Substantive Tech Trans in NYC

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Substantive Tech Trans in NYC

Post by Anonymous User » Tue Oct 13, 2020 6:32 pm

I'm a (now) second year in a V20 NYC firm doing "tech transactions" that is really just 90% M&A support work (IP/IT diligence, purchase agreement markups, drafting of deal-related license/SaaS agreements, etc.). My current goal is in-house at FAANGM or the like, which doesn't seem very likely at my firm based on where former members of my group have exited to (though the sample size is quite small). I have to rotate soon for a year per firm policy and will likely choose M&A. My thought is to spend a few months doing general M&A to get more exposure to how full deals (and companies more generally) are actually run and then use that and my background in "tech trans" to leverage a lateral spot somewhere else in the city that does more substantive tech trans work. I essentially have two questions:

1. What firms should I be targeting that do more substantive tech trans work in NYC? I know the bulk of that work is on the West Coast but I'm tied here. From the research I've done, seems like Gunderson, Cooley, WSGR and MOFO (who has a very solid track record of tech trans people going in-house to Google, going by Laterally) are some of the heaviest hitters in the city but I'd like to apply to as many viable options as possible.

2. Does the M&A rotation idea described above make sense in terms of marketing myself as a better candidate for a more substantive tech trans and, eventually, in-house role? If not, it's been suggested to me that I could possibly make a case to stay in my group but am told the odds definitely weigh in favor that I will have to rotate. I suppose capital markets might also be an option for rotation to get more public company exposure?

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Re: Substantive Tech Trans in NYC

Post by Anonymous User » Fri Oct 16, 2020 12:10 am

5th year associate here practicing in a tech transactions group at a NYC firm.

I can't speak to #2, but for #1: the short answer is that there is, without question, extremely little substantive tech transactions work in NYC, but you shouldn't necessarily assume that substantive tech transactions work is a prerequisite to go to a FAANGM or another sexy tech company.

The reality is that very few NYC-headquartered firms invest in their tech transactions practice other than to service M&A and capital markets matters (and accordingly, the work you've been exposed to is consistent with the type of tech transactions work at the vast majority of these firms). At these NYC HQ firms, most transactions groups are treated almost identically to the other "specialist" corporate groups that predominantly exist to service the key revenue generators at these firms (e.g., executive comp/benefits, labor, FDA/regulatory, etc.). You're absolutely right--it is, in most cases, extremely boring, redundant work where you might often feel like a second class citizen to the M&A and/or capital markets associates who are primarily interfacing with the client and acting as the "quarterback" for the deals. The most interesting work you will do are the oddball deals that require ancillary license/services/development agreements, where those documents are occasionally just as important as the merger agreement/stock purchase agreement/etc.

If you want to do more substantive work, then yes, you should be looking at the NY satellite offices of firms that are based either in San Francisco/Silicon Valley (technology and some life sciences) or Boston (mostly life sciences). Those firms tend to have tech transactions practices that work primarily on standalone deals (i.e., licensing and other strategic agreements). Accordingly, it's very common for tech transactions associates at NY V10's to lateral to these firms based on the promise that they'll get to do more substantive work. I work at a firm based in one of those two locations, and only 5-10% of my practice consists of M&A/capital markets deal support (and I kick and scream every time I'm asked to do it). As a caveat, however, I have definitely encountered NY satellites whose NY-based tech transactions associates still provide mostly M&A support, while their colleagues in SF and Boston do the substantive work.

That being said, doing substantive tech transactions work isn't always a prerequisite to work at a tech unicorn. I have definitely seen tech transactions associates at Skadden, Weil, etc. jump ship to impressive companies, despite the fact that they've spent 80% of their legal careers marking up IP reps/warranties in purchase agreements. Many of these firms still service fortune 500 tech companies, the prestige of working at [insert V10] certainly doesn't hurt, and even if they only work on 1-2 substantive matters a year, that can still be sometimes sufficient (after enough years in biglaw) to cobble together a resume that appears to consist of interesting, substantive work.

So I think you need to ask yourself: is your sole goal to end up at a FAANGM, or are you looking to do substantive, interesting work that won't make you want to blow your brains out? If it's the former, then you might be able to stick around at a NY-based V10-V20 and still end up where you ultimately want to be. If it's the latter, then start interviewing at SF and/or Boston-headquartered firms and ask lots of questions during your interview about what their NY tech transactions practice actually consists of.


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Re: Substantive Tech Trans in NYC

Post by jagpaw » Fri Oct 16, 2020 12:45 am

Just for background, is “substantive” tech trans considered interesting just bc you’re tasked with drafting standalone licensing/development agreements, or are there other technical aspects involved?

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