Originally Published April 1, 2013

Pittsburgh-based Thorp Reed & Armstrong and Detroit-based Clark Hill have signed a merger agreement, the firms have announced.

The new firm will have 12 offices and more than 300 lawyers.

According to a joint press release, the new firm will be called Clark Hill Thorp Reed “in chosen markets, including all geographic markets where Thorp Reed & Armstrong has a presence today.”

“However, its legal name will remain Clark Hill and the Clark Hill name will continue to be used in all of Clark Hill’s current markets,” the press release said.

Clark Hill has offices in Detroit, Grand Rapids, Birmingham and Lansing, Mich.; Washington, D.C.; Phoenix; and Chicago. Aside from its Pittsburgh headquarters, Thorp Reed has offices in Philadelphia; Wilmington, Del.; Princeton, N.J.; and Wheeling, W.Va.

Thorp Reed managing partner Jeffrey J. Conn told The Legal on Friday that the firms are in the process of integrating and the merger will take effect “as soon as reasonably possible.”

By Friday afternoon, Thorp Reed had already changed the logo on its website to reflect the new firm name.

The Legal reported in January that the two firms were in merger talks.

Conn confirmed Friday that, prior to reaching an agreement, the firms had been in serious discussions for the past four to six months.

Conn said the seed for those discussions was initially planted when Clark Hill member Edward C. Hammond and Thorp Reed partner Randolph Struk, who attended college together at the University of Virginia, began talking with each other about the two firms’ similarities.

Conn said he then received a call “out of the blue” from Clark Hill Chief Executive Officer John J. Hern Jr.

The two agreed to meet for lunch, where they had what Conn called an “introductory discussion.”

But, according to Conn, it wasn’t until Thorp Reed began redoing its strategic plan that it decided to seriously entertain merger inquiries by other firms.

Eventually, Conn said, it became clear that Clark Hill was the best fit for Thorp Reed.

“We have very similar cultures, a very similar management philosophy and very similar rate structures,” Conn said.

Hern, speaking to The Legal on Friday, agreed, saying Thorp Reed “fits squarely in the bull’s-eye” of his firm’s strategic plan, explaining that the two firms have very complementary practices.

“There’s a high degree of overlap which allows us to increase bench strength and to provide industry depth of knowledge, which will really help us provide value for our clients,” Hern said.

Conn noted that while the two firms have a number of compatible litigation and corporate practices, they don’t presently share many clients.

“As you see, we have no overlap in our locations, so that’s a good thing,” Conn said. “As far as clients are concerned, obviously we have some common clients but for the most part we’ll have a client base that’s pretty diverse. There isn’t a lot of overlap there.”

The two firms also bring some new capabilities to each other, Conn said.

For example, according to Conn, Clark Hill has a growing immigration practice, which Thorp Reed doesn’t have.

Thorp Reed, meanwhile, has an insurance and reinsurance practice, headed by partner Joseph M. Donley in Philadelphia, Conn said.

In fact, Donley came to Thorp Reed through the firm’s last merger.

In 2008, the firm combined forces with Philadelphia-based Kittredge Donley Elson Fullem & Embick. Kittredge Donley, with 11 lawyers, expanded Thorp Reed’s presence in Philadelphia as well as its depth in the insurance and reinsurance industry.

Meanwhile, Clark Hill’s deal with Thorp Reed is its second merger in less than a year.

In June 2012, the nine attorneys and other staff of the Southfield, Mich.-based law firm Kupelian, Ormond & Magy merged into Clark Hill.

Speaking to The Legal in January, Dan Scott, an attorney headhunter with Clarkston, Mich.-based Movement, said he was not surprised Clark Hill would be interested in entering Pittsburgh, where it can market its Detroit rates as a relative bargain.

“They’re looking, like a lot of firms in secondary markets, at expanding into markets where their rates would be considered lower than most big firms,” Scott said, adding that in a market like Pittsburgh, “being able to say to prospective clients, ‘Hey, we can make money at $450 an hour,’ people are at least going to listen.”

Scott also told The Legal in January that Thorp Reed, in particular, made sense as a merger partner for Clark Hill.

“The market vertical they occupy is similar,” Scott said, describing Clark Hill as a general practice commercial firm.

With a history dating back to 1890, Scott characterized Clark Hill as an “old-line firm.” In 1996, Clark, Klein and Beaumont merged with Hill Lewis to form Clark Hill. At the time, according to the firm, it was the largest merger of law firms in the history of Michigan.

In 2012, Legal affiliate The National Law Journal ranked Clark Hill 205th on its NLJ 350, a ranking of firms by attorney headcount. At that time, Clark Hill had 196 lawyers, including 102 partners and 82 associates.

Today, Clark Reed has about 220 lawyers. Thorp Reed, on the other hand, has about 80 attorneys.

But Conn said the merger is not a case of a smaller firm being swallowed by a larger firm.

Instead, according to Conn, elements of both firm’s business models will be integrated into the new firm.

“We looked at this as a partnership,” Conn said. “We looked at the way Clark Hill does things and the way Thorp Reed does things and we felt we would adopt the best practices [of each firm].”

According to Conn, the management structure of the new firm will have Hern as the CEO and an executive committee comprising both Clark Hill and Thorp Reed attorneys, including Conn and Thorp Reed partner James K. Goldberg.

Hern told The Legal that Clark Hill has a “decentralized” management and leadership structure.

“We don’t think of our firm as having a headquarters,” Hern said. “We’re pushing and promoting leadership throughout all of our offices.”

According to Thorp Reed Chief Marketing Officer Cynthia Tonet-Stewart, Conn will remain as partner-in-charge of the Pittsburgh office and Donley will remain as partner-in-charge of the Philadelphia office.

Tonet-Stewart said changes to practice group leadership have yet to be finalized.

In keeping with the decentralized approach, Hern said the new firm’s back-office administrative functions will be spread out across a number of locations, including Detroit, Pittsburgh, Chicago and Phoenix.

Zack Needles can be contacted at 215-557-2493 or zneedles@alm.com. Follow him on Twitter @ZNeedlesTLI. •