top
of mind
®
“How do you advise and lead a fledgling public company through an IPO and separation from its parent?”
“Look hard at personnel and
process issues.”
ON APRIL 5, 2007, KBR SEPARATED FROM ITS PARENT,
Halliburton, and became a $9 billion, independent, NYSE
listed, public company. KBR, with a hundred-plus-year history,
operates in the engineering, government services and
construction sector.
April 5 was an extraordinary milestone for the company and
for our 55,000 employees. We had been preparing for
separation for some time. But as with any momentous event,
the process of reconciling continuity with change began
long before actual separation and continues in the execution
stage to this day. The law department was leading the
management of this change by assisting in maintaining the
day-to-day business as well as preparing for the separation.
Simultaneously, the law department was advising and
counseling management on the numerous issues we faced
throughout the process.
As I stand back and look at the process from the perspective
of the law department, two features strike me as indispensable
to a successful launch of a new public company from
its parent.
First, the directional leadership of our new board of directors
and executive management was and is critical. We all
embraced and were enthusiastic about the change, but we
needed direction from the top. We got it and continue to
get it. Throughout the organization, we remain committed to
maintaining the highest ethical standards, and doing the right
thing with utmost transparency.
Second, in addition to the ordinary organizational challenges
that accompany any law department of our size, prior to
separation we exercised the opportunity to look hard at
personnel and process issues. Although we inherited a highquality platform and had many of the resources we would
need as a standalone law department of a public company,
we also made changes to ensure that we had the right people
with the right skill sets in the right places for the new business.
Andrew D. Farley
Senior Vice President, General Counsel
and Secretary
KBR, Inc.
Houston, Texas
Finally, it also helps when the leaders of the parent adopt a
mentoring strategy with individuals soon to be out on their
own. KBR and I both benefited from their support and input.
With change comes opportunity. This is true both for KBR and
its law department.
Each month, K&L Gates presents Top of Mind®—a leading
in-house lawyer’s take on key issues shaping business and
legal strategies.
w w w. k l g ate s . c o m
Kirkpatrick & Lockhart Preston Gates Ellis LLP
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