M&A = THE most overrated practice group Forum

[Anonymous User]

Good to hear. Drop out incoming.

[Anonymous User]

Almost any career involves suck sucking. It's not unique to law. There are generally just a lot of dicks to suck and, if you are at a firm, you need to be ready to deep throat that 15" at the drop of a hat and smile through the whole thing.

I wouldn't change anything except starting to look for in house gig as a 3rd year rather than as a 5th.

[DoveBodyWash]

how does private equity work compare? Is it just the same thing as M&A?

[FSK]

Almost any career involves suck sucking. It's not unique to law. There are generally just a lot of dicks to suck and, if you are at a firm, you need to be ready to deep throat that 15" at the drop of a hat and smile through the whole thing.

I wouldn't change anything except starting to look for in house gig as a 3rd year rather than as a 5th.

It seems like with law, sucking dick doesn't really get you anywhere in the long terms, and there's SO much dick.

[Anonymous User]

how does private equity work compare? Is it just the same thing as M&A?

If you are on fund formation side, PE is very different than M&A. If you are on transactional side, there is very little difference at most firms. I actually like strategic buyers more than PE. I find strategics to be easier to work with, more pleasant and smarter, but that's just my experience. That said, PE deals tend to be a little more complex in structure. Another plus for strategic deals is getting to listen in on integration issues/considerations. You don't get that as much with PE unless it's an add-on.

[Anonymous User]

how does private equity work compare? Is it just the same thing as M&A?

If you are on fund formation side, PE is very different than M&A. If you are on transactional side, there is very little difference at most firms. I actually like strategic buyers more than PE. I find strategics to be easier to work with, more pleasant and smarter, but that's just my experience. That said, PE deals tend to be a little more complex in structure. Another plus for strategic deals is getting to listen in on integration issues/considerations. You don't get that as much with PE unless it's an add-on.

When you say strategic buyers, are you referring to Buffet-type buyers?

[JusticeHarlan]

how does private equity work compare? Is it just the same thing as M&A?

If you are on fund formation side, PE is very different than M&A. If you are on transactional side, there is very little difference at most firms. I actually like strategic buyers more than PE. I find strategics to be easier to work with, more pleasant and smarter, but that's just my experience. That said, PE deals tend to be a little more complex in structure. Another plus for strategic deals is getting to listen in on integration issues/considerations. You don't get that as much with PE unless it's an add-on.

I know people, at multiple firms, that came in all gung-ho to do PE mergers and live out Barbarians at the Gates, but wound up hating all things relating to PE mergers and settled into fund formation work, which apparently came with a notable increase in quality of life.

[JusticeHarlan]

how does private equity work compare? Is it just the same thing as M&A?

If you are on fund formation side, PE is very different than M&A. If you are on transactional side, there is very little difference at most firms. I actually like strategic buyers more than PE. I find strategics to be easier to work with, more pleasant and smarter, but that's just my experience. That said, PE deals tend to be a little more complex in structure. Another plus for strategic deals is getting to listen in on integration issues/considerations. You don't get that as much with PE unless it's an add-on.

When you say strategic buyers, are you referring to Buffet-type buyers?

Not the quoted anon, but "strategics" normally refers to large, generally public companies (GE, Oracle, etc.) that are buying up smaller companies to integrate them into their existing business. They are the folks usually talking about "synergies" and are contrasted against PE buyers for whom most acquisitions are stand-alone portfolio companies. Buffet might fit there, but I think his acquisitions tend to be more independent pieces than (say) Facebook buying up Whatsapp.

[lacrossebrother]

idk if this thread is that true. these two biglaw partners at different firms came to one of my classes last night to do a mock negotiation for VC/Tech startup shit. They were real smart, and seemed to suggest they fly all over to do these negotiations and use spreadsheets and negotiate complicated instruments on term sheets head 2 head.

[lacrossebrother]

oh i see that M&A is apparently different than PE for lawyers.

[bjsesq]

idk if this thread is that true. these two biglaw partners at different firms came to one of my classes last night to do a mock negotiation for VC/Tech startup shit. They were real smart, and seemed to suggest they fly all over to do these negotiations and use spreadsheets and negotiate complicated instruments on term sheets head 2 head.

Did you blow either of them? I am trying to figure out if the sucking dick is strictly limited to people at one's own firm, or if it really is dicks all the way down.

[lacrossebrother]

no they blew themselves though.
"There's only three or four world class VC lawyers in this city, and you've got two of them tonight."

[FSK]

Yes, I want to be world class at sucking client dicks & getting divorced. Got it.

Thanks.

[bjsesq]

no they blew themselves though.
"There's only three or four world class VC lawyers in this city, and you've got two of them tonight."

Teach a man to suck a dick, you feed him for a day. Teach a man to suck his own dick, you feed him forever.


IMO, of course.

[Desert Fox]

[youtube]HYJCHoEDNgs[/youtube]


A+++ Would Listen Again

[Anonymous User]

no they blew themselves though.
"There's only three or four world class VC lawyers in this city, and you've got two of them tonight."

I do VC law. We don't do M&a deals. We do venture capital financings. A lot easier.

[Anonymous User]

VC deals are easier but a little boring IMO. Kinda damned either way. M&A deals are more interesting but VC deals are much less of a headache and much less contentious. VC still comes with fire drills, but they are usually shorter lived. You may get a 2am night on a VC deal but doubtful you'll have an all nighter, at least in my experience. Most corporate groups do both VC and M&A though. So, you can't really choose to do solely one or the other at most firms.

[Anonymous User]

how does private equity work compare? Is it just the same thing as M&A?

Assuming you're talking about private equity M&A, and not private equity fund formation, there are some differences, but they're not huge.

1. PE M&A has less securities work. In a public company deal (which is most of strategic M&A), you'll be very involved in the securities filings even as an M&A associate. Unless it's a take-private deal (pretty rare these days), PE M&A won't have much of a securities component. By contrast, PE M&A is nearly always debt financed, so you'll interact with a financing team a lot. Strategic M&A is sometimes debt financed, but less often.

2. PE M&A has less diligence. I don't want to give the impression that there isn't still a lot of diligence. There is. But in a public company deal, the board has to satisfy the shareholders that it has done its job correctly. Thus, everything needs to be combed through in much more intricate detail, and even minor missing/problematic diligence items can sometimes hold up or stop a deal. For PE, the client just wants to know that the target isn't going to fall apart as soon as it's acquired and that it doesn't have a huge pile of undisclosed liabilities. They want to know the basics.

3. PE M&A is led by repeat players. Even the most aggressive strategic acquirers do maybe one or two deals a year. PE of course does dozens of deals a year. The people know what they're doing. This means that they know when you're doing something wrong/weird, and it also means that they have strong expectations of the pace of the transaction. That can be a good thing (they know how long work should take and thus won't give totally insane deadlines) except that they also know that on this one deal the firm was able to diligence an entire $5 billion acquisition over a weekend, so you should be able to do that, too. Strategic M&A sometimes has clients who have unreasonable expectations, but they're also more open to being guided by their lawyers (usually).

[romothesavior]

As a reminder, the anon feature is to be used only when disclosing sensitive information.

[Anonymous User]

So I guess OP is tucker max mid-career had he stayed in law.

[Desert Fox]

As a reminder, the anon feature is to be used only when disclosing sensitive information.

Also, as a reminder, Mods may not know why something is sensitive, so you should err on the side of extreme caution when de-anonymizing a post. I think you guys shouldn't even both making statements like that because it is chilling, but that is your call. Doubly so because it doesn't appear anyone is abusing anon ITT.

[Old Gregg]

VC deals are easier but a little boring IMO. Kinda damned either way. M&A deals are more interesting but VC deals are much less of a headache and much less contentious. VC still comes with fire drills, but they are usually shorter lived. You may get a 2am night on a VC deal but doubtful you'll have an all nighter, at least in my experience. Most corporate groups do both VC and M&A though. So, you can't really choose to do solely one or the other at most firms.

Name one V20 firm that does VC work.

[Anonymous User]

VC deals are easier but a little boring IMO. Kinda damned either way. M&A deals are more interesting but VC deals are much less of a headache and much less contentious. VC still comes with fire drills, but they are usually shorter lived. You may get a 2am night on a VC deal but doubtful you'll have an all nighter, at least in my experience. Most corporate groups do both VC and M&A though. So, you can't really choose to do solely one or the other at most firms.

Name one V20 firm that does VC work.

I have experience with VC on the business side. VC legal work is very standardized work. Funds and companies don't want to pay high legal fees, so V20 firms rarely do it. For all the stuff you learn about in your VC law class (participation rights, waterfall, voting rights, etc.), you just include the standard language for the specific terms and provisions that the investors and CEO's agree on.

[Old Gregg]

You said you can't really one and not the other at "most firms." This implies that "most firms" do so much VC work that you can't avoid. But there are maybe 9 firms in the NLJ250 that do VC work.

[Desert Fox]

You said you can't really one and not the other at "most firms." This implies that "most firms" do so much VC work that you can't avoid. But there are maybe 9 firms in the NLJ250 that do VC work.

It would be useful if you posted a thread about which firms do that kind of work. There seems to be a real lack of knowledge about it. Nobody on TLS (save you) seems to know shit about it.