweaked the company’s Proskauer lawyers for the firm’s role handling the controversial lockout of National Football League referees that ended two weeks ago. (Proskauer is still at the bargaining table representing the National Hockey League, with contract talks between management and the league’s locked out players set to resume this week.)
Proskauer’s Plum didn’t immediately respond to a request for comment, nor did the guild’s lead outside lawyer, Irwin Bluestein of New York’s Meyer, Suozzi, English & Klein. Bluestein and another Meyer Suozzi partner who handles work for the guild, Hanan Kolko, previously worked at New York labor and employment firm Vladeck, Waldman, Elias & Engelhard. (One of that firm’s late name partners, Seymour Waldman, also advised the guild.)
The negotiations have been taking place at Proskauer’s 11 Times Square headquarters, a quick walk from the Times’s office tower at 620 Eighth Avenue. Prior to agreeing to try mediation, the company threatened to make a final offer this week. If an impasse had been declared, the Times could have imposed its proposals unilaterally, something the guild vowed to fight before the National Labor Relations Board.
The two sides have agreed to rely on as mediator Sands Point, New York-based solo practitioner Martin Scheinman, who also happens to be a business partner of New York Yankees star Mariano Rivera in a new thoroughbred-themed racing restaurant that opened in Manhattan earlier this year. Among his other assignments, Scheinman has previously heard disputes involving the Times, and played a role in helping to end New York City’s 2005 transit strike.
For its part, the guild claims that despite print media’s financial struggles, a series of asset sales over the past few years have left the Times sitting on more than $900 million in cash, according to an email sent to union members by Times science correspondent Donald McNeil Jr. and obtained by prolific media blogger Jim Romenesko.
The latest of those sales came in August when the company sold About.com to Barry Diller’s IAC/InterActiveCorp for roughly $300 million in cash. Morgan, Lewis & Bockius business and finance partners Howard Kenny and Robert Dickey led a team from the firm advising the Times on that deal. (Weil, Gotshal & Manges took the lead on the transaction for IAC/InterActiveCorp.)
Morgan Lewis is a longtime legal adviser to the Times. Dickey and Kenny handled the company’s $143 million sale last December of its regional newspaper group to Daytona Beach, Florida-based Halifax Media Holdings. The two Morgan Lewis partners also advised the company on its $117 million sale of a minority stake in Major League Baseball’s Boston Red Sox last year, as well as Mexican billionaire Carlos Slim Helu’s $250 million investment in the Times in 2009.
In an obituary published last month following the death of former Times publisher Arthur Sulzberger at age 86, the newspaper noted its longtime client relationship with former New York firm Lord Day & Lord, which dissolved in 1994 after a large group of lawyers left to join Morgan Lewis. (Two former general counsel for the Times, Louis Loeb and James Goodale, both spent time at Lord Day & Lord.)
Times company spokeswoman Murphy told The Am Law Daily that while Morgan Lewis has handled numerous matters over the years for the media giant, Proskauer has always been the company’s primary outside labor counsel.
As it happens, Proskauer global M&A cohead Michael Woronoff, private equity cohead Monica Shilling, and corporate partner Gregory Ruback are advising private equity firm Third Point, which is providing debt and equity financing to Santa Monica-based Penske Media Group on its $25 million purchase announced this week of Hollywood trade publication Variety.
Penske Media is being advised by Jeffer Mangels Butler & Mitchell, while Variety‘s soon-to-be-former owner, London-based publishing giant Reed Elsevier Group, has turned to a team of lawyers from Morgan Lewis led by Dickey and Charles Engros, Jr., the managing partner of the firm’s New York office and a former partner at Lord Day & Lord.
Morgan Lewis has been busy in recent months handling several notable media deals for Reed Elsevier. The firm advised the company in June on its sale of entertainment industry research and analysis provider MarketCast to private equity firm Shamrock Capital Advisors, as well as its $530 million acquisition late last year of financial data provider Accuity Holdings.
The Guardian reported earlier this year that Reed Elsevier is under pressure from investors to sell its legal publishing and research unit LexisNexis Group to generate returns for shareholders. (The Dayton Business Journal, published in the same Ohio city that serves as LexisNexis’s home base, subsequently picked up on the report, citing Bloomberg as a likely buyer.)
A Morgan Lewis spokesman says the firm’s lawyers cannot discuss Reed Elsevier’s business strategy. Also declining to comment was Morgan Lewis senior counsel Henry Horbaczewski in Boston, who was hired by the firm earlier this year after serving as general counsel for Reed Elsevier’s principal U.S. subsidiary.
LexisNexis spokesman John Michaels told The Am Law Daily that it is the company’s policy “not to respond to marketplace rumors regarding any transactions with third parties.”
Kenneth Thompson II, a former chief legal officer for LexisNexis and now general counsel for IP and privacy matters at Reed Elsevier, was unavailable for comment. Current LexisNexis general counsel Ian McDougall did not respond to a request for comment, nor did Reed Elsevier’s new global general counsel, Henry “Hank” Udow.
Stephen Cowden, who preceded Udow in the job and retired last year, declined to comment, as did R. Samuel Snider, who served as lead acquisition counsel at LexisNexis before leaving the company this summer to become general counsel of Vitera Healthcare Solutions.
LexisNexis acquired legal newswire Law360 last year in a deal that yielded roles for Simpson Thacher & Bartlett and Wilson Sonsini Goodrich & Rosati, according to our previous reports, while Bloomberg also increased its presence in the legal research and publishing space by spending $990 million to buy The Bureau of National Affairs.
Willkie Farr & Gallagher, which saw nearly 20 lawyers leave the firm a year ago this month to join Bloomberg’s in-house legal staff, took the lead for the company on that transaction, according to our previous reports.