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Len Chazen is a corporate and securities lawyer, with particular expertise in corporate governance and mergers and acquisitions. He has had extensive experience advising boards on their responses to investor activism, and advising investors seeking changes in corporate policy; advising boards and board committees about their corporate governance responsibilities; helping bidders, targets, and arbitrageurs and other investors evaluate, devise or overcome takeover defenses; advising clients on the SEC proxy rules and assisting them in the conduct of proxy contests; and providing securities law advice to public issuers.
- Represented PSchoenfeld Asset Management (PSAM) in its successful proxy contest to require a renegotiation of the terms of the business combination between MetroPCS and T-Mobile.
- Participated in the representation of SandRidge Energy Inc. in its response to a campaign by activist investor TPG Axon to change control of the SandRidge Board.
- Represented Charlotte Russe Holding in its proxy contest with Allan W. Karp regarding the composition of the Charlotte Russe Board.
- Represented PSAM in its successful campaign to declassify the Saks Incorporated Board of Directors.
- Represented audit committees of Goodyear Tire & Rubber Co. and the NYSE Group Inc.
- Advised PSAM, Halcyon Asset Management, Arrowgrass Capital Partners and Polygon Investment Management regarding the interpretation of acquisition agreements and corporate and securities law issues affecting their investment positions.
- Advised special committees of independent directors of Adelphia Communications Corporation and Tyco International Ltd.
Memberships and Affiliations
- Legal Aid Society, Director (1990-1994)
- Association of the Bar of the City of New York, Committee on Securities Regulation (1977-1979)
Previous Experience
- Yale Law School, Faculty
- Reichmann International and Soros Real Estate Advisors, Deputy Chief Executive Officer
- Tishman Speyer Properties, General Counsel and Managing Director
- Bureau of the Budget, Assistant Corporation Counsel, City of New York, General Counsel (1972-1973)
Activist Investors Set For Busy 2017
January 2, 2017, Law360
Leonard Chazen is quoted in a Law360 article regarding trends that will shape shareholder activism in 2017. According to Chazen, “[If] you have an activist campaign that is really financial engineering without a persuasive critique of the company’s business plan, I think it is hard for an activist to win.”
November 21, 2016, Harvard Law School Forum on Corporate Governance and Financial Regulation
August 25, 2016, Bloomberg BNA
Leonard Chazen is quoted in a Bloomberg BNA article regarding trends and trajectories involving activist investor campaigns. According to Chazen, the increase in the number of activist funds as well as the amount of money flowing into the funds was fueled by the traditional buy-and-hold hedge funds that were underperforming the market. He adds, activism is ...
December 1, 2015, Harvard Law School Forum on Corporate Governance and Financial Regulation
VC Laster, Fiduciary Duties And The Long-Term Rule
March 11, 2015, Law360
Covington's Leonard Chazen, Jack S. Bodner and Donald Ross authored this article for Law360.
March 11, 2015, Law360
March 11, 2015, Harvard Law School Forum on Corporate Governance and Financial Regulation
August 18, 2014
WASHINGTON, DC, August 18, 2014 — Best Lawyers named Covington & Burling’s Stuart Eizenstat and Gregg Levy each a 2015 “Lawyer of the Year” in international trade and sports law, respectively, citing their “abilities, professionalism and integrity.” Overall, Covington lawyers received 217 individual mentions in 58 areas of law in the newly released annual survey ...
May 27, 2014, Law360
July 22, 2013, Law360
May 31, 2013, Law360
October 22, 2012
WASHINGTON, DC, October 22, 2012 — Covington & Burling served as ERISA counsel to Verizon Communications Inc. on its transfer of $7.5 billion in pension liabilities to The Prudential Insurance Company of America. Many sponsors of defined benefit plans, especially frozen plans, are considering ways to “de-risk” by reducing or eliminating the volatility ...
Covington Lawyers Recognized by NY Super Lawyers
September 24, 2012
NEW YORK, September 24, 2012 — New York Super Lawyers selected 27 Covington & Burling lawyers for its 2012 list of top legal talent. Super Lawyers selects only five percent of the total lawyers in the state based upon peer review and the publication’s independent research. Nineteen Covington lawyers were named New York Super Lawyers: Jack Bodner, Mergers & ...
August 27, 2012
WASHINGTON, DC, August 27, 2012 — Covington & Burling LLP lawyers received 196 individual mentions in 57 areas of law in the 2013 edition of The Best Lawyers in America. This annual compilation of top U.S. lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as ...
September 27, 2011
NEW YORK, September 27, 2011 — Twenty Covington & Burling LLP lawyers are recognized in the 2011 edition of New York Super Lawyers. The annual list by Super Lawyers selects only five percent of the total lawyers in the state based upon peer review and the publication’s independent research. Sixteen Covington lawyers were named New York Super Lawyers: Jack ...
September 7, 2011
WASHINGTON, DC, September 7, 2011 — Covington & Burling LLP lawyers received 184 individual mentions in 56 areas of law in the 2012 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as follows: ...
August 6, 2010
WASHINGTON, DC, August 6, 2010 — Covington & Burling LLP received 138 individual mentions in 40 areas of law in the 2011 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as follows: Administrative: ...
Covington Advises Special Committee of Independent Directors of Charlotte Russe on $380M Acquisition by Advent International
8/24/2009
NEW YORK, NY, August 24, 2009 — Charlotte Russe Holding, Inc., a leading mall-based specialty retailer for young women, announced today that it has entered into a definitive agreement to be acquired and taken private by investment funds managed by Advent International Corporation. Covington & Burling LLP advised the Charlotte Russe Special Committee on the ...
August 7, 2009
WASHINGTON, DC, August 7, 2009 — Covington & Burling LLP received 131 individual mentions in 38 areas of law in the 2010 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as follows: Administrative: ...
September 29, 2008
WASHINGTON, DC, September 29, 2008 — Covington & Burling LLP received 124 individual mentions in 40 areas of law in the 2009 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as follows: Administrative: ...
September 6, 2007
WASHINGTON, DC, September 6, 2007 — Covington & Burling LLP received 115 individual mentions in 38 areas of law in the 2008 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The recipients are as follows: Administrative: E. Edward Bruce and ...
November/December 1999, The Corporate Board
June 1, 1999, Issue Alert
January/February 1997, The Corporate Governance Advisor
1981, 36 The Business Lawyer 1439
- Best Lawyers in America, Corporate Compliance (2011-2016) and Corporate Governance (2014)