Top Law Schools

Preface: I know people will probably just tell me I'm dumb for worrying about this, but please hear me out.

I had to drop a course today that went through the stages of an energy M&A deal because:

a) It was 200+ pages of reading a week, which is 1.5x all of my other courses combined and only accounts for 2 of 15 credits.

b) The class was nearly exclusively LLMs/3Ls who all threw around terminology that suggested they really, really knew what they're talking about, and that was on day one.

c) The reading read like total gibberish, a mix of regulatory/statutory/tax/capm material with no particular organizational scheme. I'm sure that given enough time and effort, I could gain a working knowledge of all of it, but it seriously would've taken me like 8-12 hours of concentrated reading over 2 days.

The thing is I'm doing corporate in Houston for my SA next summer so the course is/would be totally in my wheelhouse. The professor actually told me that he used to be a client of one of the founding partners of the firm/office where I'm going.

My concern is am I too dumb for energy M&A? There's no way that practice like this right? I will get introduced on a more granular level--right? If it's like this, I'm having serious doubts that I could actually do it--though I'm sure once my ass/paycheck is on the line, I could, but it would be a pretty awful experience (beyond what I even expected from biglaw).

Don't worry - BigLaw firms don't expect SAs to know much of anything coming in. They won't expect you to be some kind of dealmaking savant on day 1.

Likely the professor is just bad at teaching M&A, and the LLMs/3Ls get it because they've all previously done deal work.

Anonymous User wrote:Preface: I know people will probably just tell me I'm dumb for worrying about this, but please hear me out.

I had to drop a course today that went through the stages of an energy M&A deal because:

a) It was 200+ pages of reading a week, which is 1.5x all of my other courses combined and only accounts for 2 of 15 credits.

b) The class was nearly exclusively LLMs/3Ls who all threw around terminology that suggested they really, really knew what they're talking about, and that was on day one.

c) The reading read like total gibberish, a mix of regulatory/statutory/tax/capm material with no particular organizational scheme. I'm sure that given enough time and effort, I could gain a working knowledge of all of it, but it seriously would've taken me like 8-12 hours of concentrated reading over 2 days.

The thing is I'm doing corporate in Houston for my SA next summer so the course is/would be totally in my wheelhouse. The professor actually told me that he used to be a client of one of the founding partners of the firm/office where I'm going.

My concern is am I too dumb for energy M&A? There's no way that practice like this right? I will get introduced on a more granular level--right? If it's like this, I'm having serious doubts that I could actually do it--though I'm sure once my ass/paycheck is on the line, I could, but it would be a pretty awful experience (beyond what I even expected from biglaw).

The dumb thing is dropping a class because the work was too demanding where the professor knows the founding partner of your summer firm. In case you don’t get why, that connection could have benefited you.

I don’t know what you expect to be taught at your firm. Going in with a basis of how deals work would have helped you a lot. You will be scrambling at your firm too. So will the other SAs, but this class could have helped you.

Npret wrote:The dumb thing is dropping a class because the work was too demanding where the professor knows the founding partner of your summer firm. In case you don’t get why, that connection could have benefited you.

Sure, if OP were to bust their rear end and do well in this class, the professor could become a valuable resource. But 1) there's no guarantee OP would do well even if they were to work their tail off - note how OP just isn't "getting" the subject matter, unlike their classmates, so OP's starting out at a substantial disadvantage; 2) working their tail off in this 2-credit class could result in OP bombing their other 13 credits - some of those other professors might also be valuable potential resources; 3) a successful SA doesn't need to have a personal connection to the firm's founding partner. A successful SA only needs to have a good attitude, work hard, and not egregiously mess up. OP already has the SA offer in hand - s/he's not scrambling to get out of the Vale.

Npret wrote:I don’t know what you expect to be taught at your firm. Going in with a basis of how deals work would have helped you a lot. You will be scrambling at your firm too. So will the other SAs, but this class could have helped you.

I took - and did well in - an M&A class before summering. While the class was helpful, I certainly didn't start off knowing how to practice transactional law. I did not have a substantially easier learning curve than my fellow SAs who hadn't taken an M&A class in 2L.

It doesn’t matter.

QContinuum wrote:

Npret wrote:The dumb thing is dropping a class because the work was too demanding where the professor knows the founding partner of your summer firm. In case you don’t get why, that connection could have benefited you.

Sure, if OP were to bust their rear end and do well in this class, the professor could become a valuable resource. But 1) there's no guarantee OP would do well even if they were to work their tail off - note how OP just isn't "getting" the subject matter, unlike their classmates, so OP's starting out at a substantial disadvantage; 2) working their tail off in this 2-credit class could result in OP bombing their other 13 credits - some of those other professors might also be valuable potential resources; 3) a successful SA doesn't need to have a personal connection to the firm's founding partner. A successful SA only needs to have a good attitude, work hard, and not egregiously mess up. OP already has the SA offer in hand - s/he's not scrambling to get out of the Vale.

Npret wrote:I don’t know what you expect to be taught at your firm. Going in with a basis of how deals work would have helped you a lot. You will be scrambling at your firm too. So will the other SAs, but this class could have helped you.

I took - and did well in - an M&A class before summering. While the class was helpful, I certainly didn't start off knowing how to practice transactional law. I did not have a substantially easier learning curve than my fellow SAs who hadn't taken an M&A class in 2L.

You don’t have to be the star student to leverage a connection between a professor and a founding member of the firm.

I’m not sure why knowing the basics of M&A wasn’t an advantage over someone who had no idea about structuring deals, etc, but maybe it’s irrelevant to the work SAs actually do.

OP here. Thanks everyone for your responses.

Npret, I can definitely see your point about the connection. This course is probably being offered again next year so I'll probably try to take it when I have less credits to get out of the way.

I don't think I would have learned much of anything about how deals work from the class. I would have just barely kept up not looking like an idiot in class since participation counted heavily. I'm willing to read multiple well-written books that explain what considerations/steps there are to deals to learn about M&A rather than take the class--though I get that partners, like professors, may not bother to explain things clearly either.

Npret wrote:You don’t have to be the star student to leverage a connection between a professor and a founding member of the firm.

One, sure, you don't need to CALI the class, but you do still need to do well. Two, again, there's no need to have a connection to a founding partner in order to be a successful summer.

Npret wrote:I’m not sure why knowing the basics of M&A wasn’t an advantage over someone who had no idea about structuring deals, etc, but maybe it’s irrelevant to the work SAs actually do.

One, no firm's going to put a summer in charge of structuring an eight/nine-figure M&A deal. Even junior associates don't get to do that. Two, even to the extent it might help to know, for example, what a most-favored-nations clause might look like, no firm's going to ask any associate (let alone a summer) to draft a MFN clause from scratch. There's going to be precedents to rely on.

Yes you made the right call dropping the class. And no, not understanding everything doesn't mean that you're too dumb for transactional work.

This is the first semester of your 2L year. Have you even taken Corporations yet? Regardless, the fact that most of the students in the class were 3Ls/LLMs indicates that it is more of a capstone class than a regular black letter class. Just take it next year. Take corps and related classes this year (if you haven't already).

The idea that a former client telling a partner that some random SA did good in his class would have any tangible benefit for said SA is just silly.

Pneumonia wrote:Yes you made the right call dropping the class. And no, not understanding everything doesn't mean that you're too dumb for transactional work.

This is the first semester of your 2L year. Have you even taken Corporations yet? Regardless, the fact that most of the students in the class were 3Ls/LLMs indicates that it is more of a capstone class than a regular black letter class. Just take it next year. Take corps and related classes this year (if you haven't already).

+1

Don't worry about it, op. You weren't going to remember anything anyway.