Incoming SA Capital Markets Group Forum

[Anonymous User]

Does anyone have advice for SAs entering a capital markets group?

I was wondering if there is any helpful background or general information that I could read or watch, so I'm not jumping into this cold.

Thanks!

[Anonymous User]

You could, I guess, go read Underwriting Agreements or Prospectus Supplements, but it's going to be way over your head unless youre super diligent. I'm not a model associate, but just take things as they come, go to the CLEs (and pay half attention) and youll be fine.

[h2go]

Junior capital markets work just involves standing around a printer a lot.

[dailygrind]

I might leaf through some of the articles on wowlw (Latham's cap markets blog, which is actually pretty great). There's not much that you are expected to know as a summer associate though, so I wouldn't sweat it if you roll in there without a lot of substantive knowledge.

[BigZuck]

Your time will probably be better spent increasing your alcohol tolerance and/or strategizing how to not end up a capital markets associate (real advice, not flame)

[BigZuck]

But yeah take Sec Reg next year if you haven't already. Don't worry about not knowing anything, most junior associates don't know anything either when they start/are given a new assignment

[RedGiant]

Does anyone have advice for SAs entering a capital markets group?

I was wondering if there is any helpful background or general information that I could read or watch, so I'm not jumping into this cold.

Thanks!

It'd be helpful if you know your way around sec.gov. So like, understand how to find the "Company filings" section and how to look stuff up for say, Apple Computer. Find the "Guide to SEC Forms" that's on there, so you understand the big ones--10K, 10Q, 8K, S1, 424B, DEF14A (that's annual report, quarterly report, event reporting, offering docs (S1/424B), proxy for annual meeting DEF14A. If you want to take a smidge of time, flip through an annual report and a proxy statement for a company you know (apple, tesla, whatever...) and just understand what parts are vaguely where.

If you want to get all gunnerish, you can whirl around on Bloomberg Law in the Securities section or on Practical Law (PLC) and read up on basic topics. You don't need to do any of this, but it might help with your comfort level.

If you want to be super-gunnerish, brush up on basic accounting so you are familiar with what a balance sheet, income statement and statement of cash flows looks like. It's just helpful to be able to navigate through the financial statements, but you DO NOT need to know what each line item is, or understand the notes to financial statements that in the back of an annual report or an offering document. Again--this is just about knowing where stuff is, not about understanding all the content or what it means.

If you want to read some short guides on what the '34 Act does versus the '33 Act, that'd be broadly useful, but no one is going to ask you that.

If you school library has any guides to SEC/Securities Law research, take a gander at those and understand what CD&I and how SEC rulemaking works. Again, this is way above and beyond, but it might be useful or helpful if you get a research assignment. You're NOT expected to know anything though! Promise.

And yes, you will probably spend a lot of time at the financial printer, where you work with partners and in-house counsel (or other folks on an offering) to finalize documents and then put them up on EDGAR, the SEC's website.

have a fun summer!

[Anonymous User]

Thank you for the help everyone. Looks like I'll need to brush up on some basics.

[Anonymous User]

Agree with all of the above if you want to get a head start on substantive knowledge for your own sake, but as somebody who did cap markets as an SA, there are plenty of tasks they will give you that don't require any knowledge. You'll probably do a lot of defined terms checks (checking to make sure all capitalized terms are defined, and vice versa), which will give you a chance to read through all the documents while billing time for it, and drafting ancillary documents, which will be a lot of replacing names and dates.

[Anonymous User]

Your time will probably be better spent increasing your alcohol tolerance and/or strategizing how to not end up a capital markets associate (real advice, not flame)

This is kind of true. I work in capital markets and most people dislike it. The work is very up and down, with hours being particularly brutal when up. Tough deadlines which means a lot of late nights even if you did nothing most of the day; I think margins have been getting a bit lower outside of ipo or high yield and firms compensate with more volume which can be overwhelming particularly as a junior. A lot of the work is international so you might work weird hours to accommodate for that.

Having said that, a lot of recs here are kind of silly since even junior attorneys do not know the substance of what they do particularly well. The rules are pretty complicated and a lot of junior work is dealing with auditors or due diligence. Showing willingness to work and learn is more than enough.