We had Skadden’s 30th anniversary party at Kensington Palace. Very cool. I’ve been here most of those 30 years.
I took a year and a half off between high school and college in the States. I spent most of my youth surfing and had a dream to finish high school in Hawaii.
When I graduated high school, I lived in a beach house on the north shore of Oahu, where the big waves come in the winter. I lived in a house with 13 other people, average age 25, 26, and I was 16, 17. During that winter I decided that when I got to 25 I wanted a career. That was the point I decided I would go to university.
I was Skadden born and raised. A summer associate in 1981 and joined the firm full-time in ’82. Became a partner in ’88. I transferred to London to start the M&A business in 1990.
I continue to surf, absolutely. As Skadden expanded its global network, each time we opened an office I spent as much time as I could surfing. You’d be surprised at how big the surf culture in Japan is. When we opened in São Paulo I missed some client meetings I was supposed to have with Joe Flom because I was surfing in Rio. The only person who found that amusing was Joe Flom.
When I arrived in London there was a pretty cosy relationship between certain Wall Street firms who had been here for some time and the Magic Circle. We came into town with a very different vision: to leverage our reputation as M&A specialists and participate in what we thought would be a wave of M&A activity as European businesses started to consolidate across borders. In 1990 Skadden was the newcomer and the outcast, or as the [Malcolm Gladwell] book says, the outlier.
I missed some client meetings in São Paulo with Joe Flom because I was surfing in Rio. The only person who found that amusing was Joe Flom.
The Iron Curtain had just come down in 1989. There were significant privatisations in central Europe and they needed advisers. The banks were the first to go in and help these emerging economies fix their businesses which had been state-owned. The quickest way to do that, in Poland, then Czechoslovakia, and the other parts of Eastern Europe, was through an M&A trade. I found myself in the early 1990s doing a lot of privatisations in Central Europe.
We participated in a whole wave of privatisations, particularly in telecoms in Western Europe, and had the beginnings of cross-border public company M&A practices on the Continent, beginning in the Nordics but then throughout Europe. Right place, right time.
We took a decision early to recruit talent in the UK, France and Germany. That was viewed as outrageous. Within a couple of years the Magic Circle began to expand its capital markets businesses to US securities law and that was the first big rift in the cosy relationship that had existed with the US firms. That led to where we are today, an all-out competitive battle between Wall Street and the Magic Circle.
A good M&A practitioner needs to think the unthinkable but, because we are a profession, make sure that fits in the ethical boundaries.
You create your own luck but you need to be sensitive to when opportunities present themselves, either because markets are changing or disrupted.
I tend to be calm. Respectful. I would cringe when I heard lawyers from London saying: ‘I don’t know how you do things, but in the City this is what we do!’ Very similar to saying, ‘I don’t know how it’s done in Wichita, but on Wall Street, it’s done this way.’ Glaring examples of how not to behave. Being respectful is essential but also a way to distinguish yourself.
I did some of my best learning by being stretched by more senior partners who forced me to confront issues without the experience they had. One of the things Skadden does most effectively is exposing lawyers to client work challenges and expecting them to rise to the occasion.
You have to be a good listener. One thing I decided early as a new partner was to speak publicly often. The easiest way to get public speaking gigs was to teach. Through teaching, my communication skills improved. Ability to communicate with team members, clients, is critically important.
People ask how I developed my reputation. I got to know young investment bankers and became friends with them. As their careers evolved, my career evolved. We would get invited into projects based on their recommendations.
I’m an avid skier. I’ve become quite a shooter in the UK. I made fun of these people who went out and shot birds for 15 years and made fun of the culture, especially in this office, around football and now, lo and behold, I’m a Chelsea season ticket-holder and I go on bird shoots. I love the outdoors. I was a boy scout as a kid and threw myself into scouting as an adult with my kids.
We’ve always rented cottages outside the City. We like to get out as far as Shropshire and closer in Cirencester and other places. We now have a weekend cottage on the South Coast, a little sailing village called Itchenor, where Storm Dennis hit and marched across Devon. I sailed small boats as a boy. I have a stand-up board.
My wife and I love to go to the Goodwood Revival, get dressed up. Another thing I used to make fun of. I made fun of golfers, I kind of like it now. You have to try new things.
I was asked in 1997 to study Gucci because the CEO thought it might come under attack. Gucci was a Dutch company and I studied Dutch takeover defence techniques. I came up with a desperate plan in the event someone started accumulating Gucci stock. It involved creating new shares and sticking them in a trust to neutralise the shares the ‘bad guy’ was buying. There was a banker, Michael Zaoui at Morgan Stanley, in charge of the banking defence and I was in charge of the legal defence. Michael and I were friends. I had spent two years developing a rather outrageous device. We ran out of options, Gucci’s board was meeting next morning and it turned out LVMH was the company that accumulated 30% of Gucci stock and was refusing to make an offer for the whole company.
Michael and I were getting ready to address the board. The phone conversation started on my front stoop at 8pm as I was getting in the house. I never made it inside. I spent till about four in the morning on the phone with Michael screaming at me, me screaming back. At the end he had run out of steam and I had run out of arguments and finally I said: ‘If we don’t launch the [defence], what do you propose? Since we didn’t have a plan B, he said, ‘Fuck it.’ The next day we went into the boardroom and launched and it was one of the most effective takeover devices ever. The market loved it and hated it. The journalists all said we were evil, but Gucci enticed [French billionaire François] Pinault to be the white knight and LVMH was sent packing.
As a young lawyer I had to deliver some documents at midnight during intense negotiations. I gave them to the general counsel for a signature. He started screaming at me. Didn’t know who I was. Fifteen minutes later the senior partner took the GC – the most important client that partner had, critically important for Skadden – pulled him out of the conference room, and told him he was never to speak to his team members again like that. I will never forget that support for younger lawyers. It set a standard for how I wanted to behave.
I said: ‘If we don’t launch the defence, what do you propose?’ Since we didn’t have a plan B, he said, ‘Fuck it.’ It was one of the most effective takeover devices ever.
As I was coming up through the M&A department I was fortunate to have Joe Flom there, setting very high standards for thinking the unthinkable, for devoting yourself to your clients 24/7. Morris Kramer and Michael Goldberg were mentors in those early formative M&A projects. The firm was involved in many of the cutting-edge transactions and we were small. When I joined, we were 200 lawyers total. Our European operation is now larger than that. As I matured in the partnership, Joe became my primary mentor.
I was working one Saturday in our library, 10 or 11 o’clock at night. I heard a sound so I went to figure out who else was there and I saw Joe pulling books off a shelf. He was thinking of a desperate strategy in an election contest where his board was being challenged by an activist. Joe did his own research, came up with his own strategy and sprung in at the annual general meeting without telling anyone. The strategy was to keep the voting polls open while the ballots were being tallied and hopefully change the vote. He unearthed case law to support it. His thought process was: ‘I can’t risk anyone knowing we’re about to do it. The other side knows, they’ll go to court.’ The kind of thing you can’t teach.
Our eldest daughter is an actor and we’re big supporters of the theatre. Big interests are The Old Vic and the Churchill Museum and War Rooms. Been very active in helping them.
I love books about Churchill and anything that’s a mystery or a spy novel, Grisham or Ludlum. The more I can read the merrier. Few serious books, I’m all about fiction. My family turns The Big Bang Theory on every evening and I have become quite the devotee.
I liked Suits because one of the proof readers on it was a Skadden paralegal. That’s why Skadden is referenced in a few episodes. There are some elements of Suits here, there’s some intrigue [laughs]. House of Cards was very popular for me before Kevin Spacey went down the tubes…
I’m a big American college football fan and a big rugby fan. Has to be the World Cup or the Six Nations, I can’t handle rugby league.
My wife Kathleen was a paralegal at Skadden before law school. When we met she said I looked like Luke Skywalker. Before Mark Hamill had his car crash.
Regrets? No. People questioned why I left New York for London. Being asked to start the M&A business in Europe sounds dramatic, a wonderful honour the firm was bestowing, which is the way I took it. I learned two years later the firm asked everyone senior to me and they all said no.
Follow your instinct. Emphasising the importance of a moral compass is the most important thing for young people starting out in this profession.
Scott Simpson is co-head of global transactions at Skadden, Arps, Slate, Meagher & Flom
nathalie.tidman@legalease.co.uk