In the late 1970s, boards paid a Skadden retainer for one reason: so a corporate raider could not hire Joe Flom. Deal folks called it “sterilizing Joe.” By 1978 Flom was in 21 of the 22 major hostile takeover contests in the country, so conflicting him out was worth real money.
Prachi Shrivastava’s history romp in Bar & Bench is mostly a fun read about outsiders who got rich in the mud the white-shoe firms refused to touch. In-house readers will recognize the move anyway. Ever spread a little work around so the best litigator in town can’t take the case against you? Same play, smaller check. Her kicker is good too: in 2025 Skadden committed $100 million of free legal work to stay out of a fight. Worth remembering next time you are managing outside counsel and wondering who is really paying whom for what.
“Look at what this does to a balance sheet. The conflict-of-interest rule, designed by the bar association to limit a firm, became the actual product.”
Read: The greatest legal product ever sold was doing absolutely nothing at Bar & Bench