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Rear Window

Battle of the org chart at Citadel/Domestique as merger deal signed

A significant windfall awaits, so long as everyone can keep their testosterone in cheque.

Myriam Robin and Mark Di Stefano
Updated

Few things are as fraught in M&A work as the fiendish discussion of who will be the top dog once the scrip settles.

High-powered advisory firms Domestique and Citadel Magnus have held the hands of CEOs and executives through many such delicate dances. But now that Domestique is joining Citadel under the Morrow Sodali umbrella, it was only a matter of time before it fell prey to the sort of issue it usually has to clean up.

Domestique has concluded takeover talks with Morrow Sodali. Ross Thornton is at the centre of the seated row.  

Last month, Domestique’s Ross Thornton distributed an organisational chart of the new merged entity. It was met with furious denunciation from Citadel’s Brett Clegg, who apparently hadn’t been consulted. Several emails were exchanged, the thread veering between spicy and passive-aggressive.

Naturally, Thornton and Clegg’s many clients would pay per view for the sight of the two going head-to-head. The enduring lesson, we suppose, is to never get between an ego and an org chart.

Few bridges, we’re assured, were cindered. The tiff has nonetheless become the talk of the town. Clegg and Thornton are well-known figures in Sydney’s dealmaking circles and widely noted for possessing … uh, robust personalities.

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Adding intrigue to the whole affair was Clegg’s circulating of a lengthy out-of-office memo shortly afterwards, noting his intention to be travelling through most of December and January across Tokyo, Munich, Rome and Madrid, when not “sailing and trekking in extremely remote parts of Patagonia”.

“Note that during January 22 to 26, I may be contactable if urgent, as I will be in Santiago on those days and plan to meet with clients that I have headquartered there,” Clegg added, before cautioning that he had yet to be given permission to “briefly break from holiday mode”. “Those of you who may know my formidable wife and daughter will appreciate that dynamic.”

Crisis under control

The trip, we’re told, was long planned, putting paid to suggestions that Clegg had only recently decided to put most of the Earth’s diameter between him and his soon-to-be colleagues back in Sydney.

By the time the news of the tiff reached us and we got around to making our calls, the PR shops had the crisis firmly in hand. The rift is, apparently, healed. So much so, the Citadel and Domestique crews (who have spent much of their careers circling each other in the small world of Australian financial PR) were in Newcastle for much of last week, embarking on a lengthy shared off-site.

While there, news was received that the Foreign Investment Review Board had cleared TPG-backed Morrow Sodali’s intention to buy Domestique. As a result, the paperwork has been signed, and a formal merger linking two of Sydney’s largest M&A comms firms is expected to be announced within days.

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Still, how will the merged entity’s many leading men and women get along once the ink is dried? As a result of the tensions, we’re told the org chart has, for now, been junked, with the intention being to keep things loose in the immediate transition (because ambiguity always ends well).

Readers might recall Clegg’s earlier partnership with Sydney PR queen Sue Cato broke up in December 2019, after this column revealed he had been the lucky recipient of 40,000 Afterpay options. He joined Citadel soon after, just in time to receive a second payday when it was purchased in October last year by Morrow Sodali for about $50 million. The acquisition handed Clegg a golden $12.5 million cheque. Not bad for 24 months’ work!

As for Thornton, he and partner Jim Kelly had their own payday in 2007 when they sold Third Person to FTI Consulting, before breaking out on their own again and founding Domestique (with Lauren Thompson). No doubt another windfall awaits. So long as everyone can keep their testosterone in check.

Myriam Robin is Rear Window editor based in the Melbourne newsroom. A Rear Window columnist since 2017, she previously reported on financial markets and media. Connect with Myriam on Twitter. Email Myriam at myriam.robin@afr.com
Mark Di Stefano is Rear Window columnist, based in the Sydney newsroom. He previously worked at BuzzFeed, the Financial Times and The Information before joining the Financial Review as a media and tech correspondent. Connect with Mark on Twitter. Email Mark at mark.distefano@afr.com

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