ECVC lawyers: When did you start running deals? Forum

[olliethedoxie]

Title. Just curious where other folks are landing compared to my current experience. Junior at a V20 in a major market. I do ECVC, gen corp and M&A, but really love all things early stage companies.

I led (I.e., drafted the financing docs and was the primary client contact for) a few Seed / Series A deals as a first year who I’m now general outside counsel for, and am generally doing the same (but varying with investor-side work) now.

I feel like I’m getting insane experience but would love to check myself. Also interested in what I should be striving for / making my goals as an experienced junior / transitioning to mid-level.

[Anonymous User]

Started running deals in full around year three. You probably should have gotten reps drafting the main financing docs and producing initial issues lists (whether company- or investor-side) under supervision around year two.

[attorney589753]

There is a bit of nuance. Sometimes ECVC drafting is really cookie cutter. For a cookie cutter deal (update the docs from Series A to Series B, layer in a new class, add a new board member) or draft a simple Series Seed, I would start giving that out around start of 2nd year. And at 1st or 2nd year level, I would review someone's work for obvious mistakes.

By the time they reached third or fourth year I would be asking the junior to draft the NVCA docs regardless of the complexity, although maybe 10% of deals have an atypical term or two (like variable warrant coverage, secondary component, custom reps) that could be hard to draft your first time and if you don't have good precedent.

I think it's actually fairly easy to see how you are progressing on these docs based on senior associate/partner-level comments. Did you miss entire concepts in your draft (like you forget to update the SPA cap rep?), did you get all the concepts but draft some straight incorrectly (such as drafting a pari passu liquidation preference when the the term sheet said senior liquidation, or forgetting to add service requirements to certain votes), or are their comments mere wordsmithing?

Looking ahead, once you reach the advanced level of drafting, the next skill unlock is being able to explain and summarize the changes to the client, and similarly feeding the doc drafting changes into the term sheet negotiation stage (explaining to the client what each term in the term sheet means). That was usually senior associate job, or a good midlevel. Also, one challenge for the mid-level role is that you could be striving to do all of the next level stuff but you can't just ignore everything below: Is someone preparing the signature pages, is there a closing checklist, is the disclosure schedule getting adequate attention and being accurately tied to the SPA reps and warranties?. A lot of people can do one or the other on any given deal but takes time to balance the stretch goals with the management of juniors/paralegals.

[LittleRedCorvette]

Nobody get mad at me, as I'm not familiar with ECVC work generally. Reading the above responses and wondering: why would anyone pay biglaw rates for something that can generally be handled with (apparent and relative) ease by a 2nd-4th year?

[attorney589753]

Nobody get mad at me, as I'm not familiar with ECVC work generally. Reading the above responses and wondering: why would anyone pay biglaw rates for something that can generally be handled with (apparent and relative) ease by a 2nd-4th year?

Clients won't pay partner (or even senior associate) $1k+ rates for drafting these documents. They are paying partner rates for term sheet negotiation, board governance advice, should we do a financing round or IPO or M&A sale, troubled situations, etc. It's one thing to be able to draft founder super voting provision based on a firm precedent (midlevel should be able to do that) but in what cases can/should the founder even ask for super voting, what are the current market trends on it in the last 9 months, etc. Also a partner or even senior associate in these practice areas will commonly have 50+ clients and the top ones may have hundreds. Finally you do need a set of second eyes to make sure no mistakes are made in the drafting.

[Kikero]

Agree.

Also worth noting that on the investor side fees are generally covered by the Company. And on the Company side the legal fees are directly in connection with a financing transaction that brings in millions of dollars. Similar to legal fees in connection with sell-side M&A and capital markets deals, it’s psychologically easier to cut a check when you’re receiving a really big one yourself.

[Anonymous User]

I agree with the above and think the transactions aren’t hard and can be done juniors early on, but the explanations and reasoning is big and also the outside GC work that takes up non-deal time is where juniors need more experience, instruction, etc. before taking full ownership.