What exactly does a junior M&A attorney do? Forum

[hume85]

or you could finish top of your class at an elite law school and get a job at a lit boutique like Susman/Bartlit Beck/etc. and be taking depositions on your own as a first year, arguing motions in court, and writing entire briefs on your own which are filed directly to the court with very little partner oversight

I think working at a top shelf lit boutique is the much better than any other private sector job in law for a young associate.

Did someone in corporate law shit on you (literally) or something? Because this "I got shat on (literally) by a corporate bro and now am flaming litigation > corporate over TLS" shtick is getting really old.

I think it's that litigators are real lawyers.

User has been warned for posting in the LE forum as a 0L.

[hume85]

or you could finish top of your class at an elite law school and get a job at a lit boutique like Susman/Bartlit Beck/etc. and be taking depositions on your own as a first year, arguing motions in court, and writing entire briefs on your own which are filed directly to the court with very little partner oversight

I think working at a top shelf lit boutique is the much better than any other private sector job in law for a young associate.

Objection, relevance.

The guy was basically making an argument that no matter whether your in lit or corporate that its boring work as a junior associate. I was merely pointing out that isn't the case if you work at elite lit boutiques because you get alot of responsibility as a young associate and alot of that actually involves interesting/fun stuff like taking depositions, arguing motions, and writing complete briefs on your own.

You're a fucking idiot.

[dingbat]

I think it's that litigators are real lawyers.

That's precisely why I want to go into corporate - I don't ever want to see the inside of a courtroom

[Anonymous User]

V10 M&A associate here following up, anonymous because I don't want negative/real comments about biglaw life connected to me:

The above seems boring, time consuming, and stressful, but is the work itself hard? Not trying to be rude or anything.

Who ever said it was intellectually challenging? Oh you thought because they want people with good grades they must be putting that supposed brain power to use? You'd be wrong. First, grades in law school, especially during 1L , are not any kind of indicator about raw intelligence. The firms are looking for good little grinders who they can also bill out at high rates, grades are the best proxy they have for filling both those concerns. What makes it "hard" is all those requests Kochel mentioned could be coming your way at 4AM on a Sunday morning after not having slept since Thursday night (and Thursday night you slept four hours). Doesn't happen often, certainly not like that all the time, but when it does once every couple months it's horrible. The stuff partners do is more intellectual and interesting, but it's up to the associates to do all the grunt work.

Do you need to constantly be in the office when there's no work, or can you stroll in late, take a long lunch, and leave early? (not in your first week, of course)

Define constantly in the office. If you aren't responding to emails in a very short period of time, I'm talking minutes, between the hours of 9:30 to 8 then certain types of people (let's call them 'lawyers') will grumble or call you directly to get an answer. If you're imagining coming in at 10, taking a two hour lunch outside the office and then leaving at 6:00 then no, that has never happened to me or anyone else I know at my firm (and if I did have a couple days like that it would be concerning). Don't get me wrong, some weeks you only bill 10~20 hours, but that doesn't mean you're free to do whatever you want during the day because you won't be able to predict when they will need you to bill those 10 hours and you'll have to be available. As I said before, they don't pay you 160k a year for nothing, they own all of your time when/if they need it.

[dingbat]

Do you need to constantly be in the office when there's no work, or can you stroll in late, take a long lunch, and leave early? (not in your first week, of course)

Define constantly in the office. If you aren't responding to emails in a very short period of time, I'm talking minutes, between the hours of 9:30 to 8 then certain types of people (let's call them 'lawyers') will grumble or call you directly to get an answer. If you're imagining coming in at 10, taking a two hour lunch outside the office and then leaving at 6:00 then no, that has never happened to me or anyone else I know at my firm (and if I did have a couple days like that it would be concerning). Don't get me wrong, some weeks you only bill 10~20 hours, but that doesn't mean you're free to do whatever you want during the day because you won't be able to predict when they will need you to bill those 10 hours and you'll have to be available. As I said before, they don't pay you 160k a year for nothing, they own all of your time when/if they need it.

I don't mean being unavailable for long stretches of time. I just mean is there an ass-in-seat requirement, or just a "respond within 60 seconds" requirement? At a previous job, I was expected to be available constantly during office hours and to respond reasonably quickly to any and every call/email, at any time. But at the same time, on a slow week it was not a problem if I took a long lunch, or if my colleague strolled in at 10 (or even 11) - just so long as it did not impact work at all.
I think it's a given that when you earn $100k+ (in any profession), that you're at the beck and call of your employer/client

To put it differently, during a slow period, can you get away with not being in the office at all hours, so long as you answer every call and respond to every email within minutes? (assuming that it doesn't impact the quality of your work)

[Anonymous User]

Do you need to constantly be in the office when there's no work, or can you stroll in late, take a long lunch, and leave early? (not in your first week, of course)

Define constantly in the office. If you aren't responding to emails in a very short period of time, I'm talking minutes, between the hours of 9:30 to 8 then certain types of people (let's call them 'lawyers') will grumble or call you directly to get an answer. If you're imagining coming in at 10, taking a two hour lunch outside the office and then leaving at 6:00 then no, that has never happened to me or anyone else I know at my firm (and if I did have a couple days like that it would be concerning). Don't get me wrong, some weeks you only bill 10~20 hours, but that doesn't mean you're free to do whatever you want during the day because you won't be able to predict when they will need you to bill those 10 hours and you'll have to be available. As I said before, they don't pay you 160k a year for nothing, they own all of your time when/if they need it.

I don't mean being unavailable for long stretches of time. I just mean is there an ass-in-seat requirement, or just a "respond within 60 seconds" requirement? At a previous job, I was expected to be available constantly during office hours and to respond reasonably quickly to any and every call/email, at any time. But at the same time, on a slow week it was not a problem if I took a long lunch, or if my colleague strolled in at 10 (or even 11) - just so long as it did not impact work at all.
I think it's a given that when you earn $100k+ (in any profession), that you're at the beck and call of your employer/client

To put it differently, during a slow period, can you get away with not being in the office at all hours, so long as you answer every call and respond to every email within minutes? (assuming that it doesn't impact the quality of your work)

Different anon here. FWIW, I am in corp at a non-Vault firm in a secondary market.

During slow periods I can easily get away with a 10 to 6 schedule with long periods out of my office. There is no ass-in-seat requirement, and there really couldn't be; sometimes you'll be pulled into a meeting, or a phone conference, or some partner wants to talk your ear off. Whatever the case, it's impossible to reliably be sitting in your office. I have found, though, that there is an expectation that you reply to e-mails sent during working hours (say, roughly, 8am to 8pm) promptly. I have responded to such e-mails while lying in bed at home, sitting on the can, or shopping with my girlfriend.

Generally, my firm treats its attorneys like the professionals they are and facetime is not a huge deal. What facetime is valuable for is actually getting the work, because so many partners, especially when dealing with junior associates, delegate work based on who is in their line of vision.

Again, FWIW, I don't work in NYC. But I make 90k after tax, do corp, and work maybe 50 hours a week. It's a pretty good deal, and I would never trade it for litigation.

[dingbat]

Do you need to constantly be in the office when there's no work, or can you stroll in late, take a long lunch, and leave early? (not in your first week, of course)

Define constantly in the office. If you aren't responding to emails in a very short period of time, I'm talking minutes, between the hours of 9:30 to 8 then certain types of people (let's call them 'lawyers') will grumble or call you directly to get an answer. If you're imagining coming in at 10, taking a two hour lunch outside the office and then leaving at 6:00 then no, that has never happened to me or anyone else I know at my firm (and if I did have a couple days like that it would be concerning). Don't get me wrong, some weeks you only bill 10~20 hours, but that doesn't mean you're free to do whatever you want during the day because you won't be able to predict when they will need you to bill those 10 hours and you'll have to be available. As I said before, they don't pay you 160k a year for nothing, they own all of your time when/if they need it.

I don't mean being unavailable for long stretches of time. I just mean is there an ass-in-seat requirement, or just a "respond within 60 seconds" requirement? At a previous job, I was expected to be available constantly during office hours and to respond reasonably quickly to any and every call/email, at any time. But at the same time, on a slow week it was not a problem if I took a long lunch, or if my colleague strolled in at 10 (or even 11) - just so long as it did not impact work at all.
I think it's a given that when you earn $100k+ (in any profession), that you're at the beck and call of your employer/client

To put it differently, during a slow period, can you get away with not being in the office at all hours, so long as you answer every call and respond to every email within minutes? (assuming that it doesn't impact the quality of your work)

Different anon here. FWIW, I am in corp at a non-Vault firm in a secondary market.

During slow periods I can easily get away with a 10 to 6 schedule with long periods out of my office. There is no ass-in-seat requirement, and there really couldn't be; sometimes you'll be pulled into a meeting, or a phone conference, or some partner wants to talk your ear off. Whatever the case, it's impossible to reliably be sitting in your office. I have found, though, that there is an expectation that you reply to e-mails sent during working hours (say, roughly, 8am to 8pm) promptly. I have responded to such e-mails while lying in bed at home, sitting on the can, or shopping with my girlfriend.

Generally, my firm treats its attorneys like the professionals they are and facetime is not a huge deal. What facetime is valuable for is actually getting the work, because so many partners, especially when dealing with junior associates, delegate work based on who is in their line of vision.

Again, FWIW, I don't work in NYC. But I make 90k after tax, do corp, and work maybe 50 hours a week. It's a pretty good deal, and I would never trade it for litigation.

Can you hit me up? (which market?)

[Old Gregg]

Do you need to constantly be in the office when there's no work, or can you stroll in late, take a long lunch, and leave early? (not in your first week, of course)

Define constantly in the office. If you aren't responding to emails in a very short period of time, I'm talking minutes, between the hours of 9:30 to 8 then certain types of people (let's call them 'lawyers') will grumble or call you directly to get an answer. If you're imagining coming in at 10, taking a two hour lunch outside the office and then leaving at 6:00 then no, that has never happened to me or anyone else I know at my firm (and if I did have a couple days like that it would be concerning). Don't get me wrong, some weeks you only bill 10~20 hours, but that doesn't mean you're free to do whatever you want during the day because you won't be able to predict when they will need you to bill those 10 hours and you'll have to be available. As I said before, they don't pay you 160k a year for nothing, they own all of your time when/if they need it.

I don't mean being unavailable for long stretches of time. I just mean is there an ass-in-seat requirement, or just a "respond within 60 seconds" requirement? At a previous job, I was expected to be available constantly during office hours and to respond reasonably quickly to any and every call/email, at any time. But at the same time, on a slow week it was not a problem if I took a long lunch, or if my colleague strolled in at 10 (or even 11) - just so long as it did not impact work at all.
I think it's a given that when you earn $100k+ (in any profession), that you're at the beck and call of your employer/client

To put it differently, during a slow period, can you get away with not being in the office at all hours, so long as you answer every call and respond to every email within minutes? (assuming that it doesn't impact the quality of your work)

Different anon here. FWIW, I am in corp at a non-Vault firm in a secondary market.

During slow periods I can easily get away with a 10 to 6 schedule with long periods out of my office. There is no ass-in-seat requirement, and there really couldn't be; sometimes you'll be pulled into a meeting, or a phone conference, or some partner wants to talk your ear off. Whatever the case, it's impossible to reliably be sitting in your office. I have found, though, that there is an expectation that you reply to e-mails sent during working hours (say, roughly, 8am to 8pm) promptly. I have responded to such e-mails while lying in bed at home, sitting on the can, or shopping with my girlfriend.

Generally, my firm treats its attorneys like the professionals they are and facetime is not a huge deal. What facetime is valuable for is actually getting the work, because so many partners, especially when dealing with junior associates, delegate work based on who is in their line of vision.

Again, FWIW, I don't work in NYC. But I make 90k after tax, do corp, and work maybe 50 hours a week. It's a pretty good deal, and I would never trade it for litigation.

Almost exactly how it is at my V10. As long as we get our work done within the deadline, people absolutely do not care where I am.

And they shouldn't. If you're not answering your phone or email, that doesn't mean that all you're doing is sitting behind your desk and masturbating. You will also have other deals you're working on. Any good associate and partner you're working with will understand that. And if they don't, you have to manage expectations.

[Anonymous User]

At my NYC V10 there is an expectation that you'll be in the office by 9:30. You don't want that awkward 10:30 elevator ride with the managing partner. But besides that it's NBD. If you want to take a long lunch, go home early, etc, nobody cares. Just do it nearby do you can get back to the office quickly if someone e-mails you asking for a meeting.

[Old Gregg]

At my NYC V10 there is an expectation that you'll be in the office by 9:30. You don't want that awkward 10:30 elevator ride with the managing partner. But besides that it's NBD. If you want to take a long lunch, go home early, etc, nobody cares. Just do it nearby do you can get back to the office quickly if someone e-mails you asking for a meeting.

Not a point of criticism, just curiosity. Your firm's managing partner gets in at 10:30? The only reason I head to office before 10:30am, if ever, is so I can get work done because nobody of importance (i.e., nobody that expects something from me) is there by then. Even if people cared and I ended up sharing the above 10:30am elevator ride with very important partner, I strongly doubt he'd even know who I am.

[Old Gregg]

As a general point: I've been talking to a lot of my friends at other firms. They sit around some days, with no work, afraid to make plans or go home. It's 7pm on a Friday, and they're sitting there doing nothing.

If the people on my deals knew I was doing that, they would laugh at me. Unless you're told or know to expect something at, say, 7pm that night (and that it's something that requires you to be in the office), do what you want. Nobody, and I mean absolutely nobody, knows or cares that you leave your office at 6pm. Unless you're on an M&A floor where everyone knows each others' business, nobody is hawking out at your door to make sure you're sitting at your desk.

I will say that the ability to not commit face time is a trust issue. It's NOT something you can or should do when you first start out at your firm. The reason I have the ability to come in late and sometimes leave early (and by early, I mean 7pm), is that the people I work with know I'm responsive, and can do work from wherever I am. That's trust. You earn that trust over time.

A large part of being a good junior associate is making people trust you. This leads to far less micro-management and a lot more freedom. I'm not told anymore that I have to submit a document for review by a senior associate at some false deadline, because there's trust that I won't fuck it up anymore and that I'm aware of the general deadlines of the deal and when I need to get shit in. In fact, on deals, I'm rarely if ever told to do something (unless it's a new task that I don't typically do at my role). That's because I know my role as a junior associate in a deal. This is not a sense acquired on Day 1. It's a sense acquired over a lot of time, doing a lot of deals.

Some partners and associates are inherently more micro-managing either way. In that case, I really can't provide any advice other than to buckle up and prepare for him or her to own you for the deal.

[chewy]

Do you need to constantly be in the office when there's no work, or can you stroll in late, take a long lunch, and leave early? (not in your first week, of course)

Define constantly in the office. If you aren't responding to emails in a very short period of time, I'm talking minutes, between the hours of 9:30 to 8 then certain types of people (let's call them 'lawyers') will grumble or call you directly to get an answer. If you're imagining coming in at 10, taking a two hour lunch outside the office and then leaving at 6:00 then no, that has never happened to me or anyone else I know at my firm (and if I did have a couple days like that it would be concerning). Don't get me wrong, some weeks you only bill 10~20 hours, but that doesn't mean you're free to do whatever you want during the day because you won't be able to predict when they will need you to bill those 10 hours and you'll have to be available. As I said before, they don't pay you 160k a year for nothing, they own all of your time when/if they need it.

I don't mean being unavailable for long stretches of time. I just mean is there an ass-in-seat requirement, or just a "respond within 60 seconds" requirement? At a previous job, I was expected to be available constantly during office hours and to respond reasonably quickly to any and every call/email, at any time. But at the same time, on a slow week it was not a problem if I took a long lunch, or if my colleague strolled in at 10 (or even 11) - just so long as it did not impact work at all.
I think it's a given that when you earn $100k+ (in any profession), that you're at the beck and call of your employer/client

To put it differently, during a slow period, can you get away with not being in the office at all hours, so long as you answer every call and respond to every email within minutes? (assuming that it doesn't impact the quality of your work)

Different anon here. FWIW, I am in corp at a non-Vault firm in a secondary market.

During slow periods I can easily get away with a 10 to 6 schedule with long periods out of my office. There is no ass-in-seat requirement, and there really couldn't be; sometimes you'll be pulled into a meeting, or a phone conference, or some partner wants to talk your ear off. Whatever the case, it's impossible to reliably be sitting in your office. I have found, though, that there is an expectation that you reply to e-mails sent during working hours (say, roughly, 8am to 8pm) promptly. I have responded to such e-mails while lying in bed at home, sitting on the can, or shopping with my girlfriend.

Generally, my firm treats its attorneys like the professionals they are and facetime is not a huge deal. What facetime is valuable for is actually getting the work, because so many partners, especially when dealing with junior associates, delegate work based on who is in their line of vision.

Again, FWIW, I don't work in NYC. But I make 90k after tax, do corp, and work maybe 50 hours a week. It's a pretty good deal, and I would never trade it for litigation.

What are exit options for mid-law Corp attorneys? Is it generally in house with a client of the firm?

[2014jd]

Different anon here. FWIW, I am in corp at a non-Vault firm in a secondary market.

During slow periods I can easily get away with a 10 to 6 schedule with long periods out of my office. There is no ass-in-seat requirement, and there really couldn't be; sometimes you'll be pulled into a meeting, or a phone conference, or some partner wants to talk your ear off. Whatever the case, it's impossible to reliably be sitting in your office. I have found, though, that there is an expectation that you reply to e-mails sent during working hours (say, roughly, 8am to 8pm) promptly. I have responded to such e-mails while lying in bed at home, sitting on the can, or shopping with my girlfriend.

Generally, my firm treats its attorneys like the professionals they are and facetime is not a huge deal. What facetime is valuable for is actually getting the work, because so many partners, especially when dealing with junior associates, delegate work based on who is in their line of vision.

Again, FWIW, I don't work in NYC. But I make 90k after tax, do corp, and work maybe 50 hours a week. It's a pretty good deal, and I would never trade it for litigation.

Is there the same amount of randomness and inconsistency in your work schedule as the V10 M&A associate posting in here earlier? Also, do you feel that kochel accurately described your job in this post:

If my company chooses your firm to represent us in a M&A transaction, I will be calling you, as the junior associate, to make sure that your diligence reviews are on-time and in conformity with my company's templates. I will call you at all hours to ask specific questions about individual agreements, and will be annoyed when your knowledge of the contract is only superficial or if you didn't flag the right terms. The diligence will of course need to have been done yesterday, as knowledge about the target's contracts and structure will influence our pricing models. I also won't be shy of calling the senior associate or junior partner to complain about your dilatory diligence reviews.

I'll also need you to familiarize yourself with my company's organizational structure so that you can help us build out the corporate structure for the deal. (Actually, it will be the tax lawyers who primarily drive the structuring, but at least you'll get to draw the flow charts.) That will involve forming new Holdcos and Newcos and running the Delaware filing processes. It may or may not involve you actually getting to meet any of my company's executives or really understanding our business model, but at least you'll get to know the formal legal structures.

I'll be calling the partners, not you, with substantive questions about Delaware law, the target's regulatory landscape, securities laws, etc. Maybe, if my questions are tough enough, you'll be asked to bird-dog the relevant SEC no-action letter. But I'll be annoyed if that work delays your diligence output; the partners will be annoyed if your research memo isn't done by yesterday because I'll be badgering them for answers as well.

When it comes to the actual deal docs, you may, if you're lucky, get to collate the partners' comments and turn drafts overnight after they've gone home. I won't be particularly interested in your own comments, though I will want typos to be caught. What you will definitely be in charge of is the disclosure schedules. Their accuracy and completeness will depend on how good a job you've done on diligence. There will be dozens of such schedules and you'll need to know them cold. Shouldn't be a big deal, though; they're just lists of contracts and dates and employee numbers.

Your finest hour will be running the closing. This will mean painstakingly ensuring that each of the myriad signatures is obtained (and not lost!). It will also mean getting yelled at from all directions about why the stupid deal hasn't closed yet, has the wire cleared yet, etc. Your crowning work product--produced after all the other attorneys have moved on to the next deal--will be the closing binders. Which had better be complete.

And I'm just the client.

[Anonymous User]

Different anon here. FWIW, I am in corp at a non-Vault firm in a secondary market.

During slow periods I can easily get away with a 10 to 6 schedule with long periods out of my office. There is no ass-in-seat requirement, and there really couldn't be; sometimes you'll be pulled into a meeting, or a phone conference, or some partner wants to talk your ear off. Whatever the case, it's impossible to reliably be sitting in your office. I have found, though, that there is an expectation that you reply to e-mails sent during working hours (say, roughly, 8am to 8pm) promptly. I have responded to such e-mails while lying in bed at home, sitting on the can, or shopping with my girlfriend.

Generally, my firm treats its attorneys like the professionals they are and facetime is not a huge deal. What facetime is valuable for is actually getting the work, because so many partners, especially when dealing with junior associates, delegate work based on who is in their line of vision.

Again, FWIW, I don't work in NYC. But I make 90k after tax, do corp, and work maybe 50 hours a week. It's a pretty good deal, and I would never trade it for litigation.

Is there the same amount of randomness and inconsistency in your work schedule as the V10 M&A associate posting in here earlier? Also, do you feel that kochel accurately described your job in this post:

If my company chooses your firm to represent us in a M&A transaction, I will be calling you, as the junior associate, to make sure that your diligence reviews are on-time and in conformity with my company's templates. I will call you at all hours to ask specific questions about individual agreements, and will be annoyed when your knowledge of the contract is only superficial or if you didn't flag the right terms. The diligence will of course need to have been done yesterday, as knowledge about the target's contracts and structure will influence our pricing models. I also won't be shy of calling the senior associate or junior partner to complain about your dilatory diligence reviews.

I'll also need you to familiarize yourself with my company's organizational structure so that you can help us build out the corporate structure for the deal. (Actually, it will be the tax lawyers who primarily drive the structuring, but at least you'll get to draw the flow charts.) That will involve forming new Holdcos and Newcos and running the Delaware filing processes. It may or may not involve you actually getting to meet any of my company's executives or really understanding our business model, but at least you'll get to know the formal legal structures.

I'll be calling the partners, not you, with substantive questions about Delaware law, the target's regulatory landscape, securities laws, etc. Maybe, if my questions are tough enough, you'll be asked to bird-dog the relevant SEC no-action letter. But I'll be annoyed if that work delays your diligence output; the partners will be annoyed if your research memo isn't done by yesterday because I'll be badgering them for answers as well.

When it comes to the actual deal docs, you may, if you're lucky, get to collate the partners' comments and turn drafts overnight after they've gone home. I won't be particularly interested in your own comments, though I will want typos to be caught. What you will definitely be in charge of is the disclosure schedules. Their accuracy and completeness will depend on how good a job you've done on diligence. There will be dozens of such schedules and you'll need to know them cold. Shouldn't be a big deal, though; they're just lists of contracts and dates and employee numbers.

Your finest hour will be running the closing. This will mean painstakingly ensuring that each of the myriad signatures is obtained (and not lost!). It will also mean getting yelled at from all directions about why the stupid deal hasn't closed yet, has the wire cleared yet, etc. Your crowning work product--produced after all the other attorneys have moved on to the next deal--will be the closing binders. Which had better be complete.

And I'm just the client.

Non-Vault secondary market corp junior here.

There is inconsistency in the sense that sometimes I will get work at 4pm that needs to be done the next day, and often I will have no work to do in the mornings and I end up just reading training binders or soliciting work or surfing the Internet for a few hours. This is why I usually get in at 10am, because I can't be sure whether I'll be able to leave the office at 6pm or whether I'll be there until 9pm. There is usually one day a week when I'll have to be there until 9pm.

There is consistency in the sense that I have never left the office later than 10pm, I've never had to do any work over the weekends, and I end up billing a pretty consistent 35 hours a week.

I'm in corp, but don't do M&A, so some of Kochel's post doesn't really apply. I will say, though, that none of my clients sound that demanding. Do I need to know all the deal docs, be thorough in my diligence, and be able to organize a closing? Yes. Do I have clients breathing down my neck the whole time? No. Clients don't call me at "all hours." I've never gotten a call on my work line outside of like 9am-7pm M-F. Keep in mind that regional BigLaw/MidLaw firms have regional BigLaw/Midlaw clients. We are not dealing with i-bankers in NYC, we are dealing with GCs or local big bank VPs who also live in smaller cities and want to make it to their weekend getaway, kid's soccer game, whatever.

[Anonymous User]

What are exit options for mid-law Corp attorneys? Is it generally in house with a client of the firm?

I've been surprised by the quality of exit options for people from my firm. We are the best local firm in a secondary market. Generally people go in-house to a client, but I've also seen people completely exit the legal profession (say, as a JVP at the local HQ of a national bank, or to an RE developer), or go straight from 7th year associate at my firm to partner at slightly smaller (still regional BigLaw/MidLaw, often even a Vault-ranked one) firm. I've even seen someone go from 4th year associate here to a V20 satellite in a different market - such is the demand in certain corp areas because of the lack of hiring of juniors a few years ago (think RE, finance, etc.).

Simply put, I've yet to see anyone leave to a job paying less than 100k. You're not going to go from MidLaw corp to an investment bank or in-house F100 in NYC, but a local bank, F500, or partnership at a smaller local firm are strong possibilities coming out of my firm, at least. Even in MidLaw land, I gather that corp >>>>>>> lit for exit options.

[2014jd]

Different anon here. FWIW, I am in corp at a non-Vault firm in a secondary market.

During slow periods I can easily get away with a 10 to 6 schedule with long periods out of my office. There is no ass-in-seat requirement, and there really couldn't be; sometimes you'll be pulled into a meeting, or a phone conference, or some partner wants to talk your ear off. Whatever the case, it's impossible to reliably be sitting in your office. I have found, though, that there is an expectation that you reply to e-mails sent during working hours (say, roughly, 8am to 8pm) promptly. I have responded to such e-mails while lying in bed at home, sitting on the can, or shopping with my girlfriend.

Generally, my firm treats its attorneys like the professionals they are and facetime is not a huge deal. What facetime is valuable for is actually getting the work, because so many partners, especially when dealing with junior associates, delegate work based on who is in their line of vision.

Again, FWIW, I don't work in NYC. But I make 90k after tax, do corp, and work maybe 50 hours a week. It's a pretty good deal, and I would never trade it for litigation.

Is there the same amount of randomness and inconsistency in your work schedule as the V10 M&A associate posting in here earlier? Also, do you feel that kochel accurately described your job in this post:

If my company chooses your firm to represent us in a M&A transaction, I will be calling you, as the junior associate, to make sure that your diligence reviews are on-time and in conformity with my company's templates. I will call you at all hours to ask specific questions about individual agreements, and will be annoyed when your knowledge of the contract is only superficial or if you didn't flag the right terms. The diligence will of course need to have been done yesterday, as knowledge about the target's contracts and structure will influence our pricing models. I also won't be shy of calling the senior associate or junior partner to complain about your dilatory diligence reviews.

I'll also need you to familiarize yourself with my company's organizational structure so that you can help us build out the corporate structure for the deal. (Actually, it will be the tax lawyers who primarily drive the structuring, but at least you'll get to draw the flow charts.) That will involve forming new Holdcos and Newcos and running the Delaware filing processes. It may or may not involve you actually getting to meet any of my company's executives or really understanding our business model, but at least you'll get to know the formal legal structures.

I'll be calling the partners, not you, with substantive questions about Delaware law, the target's regulatory landscape, securities laws, etc. Maybe, if my questions are tough enough, you'll be asked to bird-dog the relevant SEC no-action letter. But I'll be annoyed if that work delays your diligence output; the partners will be annoyed if your research memo isn't done by yesterday because I'll be badgering them for answers as well.

When it comes to the actual deal docs, you may, if you're lucky, get to collate the partners' comments and turn drafts overnight after they've gone home. I won't be particularly interested in your own comments, though I will want typos to be caught. What you will definitely be in charge of is the disclosure schedules. Their accuracy and completeness will depend on how good a job you've done on diligence. There will be dozens of such schedules and you'll need to know them cold. Shouldn't be a big deal, though; they're just lists of contracts and dates and employee numbers.

Your finest hour will be running the closing. This will mean painstakingly ensuring that each of the myriad signatures is obtained (and not lost!). It will also mean getting yelled at from all directions about why the stupid deal hasn't closed yet, has the wire cleared yet, etc. Your crowning work product--produced after all the other attorneys have moved on to the next deal--will be the closing binders. Which had better be complete.

And I'm just the client.

Non-Vault secondary market corp junior here.

There is inconsistency in the sense that sometimes I will get work at 4pm that needs to be done the next day, and often I will have no work to do in the mornings and I end up just reading training binders or soliciting work or surfing the Internet for a few hours. This is why I usually get in at 10am, because I can't be sure whether I'll be able to leave the office at 6pm or whether I'll be there until 9pm. There is usually one day a week when I'll have to be there until 9pm.

There is consistency in the sense that I have never left the office later than 10pm, I've never had to do any work over the weekends, and I end up billing a pretty consistent 35 hours a week.

I'm in corp, but don't do M&A, so some of Kochel's post doesn't really apply. I will say, though, that none of my clients sound that demanding. Do I need to know all the deal docs, be thorough in my diligence, and be able to organize a closing? Yes. Do I have clients breathing down my neck the whole time? No. Clients don't call me at "all hours." I've never gotten a call on my work line outside of like 9am-7pm M-F. Keep in mind that regional BigLaw/MidLaw firms have regional BigLaw/Midlaw clients. We are not dealing with i-bankers in NYC, we are dealing with GCs or local big bank VPs who also live in smaller cities and want to make it to their weekend getaway, kid's soccer game, whatever.

Makes sense. Thank you for your insight. I love reading this forum, but sometimes the differences between the Midwest and the primary markets are significant.

[Anonymous User]

i'm going to be starting out as an m&a associate in tokyo working on all the japanese m&a stuff going on these days(think skadden, MoFo, etc.) ideally, id like to spend 3-5 years learning the trade, and then come back stateside. as this is somewhat off the beaten path track, does anyone have any idea what my options would be? off the top of my head i was thinking in house counsel for japanese corporations usa operations (mostly located in nyc im assuming) but i really have no idea. any insight would be appreciated.

[Anonymous User]

Anyone else want to comment/discuss their experience?

[Anonymous User]

i'm going to be starting out as an m&a associate in tokyo working on all the japanese m&a stuff going on these days(think skadden, MoFo, etc.) ideally, id like to spend 3-5 years learning the trade, and then come back stateside. as this is somewhat off the beaten path track, does anyone have any idea what my options would be? off the top of my head i was thinking in house counsel for japanese corporations usa operations (mostly located in nyc im assuming) but i really have no idea. any insight would be appreciated.

Interested in this as well.

I think the experience coming from MoFo would be quite different from coming from Skadden though...

[Anonymous User]

Anyone else want to comment/discuss their experience?

[Anonymous User]

Do you guys recommend any courses that will help someone interested in M&A? I've heard accounting and a SEC course, but I'd love to hear other thoughts.

[ErikLopez]

I practiced M&A for 14 years with Shearman & Sterling in NY, Latham & Watkins in Chicago, Paul Hastings in Orange County, CA and Baker & McKenzie in Dallas. In other words, I have quite a bit of experience in this area.

I actually published a post on The M&A Lawyer Blog answering the question, What does an M&A lawyer do? You can find it here: https://www.themalawyer.com/what-does-an-ma-lawyer-do/.

The post, though, focuses on the role of the senior M&A attorney. To be more specific, junior M&A attorneys do the following:

• Sit in on meetings and conference calls listening, learning and taking detailed notes.

• Conduct preliminary due diligence using publicly-available information for public M&A transactions and prepare a target profile document based on the information reviewed.

• Prepare the first draft of a due diligence request list in light of a variety of factors, including transaction size, timing, the parties' relative bargaining power, industry and identified areas of risk.

• Prepare closing checklists (i.e., time and responsibility checklists of all actions that need to be taken and documents that need to be delivered to consummate the transaction)

• Conduct due diligence on target companies and assist sellers and targets in preparing data rooms / data sites.

• Conduct analyses of takeover preparedness for hostile and negotiated transaction target companies and write summaries of conclusions.

• Research applicable federal securities laws, state fiduciary duties laws, state corporation laws and stock exchange listing standards and prepare summaries of findings.

• Prepare first drafts of ancillary transaction documents, including certificates of merger, escrow agreements, disclosure schedules, exclusivity agreements, bills of sale, assignment and assumption agreements, closing certificates, board resolutions, written consents and the like.

• Conduct analysis of required third party consents, prepare consents and coordinate obtaining them with clients.

• Coordinate with specialist attorneys on transaction agreement comments, including with tax, employment and labor, compensation and benefits, antitrust, regulatory, environmental and real estate lawyers.

• Proofread primary transaction agreement (e.g., the merger or stock purchase agreement)for typos and accuracy of internal cross-references.

• Establish merger subsidiaries, including filing certificates of incorporation and analogous documents with applicable secretaries of state.

• Collect signature pages and ensure satisfaction of all closing conditions.

• Make email distributions to deal team.

[Anonymous User]

Thank you very much for your insight. I have two f-u questions for you.

1) Would it be possible to lateral to M&A group at Big Law (especially groups handling cross-border deals) after 2-3 years of middle-market (sub-$500 million) M&A experience?

2) Are there a lot of differences in terms of assignments that junior associates handle in cross-border deals vs middle-market deals? I assume that under middle-market category, clients are mostly private companies/family owned businesses.

Thanks again for your help!

[Anonymous User]

bump