Broder was elected to a Munger, Tolles & Olson LLP partnership this year at age 35 after six years with the firm practicing at the intersection of corporate and securities law.
She advised Oaktree Capital Group LLC in its $4.8 billion sale of 62 percent of its business to Brookfield Asset Management Inc.; Berkshire Hathaway Inc. on its commitment to invest $10 billion in Occidental Petroleum Corp. to support Occidental's Anadarko Petroleum Corp. bid; and Rent-A-Center Inc. in litigation in Delaware over its termination of a planned $1.4 billion merger with Vintage Capital Management LLC.
"My enjoyment and continued commitment here is based on my passion for my work," Broder said.
Following her graduation from Harvard Law School she clerked for Leo E. Strine Jr., then the chancellor of the country's most influential court overseeing business cases, the Delaware Court of Chancery.
"That job provided me with a deep dive into Delaware corporate law and became the foundational experience upon which I have built my practice," she added. "Most large companies are incorporated in Delaware, and the state has a rich history and a very well-developed set of principles governing corporate operations such as mergers and acquisitions. Every day I draw on my experience there."
She represented Berkshire Hathaway in the Occidental Petroleum deal, announced in April 2019. Occidental's successful bid for Anadarko overrode Chevron Corp.'s offer and netted Berkshire's Warren Buffett 100,000 shares of preferred stock and a warrant to buy up to 80 million shares of Occidental common stock, according to published reports.
"That is an excellent illustration of the deep relations we have with a longtime corporate client," Broder said. "Warren Buffett picks up the phone and calls Ron Olson to launch the matter. The deal needed to be done in a very compressed time frame. We accomplished it in 48 hours, pulling all-nighters to get it done."
In March 2019, Broder represented Oaktree Capital, a global investment manager, in the sale of nearly two-thirds of its business to Brookfield. According to Oaktree, both companies will continue to operate their respective businesses independently. One corporate affairs observer called it the private equity deal of the year.
"That was also a very complicated transaction we completed in a few days of very intensive work," Broder said. "It is the kind of bespoke transaction we do well."
In the part of her practice focused on mergers and corporate governance proceedings, Broder provided corporate counsel in connection with Munger Tolles' representation of leading rent-to-own retailer Rent-A-Center in litigation over its termination of its merger agreement with private equity firm Vintage Capital. Munger Tolles litigators persuaded a Delaware judge that its client did not have to complete its prospective buyout by Vintage because Rent-A-Center properly canceled the deal over a deadline missed by its counterparty. The decision permits Rent-A-Center to continue operating as a public company. Vintage Rodeo Parent LLC v. Rent-A-Center Inc., 2018-0927 (Del. Chancery Ct., filed Aug. 2, 2018).
Before she went East to Harvard and the Delaware, Broder studied in California. "Leaving my clerkship I knew I wanted to come back to L.A.," she said. "I'm very happy to have great clients and great colleagues. You can't beat that combo."
-- John Roemer
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