Legal Business

Dealmakers – the veterans edit

Karen Davies – Ashurst London corporate partner and global chair

Why did you decide to become an M&A lawyer?
It was law or medicine, and halfway through my science A-Levels I realised that reasoning and debate was where my passion lay. I’ve never regretted it. I was initially drawn to M&A by the buzz of the deals, but what has kept me there is the complex and strategic nature of what we do. You really have to know the clients, understand their business and the issues they face, and appreciate what they are trying to achieve if you want to be a successful
M&A lawyer.

What has been your most memorable deal ever and why?
One that still stands out for me is Aveva’s £3.5bn reverse merger with Schneider. It was the most complex cross-border deal I had ever worked on, with Schneider merging its software assets in many countries into a listed plc. It took us three attempts to get it away but, when we did, we had created a global leader in industrial software. We changed the future of the business, and the market.

Despite the pressure, I was also lucky to work with a great team here at Ashurst across our practices and offices. So while it could be incredibly hard work, it was also great fun.

Would you recommend a career in M&A law?
In a heartbeat. There is the buzz of the work, the pleasure and pride in doing really good technical work, and the incredible camaraderie of deal teams. It’s also rewarding when you think about the big picture. In M&A law, you are at the very heart of the processes that drive change in the business world, helping clients to achieve their strategies and goals.

How has the role of an M&A partner changed since you started out?
At its core, we’re still doing the same thing, but the market has transformed. Clients not only want commercially-minded lawyers with strong technical skills, they also expect greater efficiencies, and additional services and perspectives. At Ashurst that means we now offer legal-led consulting services and NewLaw capabilities, as well as traditional lawyering. M&A partners have to bring that all together seamlessly for the client, at the same time as being all over the detail.

The other key change is the people side of the business. We spend much more time now thinking about how to put diversity and inclusion at the heart of what we do, and building a culture where everyone can be themselves and operate at the best of their ability, both as individuals and in teams.

What are your top tips for success for those who want to become M&A stars of the future?
Being a great technical lawyer is a foundation, but that’s all it is. You need to build on top of it. Take the time to understand the major trends affecting your clients, and what that means for their commercial objectives.

And work hard, but pace yourself. The work can be all-consuming, and it’s important to take time to recharge. It’s also really important to maintain your relationships, both in work and your personal life. It’s a tough balancing act, but it will make the journey so much more rewarding if you have good people around you.

James Palmer – Herbert Smith Freehills senior corporate and governance partner in London, former chair and senior partner

Why did you decide to return to full-time fee-earning after years in management?
I’d forgotten about being busy on deals. I always said I would come back though – why would you think that your last job should be your most senior job? You’ve got to adjust and change.

What advice do you have for the next generation of deal lawyers?
The advice I give people is to think about what you want for your career and your life; you can’t just think you want to be an M&A lawyer – it’s about what you want from your life. When it comes to clients you need to care about them and the service you give. Don’t just think about it as a way of making money – you won’t give as good service then.

Where do you think lawyers can add most value?
Lawyers undervalue their skills. The more you broaden your skills, learn how to communicate, to manage, to teach people and to mentor them, the better. We’re there to help people do useful things. If you view it that way you’ll build trust with clients, and through trusted relationships you can offer broader business advice. It’s about being purpose driven in what you do, feeling you do something useful with integrity and standing for something positive. A lot of lawyers beat themselves up and have imposter syndrome – you don’t need to feel those things.

What are you most proud of in your career?
I’ve made loads and loads of mistakes. Pretending you get everything right is bad. I’m proud that I’ve acted with integrity throughout my career though. I have worked within set values and never been afraid to challenge a client. I’m also very proud of helping lots of smart people develop their careers.

What have been the most memorable deals of your career?
In 1989 – the BAT hostile takeover bid. I learnt so much on that breakup bid. It ran and ran and ran. It wasn’t just a takeover – we also looked at the company breaking itself up. I also worked on the first sale of Warburg, which became UBS. And the Powergen/Genco2 privatisation, which was the biggest of the 1990s but went badly wrong. There was talk of whether ministers would have to resign. I’d been a partner for only six months and it taught me a huge amount. No one had dealt with a situation like that anywhere in the world. Everyone at every firm was under pressure but seeing them do the right thing was very positive. No-one was running for cover and pointing fingers.

Would you still recommend law as a career?
Yes, but you have to own your career and not just let it happen to you. If you’re passive you may be lucky but you might not. Take control. Don’t think you’ve stepped onto the bottom of an escalator to heaven and everything will be perfect at the top. It isn’t anyone else’s job to fix it and, if you’re not enjoying it, then go and do something different.

Louise Wallace – CMS International head of corporate/M&A

What experience have you gained from working through a crisis?
I qualified in 1990 so I’ve seen a big property crash, then the dotcom crash in 2001, then September 11 and the banking crisis in 07-08 when I was doing a lot of work in hotels and leisure, which were severely impacted.

What are you top tips for success in M&A?
1. Know your sector – read the trade press as much as the legal press; go on the factory tour, visit the clients as much as possible.

2. Stick close to your clients – don’t just email, phone them up – even if that means scheduling calls.

3. Be open minded and talk to everyone – listen to what they’re telling you and try to take it forward.

4. Technology – lawyers don’t like change but you have to embrace it and think of all of the different AI tools and how they can make the job more efficient.

5. Don’t give up – try to find things that people want to talk about. If the mud doesn’t stick first time, try again.

Natasha Good – Freshfields M&A partner and tech M&A lead

Why did you decide to become an M&A lawyer?
I wanted to feel I was developing a skillset that could be deployed in the business world in different ways – I’ve always had an open mind as to where my career would take me. I wanted to work in an international setting and to learn about large businesses operating across borders and to come into contact with different cultures and languages. Above all, as a junior, I really enjoyed being surrounded by brilliant people who I could learn from and, when coupled with the buzz of getting a deal done, I was hooked!

Would you still recommend it as a career and why?
Absolutely. If you’re someone who likes to learn, to get things done and who is energised by working closely with people and who likes pace, then it’s a great platform for many roles in the business world. Whether businesses are in a phase of globalising and growing or refocusing and reshaping, M&A is an important part of delivering that. That’s the case across all sectors and geographies, so it can be a fantastic way to pursue a particular passion or purpose within the world of business.

Most memorable deal?
I’d go back to some of my deals as an associate. There were lots of informative deals, the rescue of Lloyds for example. There are some big deals that it feels amazing to be part of, whatever level you are. You don’t need to have been a partner to appreciate being part of a deal with no precedents for anything.

What do you need to take into consideration when working on deals that are taking place in highly pressured situations and tough markets?
Often these things need to be done fast, so you need to know you’re focusing on the things that matter. It can be a tough but rewarding experience to get the client where they need to go.

Which areas do you think will be driving M&A activity this year?
Energy transition is driving activity. More traditional energy companies are transitioning to cleaner ways to make fuel but there’s a huge transition across all industries generally – transforming their supply chain, batteries etc. This will drive a lot of activity. Some will be M&A, but it can also include longer term supply agreements and joint ventures.

Mike Francies – Weil corporate partner and head of the firm’s London office

Why did you decide to become an M&A lawyer at Clifford Chance?
Clifford Turner was a top M&A firm in the same way that Weil is a top private equity firm, so everyone wanted to qualify into the corporate team. It was one of a small number of destination practices for anyone wanting to do high-end corporate M&A. Also for me, my mentor was Martin Richard, a senior corporate M&A partner at the time who took me under his wing and I wanted to continue learning from him.

What’s been your most memorable deal and why?
Every deal has its own story, they are all memorable for different reasons, so for me, the last one and hopefully the next one!

Assuming it’s different – what’s been the most significant deal you’ve completed during difficult market conditions?
As Weil is a major restructuring firm, we’ve been involved in most of the major global restructurings of recent times – Enron, WorldCom, Global Crossing, GM, Eurotunnel and Lehman Brothers. They’ve all had exciting and hair-raising moments where you have to react quickly, come up with new concepts, manage multi-jurisdictional stakeholders and usually in a highly compressed timeframe.

What impact do those market conditions have on completing a transaction?
Market conditions affect the bargaining position of parties in terms of financing, timing requirements, balance of power, and they often require a need to work around obstacles because of the urgency of the situation. Overall I would say that you need to exercise much more judgement.

What advantages do you think more senior partners who have worked through past economic crises have when advising on deals in today’s market?
Experience and judgement. As a senior partner, I have been in a position to see so many different situations unfold. More junior partners, however excellent, just won’t have that. Often this means thinking outside parallel lines and being able to adapt quickly to people reacting in irrational ways to certain situations.

How has the role of an M&A partner changed since you started out?
M&A lawyers are seen more as part of the trusted adviser team now than when I started out, no longer just someone with legal skills. Clients want someone who can bring commercial insight and take a strategic approach. There is a changing expectation from clients as well. A lawyer ‘being in the boardroom’ is now the norm rather than the exception, and this is where Europe is really following the US model.

Would you recommend a career in M&A?
Absolutely. I love being an M&A lawyer. The role gives you an opportunity to expand not only your legal skills, but also develop your commercial skills and the ability to build longstanding relationships with people you like (mostly!).

What are your top tips for success for those who want to become M&A stars of the future?
Be responsive, empathetic and available. Have a great knowledge of the law but be prepared to advise and not just recite the law, know the documents and own them. And work hard. Easy, really!

What’s the single biggest change that you think needs to happen in law?
Two things, actually. We need to make change happen more quickly in the area of diversity, equity and inclusion – fewer policies and talking and more action. The second is technology; AI has been discussed at length over the past few years, but I really think we’re beginning to see the next stage of its evolution – law will not be immune.

See ‘M&A veterans: Got the T-shirt – M&A Hall of Famers on closing deals in a crisis’