Any banking/debt finance lawyers here?

[Andalusian2400]

 

I have a few questions regarding banking and finance law

1) what do junior associates do? Is it all mind numbing collection of documents for the conditions precedent? When do they get responsibility and what does that entail? Writing fee letters or actually structuring the covenant?

2) do you like this practice area? Do you find it interesting and the clients tolerable?

3) is there any way to avoid levfin if you want to focus more on distressed financing like DIP, exit and workouts, or project finance or general corporate finance or structured finance

4) how important is client development? 

5) exit opportunities?

[AHLALA]

Hey - mid-level associate at a national firm here. I do about 1/3 banking and 2/3 M&A and commercial work.

The general preface to my answers is that I find banking law to be generally a more sophisticated field than M&A. The responsibilities among clients and counsels, and lenders and borrowers are well defined. It is also a field with more volume; e.g. although I spend more than twice the time on M&A work than on banking deals, I have closed more banking deals than M&A transactions. This means you gain experience and can take on responsibility quicker, but a part of the reason why there is more volume in banking is that deals are generally structured in the same way and there is little to no due diligence involved, which makes the work (in my experience) more repetitive than M&A. 

1 - Draft and review corporate documents (resolutions and officer certificates related to the deal) and general project management (chasing condition precedents, keeping tabs on the status of documents, gathering and compiling signatures and coordinating with local counsels if the deal involves other jurisdictions). You also start being involved in the drafting of the security an credit documents quite quickly. I did my first draft of a credit agreement during my first year and several drafts of GSA, hypothecs, guarantees and other documents. You get responsibilities much quicker than in M&A because of the volume of transactions you are exposed to. 

2 - Yeah. Personally, I find it a bit less interesting than M&A, but it remains intellectually stimulating. Clients are generally more sophisticated (and hence more tolerable), especially lenders. It can get quite intense at time (especially this time of the year), but in general, the roller-coaster is a bit more manageable than in M&A, e.g. lower highs and higher lows. 

3 - I would think so, but it probably depends on your market and firm. At a large firm in Toronto? Sure. You'll probably do a bit of everything at first, but if you demonstrate your interest and talent to the partners doing these types of deal, you'll be doing a lot of them. 

4 - Hard to say, but probably a bit less important than in other fields, since a lot of the work comes from large institutional clients (big banks) or is ancillary to transactions of the M&A group. 

5 - From what I have seen, not as much as in M&A, but there are still opportunities at financial institutions and in large governmental/quasi-governmental or commercial institutions. 

[99problems]

2 hours ago, AHLALA said:

Hey - mid-level associate at a national firm here. I do about 1/3 banking and 2/3 M&A and commercial work.

The general preface to my answers is that I find banking law to be generally a more sophisticated field than M&A. The responsibilities among clients and counsels, and lenders and borrowers are well defined. It is also a field with more volume; e.g. although I spend more than twice the time on M&A work than on banking deals, I have closed more banking deals than M&A transactions. This means you gain experience and can take on responsibility quicker, but a part of the reason why there is more volume in banking is that deals are generally structured in the same way and there is little to no due diligence involved, which makes the work (in my experience) more repetitive than M&A. 

1 - Draft and review corporate documents (resolutions and officer certificates related to the deal) and general project management (chasing condition precedents, keeping tabs on the status of documents, gathering and compiling signatures and coordinating with local counsels if the deal involves other jurisdictions). You also start being involved in the drafting of the security an credit documents quite quickly. I did my first draft of a credit agreement during my first year and several drafts of GSA, hypothecs, guarantees and other documents. You get responsibilities much quicker than in M&A because of the volume of transactions you are exposed to. 

2 - Yeah. Personally, I find it a bit less interesting than M&A, but it remains intellectually stimulating. Clients are generally more sophisticated (and hence more tolerable), especially lenders. It can get quite intense at time (especially this time of the year), but in general, the roller-coaster is a bit more manageable than in M&A, e.g. lower highs and higher lows. 

3 - I would think so, but it probably depends on your market and firm. At a large firm in Toronto? Sure. You'll probably do a bit of everything at first, but if you demonstrate your interest and talent to the partners doing these types of deal, you'll be doing a lot of them. 

4 - Hard to say, but probably a bit less important than in other fields, since a lot of the work comes from large institutional clients (big banks) or is ancillary to transactions of the M&A group. 

5 - From what I have seen, not as much as in M&A, but there are still opportunities at financial institutions and in large governmental/quasi-governmental or commercial institutions. 

Thanks for the insight. I have a question regarding M&As for you. In terms of time you spend, can you talk about the securities aspect and corporate law aspect of M&A? In a general case, do you get to work on both or another person/team is entrusted with the other aspect? Does this kind of work (i.e. securities and M&A) remain intellectually stimulating or do they become rather repetitive after you get the hang of it?

[Andalusian2400]

5 hours ago, AHLALA said:

Hey - mid-level associate at a national firm here. I do about 1/3 banking and 2/3 M&A and commercial work.

The general preface to my answers is that I find banking law to be generally a more sophisticated field than M&A. The responsibilities among clients and counsels, and lenders and borrowers are well defined. It is also a field with more volume; e.g. although I spend more than twice the time on M&A work than on banking deals, I have closed more banking deals than M&A transactions. This means you gain experience and can take on responsibility quicker, but a part of the reason why there is more volume in banking is that deals are generally structured in the same way and there is little to no due diligence involved, which makes the work (in my experience) more repetitive than M&A. 

1 - Draft and review corporate documents (resolutions and officer certificates related to the deal) and general project management (chasing condition precedents, keeping tabs on the status of documents, gathering and compiling signatures and coordinating with local counsels if the deal involves other jurisdictions). You also start being involved in the drafting of the security an credit documents quite quickly. I did my first draft of a credit agreement during my first year and several drafts of GSA, hypothecs, guarantees and other documents. You get responsibilities much quicker than in M&A because of the volume of transactions you are exposed to. 

2 - Yeah. Personally, I find it a bit less interesting than M&A, but it remains intellectually stimulating. Clients are generally more sophisticated (and hence more tolerable), especially lenders. It can get quite intense at time (especially this time of the year), but in general, the roller-coaster is a bit more manageable than in M&A, e.g. lower highs and higher lows. 

3 - I would think so, but it probably depends on your market and firm. At a large firm in Toronto? Sure. You'll probably do a bit of everything at first, but if you demonstrate your interest and talent to the partners doing these types of deal, you'll be doing a lot of them. 

4 - Hard to say, but probably a bit less important than in other fields, since a lot of the work comes from large institutional clients (big banks) or is ancillary to transactions of the M&A group. 

5 - From what I have seen, not as much as in M&A, but there are still opportunities at financial institutions and in large governmental/quasi-governmental or commercial institutions. 

thanks for the reply

 

1) of all the work you do what specifically is the most interesting?

2) do you find levfin more intense than equity m&a?

3) do you think banking and finance is mobile in that it's easy to move to US biglaw with that as your practice focus

[AHLALA]

9 hours ago, not not a lawyer said:

In terms of time you spend, can you talk about the securities aspect and corporate law aspect of M&A? In a general case, do you get to work on both or another person/team is entrusted with the other aspect? Does this kind of work (i.e. securities and M&A) remain intellectually stimulating or do they become rather repetitive after you get the hang of it?

I do mostly private M&A and do not have must experience or knowledge of securities law. In deals that involve public companies, there will be someone at my level or more senior handling (or guiding me through) the securities aspects of the deal.

In terms of intellectual stimulation, I expect it to remain stimulating for a while, as I find the more senior aspects of deal work, such as negotiation and strategy, very interesting. As you gain in experience, you can do some of your tasks faster and/or start working with articling students or more junior associates, which frees up time to take on more responsibilities and additional challenges. The main steps looks like:

1. Junior: due diligence, coordinating due diligence with the target and the specialists, drafting corporate documents resolutions, certificates, ...)
2. Mid-level: all of the above, when required, plus deal management, drafting main and ancillary agreements and review diligence work
3. Senior: all of the above, when required, plus reviewing main agreements and spending more time in negotiations / strategic work. 

6 hours ago, Andalusian2400 said:

1) of all the work you do what specifically is the most interesting?

2) do you find levfin more intense than equity m&a?

3) do you think banking and finance is mobile in that it's easy to move to US biglaw with that as your practice focus

1 - Banking can be very interesting. I find the drafting easier as there is a bit less editorial preferences and it is generally a bit more collaborative - but I have a personal preference for the commercial and strategic considerations involved in M&A deals. That said, I still find some banking deals more interesting than some M&A deals - so it's not black or white. 

2 - no, when you close a private equity deal, it is very rare that the banking team goes to bed after the M&A team.

3 - yes, but maybe not as much as M&A, in my experience (which is only made up of anecdotal evidence). Banking is a more regulated than M&A and thus might be more jurisdictionally specific. I have seen people move between Canadian provinces, but not to the US, although I'm sure it's doable. In the emails we've been receiving from US recruiters in the past year, they mention both M&A and finance as sectors looking to recruit Canadian associates.

[Andalusian2400]

On 12/13/2021 at 5:45 AM, AHLALA said:

I do mostly private M&A and do not have must experience or knowledge of securities law. In deals that involve public companies, there will be someone at my level or more senior handling (or guiding me through) the securities aspects of the deal.

In terms of intellectual stimulation, I expect it to remain stimulating for a while, as I find the more senior aspects of deal work, such as negotiation and strategy, very interesting. As you gain in experience, you can do some of your tasks faster and/or start working with articling students or more junior associates, which frees up time to take on more responsibilities and additional challenges. The main steps looks like:

1. Junior: due diligence, coordinating due diligence with the target and the specialists, drafting corporate documents resolutions, certificates, ...)
2. Mid-level: all of the above, when required, plus deal management, drafting main and ancillary agreements and review diligence work
3. Senior: all of the above, when required, plus reviewing main agreements and spending more time in negotiations / strategic work. 

1 - Banking can be very interesting. I find the drafting easier as there is a bit less editorial preferences and it is generally a bit more collaborative - but I have a personal preference for the commercial and strategic considerations involved in M&A deals. That said, I still find some banking deals more interesting than some M&A deals - so it's not black or white. 

2 - no, when you close a private equity deal, it is very rare that the banking team goes to bed after the M&A team.

3 - yes, but maybe not as much as M&A, in my experience (which is only made up of anecdotal evidence). Banking is a more regulated than M&A and thus might be more jurisdictionally specific. I have seen people move between Canadian provinces, but not to the US, although I'm sure it's doable. In the emails we've been receiving from US recruiters in the past year, they mention both M&A and finance as sectors looking to recruit Canadian associates.

Do you find public m&a more challenging/technically complex? Do you find it more enjoyable?

[AHLALA]

Public M&A is really M&A in the context of securities regulations. In my experience, you still have a somewhat usual M&A structure, plus a securities considerations. In other words, it is not per se more challenging or technically complex, not more than M&A in the context of environmental or privacy regulations. Some deals are purely private and very complex, some deals are public and straightforward. The average public deal might be a bit more complex, because they tend to be larger - but you can have very creative private deal. 

Honestly, I would not overthink it. As a student at a firm, you'll get to try these areas and whether you get along with the specific lawyers in these groups and the needs of such group when you article will likely be more determinative than the intrinsic characteristics public M&A or banking law.