M&A = THE most overrated practice group Forum

[Anonymous User]

This part resonated with me the most:

"Deal lawyers will fight tooth and claw over the most insignificant provisions, losing their hair and their marriages to win points for something the client doesn't really care about (because if they did, it would have been in the term sheet so that the lawyers couldn't fuck it up -- see above)."


Lots of people other than deal lawyers have demanding jobs that require a ton of work. But I doubt anyone else works as hard to be nothing more than glorified rent seekers.

[felinafelina]

When you say lit exit options come with a large pay cut, how large are you talking? Is there anywhere I can read about lit exit options? (2L upcoming SA here, thanks).

[krads153]

All these posts assume that people will be looking for exit options in law. What that fails to ignore is that many people in biglaw (based on my count like 1/4 of those who leave biglaw will leave for no job or something unrelated) will burn out and leave the law altogether. So there's no need to worry about exit options then.

In terms of best QOL group,Trusts & Estates seems unbeatable. And there are some unique exit ops for that group, surprisingly.

In terms of the worst QOL group, Bankruptcy takes the cake. It's constant fire drills, it's like litigation but faster-paced, and bad exit ops with generally bad hours.

[rpupkin]

When you say lit exit options come with a large pay cut, how large are you talking? Is there anywhere I can read about lit exit options? (2L upcoming SA here, thanks).

Not really, no. As has been established in other employment threads, TLS'ers love to talk about "exit options" but no one really seems to know anything about them, particularly for lit.

In short, your exit options from big law lit are:
in-house lit (not many positions; usually involves moderate pay cut)
mid-law or boutique (usually involves moderate pay cut)
government (usually involves large pay cut)

[krads153]

When you say lit exit options come with a large pay cut, how large are you talking? Is there anywhere I can read about lit exit options? (2L upcoming SA here, thanks).

Not really, no. As has been established in other employment threads, TLS'ers love to talk about "exit options" but no one really seems to know anything about them, particularly for lit.

In short, your exit options from big law lit are:

in-house lit (not many positions; usually involves moderate pay cut)
mid-law or boutique (usually involves moderate pay cut)
government (usually involves large pay cut)

Not to mention in-house lit usually goes to senior associates who spent 8+ years or so in biglaw....good luck lasting that long

Government - at least for fed gov, i'm not even sure how people land those jobs anymore without connections or a ridiculous resume (second circuit clerk, etc.)

[Anonymous User]

Actually, at least in my experience, I'd say that corporate's best advantage over litigation is that it allows for more opportunities to gtfo of law altogether.

Also, at least wrt to people at the top bankruptcy practices, I thought bankruptcy and restructuring provides maybe the best way to go from law to finance. Tons of restructuring bankers and guys at certain hedge funds (e.g., oaktree) are ex-lawyers.

[Anonymous User]

All these posts assume that people will be looking for exit options in law. What that fails to ignore is that many people in biglaw (based on my count like 1/4 of those who leave biglaw will leave for no job or something unrelated) will burn out and leave the law altogether. So there's no need to worry about exit options then.

In terms of best QOL group,Trusts & Estates seems unbeatable. And there are some unique exit ops for that group, surprisingly.

In terms of the worst QOL group, Bankruptcy takes the cake. It's constant fire drills, it's like litigation but faster-paced, and bad exit ops with generally bad hours.

I often see this repeated, but I'm curious whether this holds true for the top tier restructuring practices (Weil/KE) and not just everyone else. As someone entering into a restructuring group at one of these firms, I haven't heard of exit options being an issue.

[Desert Fox]

[Well Hung Jury]

The problem was that it was funny at first but then it got over blown.

Under-appreciated comment.

[transferquestiontls]

https://www.wallstreetoasis.com/forums/ ... vs-lawyers

How true is the original post? I understand that the work can be pretty mundane for junior associates, but I feel like we lawyers just hate ourselves and like to exaggerate how sucky our jobs are. Even some bankers think good m&a lawyers can be invaluable especially in terms of risk mediation (see the link). Any m&a lawyers here want to weigh in?

Edited for typos

[Anonymous User]

Anon because my employment history is relatively unique.

I interned in banking in college, went to law school, did less than a year of biglaw and hauled ass hardcore back into banking. I deal mostly with debt-financed deals now with an emphasis on PE and real estate but I still clock a lot of hours with the M&A teams.

Personally I deal with a lot of distressed companies/assets. Lawyers are in the room for those deals and my legal education is valued. It's not really possible to build a good waterfall model without some lawyers navigating covenants. However, lawyers are treated as problem solvers and question answerers and they don't really get to drive the deal in a meaningful way. To be blunt, most experienced bankers pretty much know what the lawyers are going to say 90% of the time but they have to ask anyway to get due diligence documentation for CYA purposes and to just make sure there aren't surprises.

That said, for really big deals, especially ones involving a lot of regulatory agencies and governments, (anything telecom, anything antitrust, increasingly anything with big EU and even global presence, anything energy) lawyers are in the rooms negotiating and contacted really early. Even in these cases, there is no question the bankers drive the deals and valuations and the lawyers are more there to answer questions and, as I saw personally a few times, negotiate with FTC/DOJ (telecom licenses/radio spectrum ownership/antitrust in my case.) The negotiations and deal may almost entirely depend on what the lawyers come up with, but the lawyers are mostly problem solvers and specialized negotiators, not drivers of the deal. There is a couple very specialized guys, especially in middle market banking, who are both trained lawyers and bankers but they really are in the minority and tend to be hyperspecialized.

Back to OP. No, I don't think M&A teams are necessarily overrated. There have definitely been times where my MDs got to the point where they identified a few load bearing assumptions in the model that entirely depended on lawyers... and those are the cases where money becomes no object.

I am not on the deal and I don't know who it is but I bet you there is some super star lawyer on the ground in UK trying to get approval for nVidia to buy ARM.

[2020throwaway]

could you pm me and answer a few questions? thank you

Anon because my employment history is relatively unique.

I interned in banking in college, went to law school, did less than a year of biglaw and hauled ass hardcore back into banking. I deal mostly with debt-financed deals now with an emphasis on PE and real estate but I still clock a lot of hours with the M&A teams.

Personally I deal with a lot of distressed companies/assets. Lawyers are in the room for those deals and my legal education is valued. It's not really possible to build a good waterfall model without some lawyers navigating covenants. However, lawyers are treated as problem solvers and question answerers and they don't really get to drive the deal in a meaningful way. To be blunt, most experienced bankers pretty much know what the lawyers are going to say 90% of the time but they have to ask anyway to get due diligence documentation for CYA purposes and to just make sure there aren't surprises.

That said, for really big deals, especially ones involving a lot of regulatory agencies and governments, (anything telecom, anything antitrust, increasingly anything with big EU and even global presence, anything energy) lawyers are in the rooms negotiating and contacted really early. Even in these cases, there is no question the bankers drive the deals and valuations and the lawyers are more there to answer questions and, as I saw personally a few times, negotiate with FTC/DOJ (telecom licenses/radio spectrum ownership/antitrust in my case.) The negotiations and deal may almost entirely depend on what the lawyers come up with, but the lawyers are mostly problem solvers and specialized negotiators, not drivers of the deal. There is a couple very specialized guys, especially in middle market banking, who are both trained lawyers and bankers but they really are in the minority and tend to be hyperspecialized.

Back to OP. No, I don't think M&A teams are necessarily overrated. There have definitely been times where my MDs got to the point where they identified a few load bearing assumptions in the model that entirely depended on lawyers... and those are the cases where money becomes no object.

I am not on the deal and I don't know who it is but I bet you there is some super star lawyer on the ground in UK trying to get approval for nVidia to buy ARM.

[Anonymous User]

Anon because my employment history is relatively unique.

I interned in banking in college, went to law school, did less than a year of biglaw and hauled ass hardcore back into banking. I deal mostly with debt-financed deals now with an emphasis on PE and real estate but I still clock a lot of hours with the M&A teams.

Personally I deal with a lot of distressed companies/assets. Lawyers are in the room for those deals and my legal education is valued. It's not really possible to build a good waterfall model without some lawyers navigating covenants. However, lawyers are treated as problem solvers and question answerers and they don't really get to drive the deal in a meaningful way. To be blunt, most experienced bankers pretty much know what the lawyers are going to say 90% of the time but they have to ask anyway to get due diligence documentation for CYA purposes and to just make sure there aren't surprises.

That said, for really big deals, especially ones involving a lot of regulatory agencies and governments, (anything telecom, anything antitrust, increasingly anything with big EU and even global presence, anything energy) lawyers are in the rooms negotiating and contacted really early. Even in these cases, there is no question the bankers drive the deals and valuations and the lawyers are more there to answer questions and, as I saw personally a few times, negotiate with FTC/DOJ (telecom licenses/radio spectrum ownership/antitrust in my case.) The negotiations and deal may almost entirely depend on what the lawyers come up with, but the lawyers are mostly problem solvers and specialized negotiators, not drivers of the deal. There is a couple very specialized guys, especially in middle market banking, who are both trained lawyers and bankers but they really are in the minority and tend to be hyperspecialized.

Back to OP. No, I don't think M&A teams are necessarily overrated. There have definitely been times where my MDs got to the point where they identified a few load bearing assumptions in the model that entirely depended on lawyers... and those are the cases where money becomes no object.

I am not on the deal and I don't know who it is but I bet you there is some super star lawyer on the ground in UK trying to get approval for nVidia to buy ARM.

Ex - lawyer here as well on buyside.

Our lawyers have been great for aggressive Chewy / Serta / Revlon / J. Crew / bullshit Apollo moves etc.

The BC partners Chewy lawyer better have been comp'ed extremely well. They added more value than any of the bankers / dealteams on that deal for returns.

Also certain lawyers are great for large syndicated lender negotiations and rallying the troops.