Melissa Privette ‘22
Staff Editor
“There’s no cookie cutter approach to being a lawyer in this field,” Moderator and Covington & Burling attorney Charlotte May stated in her opening remarks during the Women in M&A panel on Tuesday, October 1. The event, held by attorneys from the American Bar Association’s Women in M&A Subcommittee, was sponsored by Virginia Law Women and Virginia Law & Business Society and organized by Marit Slaughter of the Office of Private Practice.
Every two years, the ABA surveys over 20,000 lawyers in North America, across over twenty-five law firms, to measure the number of women in various roles and practice areas. According to the most recent study in December 2018, women make up almost half of the entry-level legal professionals in North America. However, when looking at the mergers and acquisition (M&A) practice area specifically, women only comprise 41 percent of all junior associates in North America, and only 16 percent of senior equity partners. This event was geared at encouraging more women to consider M&A practice.
The event kicked off by explaining what exactly M&A is. M&A typically involves working on private equity transactions or the purchase or sale of a public or private company. In public M&A, the target is publicly traded, which means there are different rules in terms of disclosure and structuring of the transaction, which would look different from the perspective of a private company, especially one that is closely held by a few investors or a family.
The panelists expressed how the work they do is unique and exciting. Skadden partner Kady Ashley described working on “a panoply of things,” including a hostile takeover in which her client received an unsolicited offer and was engaged in a proxy fight over its board, resulting in a purchase by another company. Allison Schiffman, a special counsel at Covington & Burling, said, “M&A is very broad,” and that no two deals are the same. A deal can be just a sale of assets, equity, or even a joint venture, when both companies contribute assets to form a new entity. “As the M&A lawyers, we’re really running the deal,” Schiffman explained.
Each panelist also discussed why they chose M&A over other practice groups. In Schiffman’s case, she didn’t like writing briefs but enjoyed writing in general. She participated in M&A training during her time as a summer associate at a firm and then worked in-house for a year prior to joining a firm full time. She chose to practice M&A because it was “where I could really feel I was a part of what my clients were doing.”
Katherine Keeley, a senior associate at Hogan Lovells, came to UVA knowing that she wanted to do corporate law after having worked in real estate for three years before law school. “I wasn’t certain I wanted to be a lawyer forever,” she recalled. She felt that working in a practice that required her to use business knowledge would keep her options open in case she wanted to go back to that field. “M&A, of the corporate practices, is the most creative practice,” she told the room. It allows an attorney to work across multiple industries and areas and is a very social practice. M&A attorneys must coordinate with specialist groups over the course of the deal.
Julia Kim, an associate at Sullivan & Cromwell, had a unique path to the M&A practice. Having spent three years as a public school teacher, she initially believed she wanted to practice immigration law but ultimately decided to do corporate work. She pointed out that she was drawn by the prospect of each deal being unique, saying, “For someone like me who has a diverse range of interests, I thought the field really suited me.”
Ashley, who works in D.C., said that while D.C. is known more for its litigation work than corporate, she had wanted to try both areas and realized that she didn’t want to do something as combative as litigation. She said that when clients come to her for help with a deal, she is “doing something productive for their business. It’s very collaborative—you do get to know your clients and their businesses very well.” Clients often will come to her with other issues unrelated to M&A. “You are the trusted advisor,” she added.
The panelists also covered common misconceptions about the M&A practice’s lifestyle. “M&A gets a bad rap for lifestyle. It’s not well deserved,” Keeley remarked. Contrary to popular belief, M&A lawyers are not on planes 24/7 and it is possible to have a family. It would perhaps be more accurate to say that litigation involves more travel than M&A, and for longer periods of time. “If you a litigator, there’s a risk you will be away for weeks,” she went on to say. Most of M&A work is in an office and consists of calls and conferences. As an attorney achieves more seniority, there is more travel, but mainly for client development purposes. Keeley recalled that when she was just beginning as an associate, the most she traveled was maybe once a year. As with any practice, M&A has its ups and downs. It is busy when you’re staffed on a deal about to close, which will lead to late nights and sometimes late mornings. The times where the job is busy are more condensed, and attorneys have a lot more free time when they aren’t staffed on a closing deal.
Kim also acknowledged the challenges of working in such a dynamic practice group, saying, “You’re helping your clients through a really pivotal point in their timeline.” However, the advances in technology has helped attorneys bring work home and create flexibility in the face of unpredictability. “You need to be good at managing unpredictability, but at the same time, it is manageable.”
Ashley spoke about how law firms are beginning to offer benefits to new mothers, like reduced hours and greater flexibility on when and how they work. She also drew a contrast between the time it takes to close a deal and the life cycle of a case. “Our deals start and end in a reasonable amount of time,” she said, while litigation can last for years.
The panelists also sought to dispel any fears of not being up to speed on financial knowledge from discouraging women from entering this practice. That said, Schiffman suggested that any aspiring attorney “take any accounting classes you possibly can no matter what you want to do.” Whether doing transactional work or litigation, being well versed in accounting will help you to understand your client’s business. She also observed that the accounting person at your client might decide to call you, knowing that you’ll understand their jargon, which is one way a new attorney can add value. “Always absorb the knowledge being given to you,” she advised, encouraging the attendees to ask questions and “make it your mission to learn on the job.”
Keeley agreed that accounting is a useful skill that applies to litigators too, and urged students not to be intimidated despite a lack of background or knowledge. “You learn corporate work on the job,” she commented. A lot of law schools (not UVA) don’t have robust corporate curriculum. Here, we are fortunate enough to have a plethora of classes that are geared toward future corporate lawyers, such as corporations, income tax, corporate tax, and securities, as well as practitioner-taught classes, and classes taught by Darden professors.
The event concluded with the panelists providing candid advice for anyone hoping to pursue a career in M&A. Ashley remarked that junior associates who “get it” stand out quickly and that partners are constantly trying to find these associates and give them more responsibility early on. Since much of M&A work is done on small teams, Keeley pointed out that “there’s no place to hide. You are a crucial part of the team and everyone has a role.” Each panelist expressed their hopes that more women will consider this field. It does seem that the tide is turning and more women are getting into M&A. Ashley shared that on one deal, she noticed “there are 15 men and me in this room.” Just recently, she worked on a deal with a female general counsel, a female chief legal officer, a female CEO, and a female senior associate.
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