Robert A. Weible

Partner

Cleveland
T +1.216.861.7553
F +1.216.696.0740

"Robert Weible has 'excellent judgment' and is 'very responsive and a pleasure to work with,' according to clients."

— Chambers USA 2015

Overview

Rob Weible regularly counsels boards of directors, board committees and executives on mergers and acquisitions and corporate matters, with particular experience in counseling boards and special board committees in conflict-of-interest transactions and other sensitive situations. Rob maintains a focus on what his clients are able to accomplish based on the unique challenges at play in these situations. Assessing and understanding the dynamics of the transactions in which his clients are involved, including their relationships with other parties, Rob is prepared to respond to fresh challenges that arise and crafts strategies to maximize his clients’ abilities to accomplish their objectives.

Rob has been named in Chambers USA: America's Leading Lawyers for Business since 2005 and is listed in The Best Lawyers in America©. He leads the firm’s Securities and Corporate Governance practice team.

Select Experience

  • Led the Special Committee of the Wendy's International Inc. board of directors in a strategic review and $2.3 billion merger, advising the committee on the constraints and authority it held to ensure appropriate functionality. The client was subjected to continuing commentary from activist shareholders, which required careful management of the client's activities in the public eye, as well as of the relationships among members of management and third parties so as not to compromise activities and maintain the integrity of the committee process. 
  • Managed conflicts of interest in representation of the Strategic Review Committee of a corporation with a controlling shareholder in strategic review and a $780 million merger with another retail business under common control. Advised the Strategic Review Committee on the scope of its authority and duties, and developed close working relationships with financial and other advisers that facilitated open communication during contentious situations. 
More »

Experience

  • Led the Special Committee of the Wendy's International Inc. board of directors in a strategic review and $2.3 billion merger, advising the committee on the constraints and authority it held to ensure appropriate functionality. The client was subjected to continuing commentary from activist shareholders, which required careful management of the client's activities in the public eye, as well as of the relationships among members of management and third parties so as not to compromise activities and maintain the integrity of the committee process. 
  • Managed conflicts of interest in representation of the Strategic Review Committee of a corporation with a controlling shareholder in strategic review and a $780 million merger with another retail business under common control. Advised the Strategic Review Committee on the scope of its authority and duties, and developed close working relationships with financial and other advisers that facilitated open communication during contentious situations. 
  • Worked closely with the Audit, Conflicts and Governance Committee of the general partner of an energy corporation in a $3.3 billion merger with a publicly traded energy partnership, as well as with the committee's financial adviser. Ensured that the client had comprehensive details in order to make informed decisions during the combination of similar businesses. Developed an in-depth understanding of the client's operations to assess how the merger and subsequent changes in business would affect the client. 
  • Represented an oil and gas exploration and production company in the acquisition of an independent oil and gas company via a $4.5 billion merger. Maximized the client's negotiating position by managing the pace of the transaction and creating an effective frequency of dialogue with the selling side. 
  • Represented controlling shareholders in simultaneous going-private acquisitions of a gaming and development corporation and a company conducting sports-related wagering. Paid particular attention to conflicts of interest arising for the client in order to anticipate the needs of the transaction counterpart in moving the agreement forward. Remained sensitive to complications faced by the client and seller, and structured a mutually beneficial acquisition based on an understanding of the imperatives of the seller and limits on appropriate actions.

Recognitions and Memberships

Recognitions

  • Chambers USA: Corporate/M&A in Ohio (2005 to 2017)
  • The Legal 500 United States (2016, 2017)
    • Recommended in M&A/Corporate and Commercial: Corporate Governance
  • The Best Lawyers in America© (2014 to 2018)
    • Cleveland: Corporate Law
      • Best Lawyers® "Lawyer of the Year" (2017)
    • Cleveland: Securities Regulation
      • Best Lawyers® "Lawyer of the Year" (2015, 2018)
  • Martindale-Hubbell: AV Preeminent

Memberships

  • American Bar Association

Community

  • 90.3 WCPN ideastream: Board of Trustees and Finance Committee

Prior Positions

  • Cleveland Business Group Coordinator

Admissions

  • U.S. District Court, Northern District of Ohio
  • Ohio

Education

  • J.D., The Ohio State University Michael E. Moritz College of Law, 1978, summa cum laude
  • B.A., Wittenberg University, 1975,  summa cum laude