Photo: Diego M. Radzinschi/ALM

Dentons has made the Florida market a top priority in its ambitious U.S. expansion plan and is in the midst of ongoing merger talks with several firms in the state, according to Dentons global chairman Joe Andrew.

Talks with "a number" of firms have gotten to the point where they are exchanging confidential financial data and the target firm's leadership have signed nondisclosure agreements, Andrew said in an interview with The American Lawyer.

"Some of these are pretty far along," he added. "With others, we're optimistic. But we're still learning about each other."

Andrew would not disclose how many firms are in merger talks with the firm.

Joe Andrew

The more mature conversations began before Dentons announced its plans to expand in the United States by bolting on midsized firms through a dual-partnership model—a twist on the Swiss verein model. The "Project Golden Spike" strategy, named after the ceremonial 17.6-karat gold spike that tied together the Transcontinental Railroad in 1869, lays out a plan for Dentons to establish a presence in the top 100 U.S. markets by legal spend, creating what it calls a "national law firm."

Andrew said Dentons is looking for firms with deep connections to the local and midsized companies in their respective markets. An ideal merger partner would be the Florida firm that represents the most prominent regional banks in Jacksonville, for example, and whose attorneys have close ties to the community—participating in the local Chamber of Commerce or patronizing the city's art museum, for example.

Dentons is also prioritizing firms with strong transactional practices. Head count, Andrew said, is a secondary factor.

GrayRobinson president and CEO Dean Cannon said that Dentons did reach out to his firm, but added that GrayRobinson is not interested in a merger.

Dean Cannon

"Florida is a growth state and a growing market, so it makes sense for a firm like Dentons to approach firms like ours," Cannon said in a statement. "However, we are not pursuing a partnership with Dentons and instead are focused on continuing our expansion within the Florida market and beyond."

Bowman Brown, chairman of 300-attorney Shutts & Bowen, said he has not received correspondence from Dentons, although he indicated that the firm isn't interested in a merger either.

"We're doing terrifically well," Brown said. "Why would we screw that up?"

Carlton Fields declined to comment. A spokesperson for the firm said "it's our policy not to comment on such matters."

Bilzin Sumberg also declined to comment.

Greenspoon Marder and the three largest Florida-based firms—Greenberg Traurig, Holland & Knight and Akerman—did not immediately return a request for comment.

Untapped Potential

Dentons finds Florida attractive for two primary reasons, Andrew said. First is the sheer size of the state's legal market. According to legal research firm Acritas, Florida is home to seven of the top 100 markets by legal spend in the U.S.: Miami-Fort Lauderdale-West Palm, Orlando-Lakeland-Deltona, Tampa-St. Petersburg-Clearwater, Jacksonville, North Port-Sarasota, Cape Coral-Fort Myers-Naples and Palm Bay-Melbourne-Titusville.

These metro areas represented a combined $19 billion in legal spend in 2018—equivalent to the entire legal market of Italy, and greater than the legal market of Spain. Orlando's market is larger than Switzerland's; Tampa's is larger than Austria's.

Not only does the state boast a huge market, but Dentons sees a first-mover opportunity. Relative to its size, Florida has few "global" law firms on par with Dentons' reach, Andrew said. ALM data supports his point.

Although Florida is host to 63 Am Law 200 firms, including Weil, Gotshal & Manges, Jones Day, and K&L Gates, the majority of out-of-state entrants have focused exclusively on South Florida.

Four of the top 10 U.S. law firms by revenue don't have any presence in Florida. Five of the top 10 firms have a presence solely in Miami, including three vereins with sprawling global outposts: DLA Piper, Baker McKenzie and Hogan Lovells. The only top-10 firm in the state that has a presence outside of Miami is White & Case, which also has an office in Tampa.

Dentons has a small Miami presence and acquired a Naples-based wealth team from its October merger with Cohen & Grigsby, so Andrew sees a lot of room for growth.

"Many states have a lot of potential, but none has more potential than Florida," Andrew said.

However, the fact that so few large firms have attempted to expand statewide could be a red flag, said Joe Ankus, a longtime Florida-based legal recruiter.

"Are they a visionary or are they coming late into a game that others have decided they wouldn't play?" Ankus said. "I wish them luck but I'd say history should be a guide."

Bowman Brown

For one, rates are often incompatible with those of global law firms. Despite the relative size of the seven Florida markets, only Miami and the international transactional work that thrives within South Florida can secure Big Law rates.

"In order to get a return on their investment, global firms need to charge higher rates and that's not always easy to do in a market like this," Shutts & Bowen's Brown said.

Shutts and several regional Florida firms have, in turn, developed strong referral relationships with New York firms. These long-standing reciprocal relationships mean that big firms don't have to shell out the overhead for a presence in the Sunshine State and clients benefit from the lower rate structure.

Given that Dentons plans to establish a presence in both large and small cities, lower rates do not seem to be an issue. When Dentons absorbed Cohen & Grigsby and Midwest firm Bingham Greenebaum Doll in October, CEO Elliott Portnoy said that regional firms maintain control over billing rates, compensation structure and governance.

Much of the firm's success, Ankus said, will hinge on whether or not Florida's more prestigious firms will bite on a merger and how Dentons will handle conflicts. The firm's pitch of connecting local clients to international offices and teams doesn't seem as compelling, he added.

"My unsolicited advice to Dentons is if you're acquiring firms en masse, do your due diligence to make sure you're not a lifeboat to struggling Florida firms," Ankus said.

 

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