Robert E. Denham, a mergers-and-acquisitions lawyer who was recognized for parachuting into imperiled corporations and splintered board rooms and steering the organizations out of bother, died on Saturday at his residence in Pasadena, Calif. He was 79.
His household mentioned the trigger was most cancers.
Tender-spoken, erudite and strategic, Mr. Denham had a knack for being calm underneath strain, listening earlier than speaking and never essentially taking the lawyerly path to a decision. These traits led Warren E. Buffett to ask Mr. Denham to assist him save the Wall Avenue agency Salomon Brothers in August 1991, when a bid-rigging scandal threatened to push it into insolvency.
Mr. Buffett was the financial institution’s largest shareholder and had taken the extraordinary step of becoming a member of it, as its interim chairman, for a $1 wage. Regardless of assembly resistance internally, he needed to return clear with prosecutors and regulators to save lots of the financial institution, whose merchants have been accused of rigging the public sale marketplace for Treasury securities. Mr. Buffett believed that if the federal government filed legal prices, clients would pull their cash and the agency would collapse.
Mr. Buffett knew Mr. Denham, who labored at Munger, Tolles & Olson, a regulation agency began by Buffett’s enterprise companion and longtime pal Charles T. Munger. Mr. Denham, then dwelling in Los Angeles, had a full plate of purchasers and no need for the high-wire act of attempting to bail out a financial institution. However he shortly mentioned sure.
“It was clear to me we would have liked an impressive lawyer from the skin that may be accessible on a second’s discover for what appeared like an insurmountable drawback,” Mr. Buffett mentioned in a cellphone interview. “The very last thing he wanted was a name from somebody in New York who was in bother, however he didn’t hesitate.”
Mr. Denham moved to New York and helped Mr. Buffett persuade prosecutors to not pursue legal prices towards the financial institution. As an alternative, the 2 males have been forthright with regulators and reached a $290 million settlement.
“I’m undecided Salomon would have turned out the identical means with out Bob,” Mr. Buffett mentioned.
After 9 months, Mr. Buffett returned to Omaha, the place his firm, Berkshire Hathaway, relies, and Mr. Denham stayed on as chief govt and chairman of Salomon Inc. till 1998, after Vacationers Group had purchased the corporate for $9 billion in a sale he helped engineer.
Mr. Denham and Mr. Buffett’s method to saving Salomon — apologizing to Congress, pushing out executives who had tried to cover the bid-rigging, slashing bonuses and introducing inner controls to forestall one other prevalence — grew to become a mannequin of disaster intervention.
“When a superb firm hits a rock, the duty of getting it off the rock is crucial,” 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 job the place time has worth.”
Mr. Denham returned to Los Angeles and his regulation follow, and he continued to symbolize Mr. Buffett. He additionally grew to become a sought-after board member. Along with working with academic establishments, together with the New College college in New York, he was a board member of the Pure Sources Protection Council, the Russell Sage Basis and the John D. and Catherine T. MacArthur Basis, of which he grew to become chairman in 2006.
In April 2008, he joined the board of The New York Occasions Firm as an outdoor director at a crucial interval within the firm’s historical past. The Occasions’s inventory had fallen by about two-thirds over the earlier six years as the expansion of on-line information eroded income from subscriptions and promoting. The crash of the Lehman Brothers banking firm later that yr solely exacerbated The Occasions’s funds, and rumors of a sale swirled.
Arthur O. Sulzberger Jr., then the chairman of the Occasions Firm and writer of the newspaper, mentioned Mr. Denham was chosen as a result of he had understood the mission of The Occasions and had a wide range of experiences within the enterprise world that helped the board throughout that interval.
“We went by way of some fairly powerful instances whereas he was on the board,” Mr. Sulzberger mentioned in an interview, “and I’ve acquired to let you know, having him on the desk — so dedicated, so targeted, so pleasant and fascinating — it was unbelievable and significant, I believe, to our success and making our means by way of some challenges.” He added: “He listened to folks and he didn’t ever attempt to one-up folks. That was actually one in every of his nice strengths. When folks have been disagreeing with one another, he helped to acknowledge the variations but carry folks nearer.”
Robert Edwin Denham was born on Aug. 27, 1945, in Dallas and raised in Abilene, Texas, about 200 miles to the west. He was the one youngster of Wilburn H. Denham, an insurance coverage salesman, and Anna Maria (Hughes) Denham, a highschool counselor.
He’s survived by his spouse, Carolyn Denham, who was president of Pacific Oaks School & Youngsters’s College in Pasadena; two kids, Jeff Denham and Laura Denham Evans; and 4 grandchildren.
Mr. Denham earned a bachelor’s diploma in authorities from the College of Texas in 1966 and graduated magna cum laude. He acquired a grasp’s diploma in authorities from Harvard College in 1968 and went on to Harvard Regulation College, the place he was an editor of the Harvard Regulation Overview. He acquired his regulation diploma in 1971, once more graduating magna cum laude.
He joined Munger, Tolles & Olson in Los Angeles the identical yr. He labored on quite a few acquisitions and suggested purchasers on finance and company governance.
Mr. Denham represented Berkshire Hathaway in quite a few offers, together with the $37.2 billion buy of Precision Castparts; its $28 billion acquisition, with 3G Capital Companions, of H.J. Heinz Firm; and its $44 billion acquisition of Burlington Northern Santa Fe Company.
He additionally suggested the Energy household when it bought J.D. Energy and Associates, a data-analysis and consumer-insight firm targeted on the automotive business, and Copley Press, when it bought its San Diego and Midwest newspaper operations.
His type, many colleagues mentioned, was to be simple but charming.
“He’s not a person of bombast; he’s a person of deliberation and dedication,” Deryck Maughan, as soon as the top of Salomon Brothers, instructed The Wall Avenue Journal in 1992. “As soon as he’s reached a conclusion and he’s glad, he just about sticks to it.”
