© 2013 The Texas Lawbook.
By Mark Curriden, JD
Senior Writer for The Texas Lawbook
(October 9) – There are two kinds of M&A lawyers, Jeff Chapman told a journalist in 2009:
“There are those who will tell you they are doing little to no work and there are those who are lying.”
Chapman and two other sages of the corporate transaction bar, brought together by the Dallas Bar Association to share their professional experiences with younger M&A lawyers, said Tuesday that the deal market is better but has not come close to returning to pre-recession levels.
“The economy is weaker than many of us think,” said Chapman, an M&A partner at Gibson, Dunn & Crutcher who recently represented MetroPCS in its multi-billion dollar sale to T-Mobile. “But M&A is very unpredictable. It could change at any moment.”
Haynes and Boone corporate partner Janice Sharry, who has practiced law for 37 years, agreed.
Glenn West, the managing partner of Weil, Gotshal & Manges’ Texas operations, warns lawyers to not get caught up in hyperbole about changes occurring or coming to the legal profession.
“There’s a lot of talk about a permanent paradigm shift taking place in the legal market,” said West, who represents American Airlines in its merger efforts with US Airways. “I hate that phrase. If you go back to 1992, there are articles about the death of the billable hour and the death of big law.
“Everyone predicted we were moving to boutiques,” he said. “But only a few years later, Big Law was back stronger than ever.”
The trio also took time to give advice and insight to younger corporate lawyers.
“When I was younger, I was much more aggressive and combative during negotiations,” Chapman told the group. “Today, I am much more commercial and not nearly as combative. That comes with experience.”
Chapman says young lawyers should identify the best M&A lawyers at their law firms and do everything possible to work with them.
“Watch others, but also create your own style,” West said. “The more years you do this, the less combative you become. “
Sharry said it is important for lawyers to listen to the client and truly understand what they want.
“I’m much less combative and much more corroborative,” she said.
But Sharry also said that she still encounters instances of male chauvinism.
“Don’t be overly offended and keep your goals and objectives in mind,” she said. “When male lawyers during a negotiation are not paying attention or talking past me, I stand up, get a cup of coffee and before I sit back down, I will make a point.”
Chapman said that many lawyers in large deals think of their client only as a corporation and fail to see that there are real people involved.
“Too many lawyers forget there are emotions involved, especially in deals involving bankruptcy or restructuring and reorganization” he said.
West, who has represented Enron and Lehman Brothers, agrees.
“You represent these huge business clients but there are people behind each of these and their lives are about to dramatically change,” West said. “Many of these deals are emotionally challenging, much more emotional than technically challenging.”
The three seasoned M&A veterans did offer a warning to younger corporate lawyers:
“Don’t get silo’d,” Sharry said. “Too many lawyers get stuck in their silos in their law practices and never do any other area of law. I think that is bad for your career and bad for your clients.”
West, who started his career as a real estate lawyer before moving to corporate finance and then M&A, echoed the remark.
“I wholly agree, but I don’t know what to do about it in today’s large firm environment,” he said.
© 2013 The Texas Lawbook. Content of The Texas Lawbook is controlled and protected by specific licensing agreements with our subscribers and under federal copyright laws. Any distribution of this content without the consent of The Texas Lawbook is prohibited.
If you see any inaccuracy in any article in The Texas Lawbook, please contact us. Our goal is content that is 100% true and accurate. Thank you.