University: University of Oxford
Degree: Philosophy, politics and economics
Year of qualification: 2019
Position: Associate
Department: Finance

Why solicitor not barrister?

As someone who completed a non-law degree, I considered various options. I knew I wanted a commercial or finance-related role based in the City. Law was one of the options that appealed, so I completed a few vacation schemes to get an idea of the work. When choosing between solicitor and barrister, I was drawn to the collaborative side of working as a solicitor. I wanted to work in an advisory role; the antagonistic aspects of working in court and standing up and presenting to a judge never really appealed.

How did you decide which firms to apply to?

I was drawn to US firms because I already had an idea that I wanted to do transactional work, and the practice group mix at firms like Ropes & Gray International LLP, which focus on private capital, appealed to me. Ropes & Gray, like many US firms, has a small trainee intake, which I found very effective. I was only one of three trainees, and in generally leaner teams, allowing for more responsibility and opportunities to take on more challenging work early on.

What do you think made your application successful?

At the time, Ropes & Gray was a very new office – it still relatively is. When I joined, the firm had been in London for only five years. We’re now coming up to our 15th anniversary. In my application, I highlighted that I was a self-starter, which I think fit well with what the firm was looking for. As is the case at many firms, you must demonstrate that you’re sufficiently committed to pursuing a career in law. This was a challenge and something I invested time into demonstrating as a non-law student. It’s also important to show an interest in firms’ specialist practice areas. If someone's reading your application and they can swap the name of the firm with another similar firm, then it's probably not tailored enough. You’ve got to show the person reviewing the applications that you've done your research and you really do know what’s distinctive about a particular firm. For applicants applying currently, it’s still equally as important to demonstrate that level of commitment, especially given the amount of time and investment that the firm takes on when accepting a new trainee.

Which departments did you train in?

My first seat was in private equity (PE) transactions, so working on M&A deals and portfolio company work. Then I completed seats in tax, finance and private investment funds. Therefore, my entire training contract was quite focused around Ropes & Gray’s core offering of private capital.

What’s one piece of feedback you received as a trainee that has stuck with you?

You should always make it easier for whoever is reviewing your work. As you get more senior that might be the client, but as a trainee or a junior solicitor, that’ll be the mid-level associate or partner. To do this, you’ve got to think proactively and offer your own solutions to issues, instead of immediately running to someone with a problem. Obviously, that does have to be balanced with not spinning your wheels if you’re really stuck and needing to ask questions.  

I’d also advise future trainees to try to read as much as possible and understand the wider context of a deal. You might just be asked to draft a letter or make some minor changes to a document; however, if there’s a reference to another agreement, you should look that reference up to check it’s correct – in some cases it won’t be. You should research the issues you’re working on to ensure you understand why certain things are being done. This helps to build up your knowledge over time.

Please outline your area of expertise. What might you do in a typical day?

The typical day for me depends on what stage a deal is at. I’m usually working on several matters and deals will be at different stages. If a deal is in its early stages, I’ll be working on understanding the commercial context and I might have client calls to understand the basics of the deal. If  acting borrower side, we’ll prepare a grid or a term sheet, which is then circulated to the lenders.

Once we’re in the real swing of things, we’ll begin negotiating commitment papers, term sheets or credit agreements. That's when we review and exchange drafts with counsel on the other side. During this stage, a lot of issues can come up. The parties may believe they’ve reached a commercial agreement, but once the terms are written down, it may become clear that some details weren’t actually aligned.

This process involves not only agreeing on the legal and technical points with the lawyers, but also identifying key commercial issues for the client and presenting everything in a clear, accessible way. This gives the client the information they need to decide whether to agree to something.

Finally, we have the execution stage, which is when you get to closing or funding a finance transaction, depending on the deal. There's often lots of parties involved and we have to coordinate to ensure everything’s on track for funding and closing. That's really the sprint at the end of a deal.

Please discuss a current/recent specific deal/case, outlining your role in the matter.

The largest transaction I've worked on over the past 12 months is the restructuring for Altice France, which is one of our long-standing corporate clients. It's a telecommunication business in France, which had more than $20 billion of debt in the form of credit facilities, loans and bonds. In a rising interest rate environment, the company needed to enter into negotiations with creditors to reduce that debt burden.  

At the start of the transaction, I got involved in negotiations with a specific group of lenders to create a lockup agreement being the terms they'd be willing to proceed on with the restructuring. There were lots of different creditor groups involved, alongside many different teams at Ropes & Gray and other law firms. For example, we worked with our US restructuring team, our UK restructuring team, our UK bond team and a whole host of French law firms. Once the deal was agreed with the creditors, it went through a French process to be approved by the Paris court. The deal was in the hands of the French restructuring lawyers for a while, but now we’re in the implementation phase and working on agreeing all of the finance documents for the company going forward. Ultimately it was agreed that part of the debt would be reduced in exchange for shares given to the lenders and a mix of cash payments. However, there will still be a significant amount of debt that needs to be documented, which is where we in the finance team continue to be involved.

What are the most challenging and rewarding aspects of life as a lawyer?

One of the most challenging aspects of working in transactional law at a top-tier firm is the constant need to stay responsive. You always need to be available and responsive – and that applies not just to partners, but to junior team members as well. As you get more senior, you get more visibility on various workstreams but as a junior it can be make it hard to make plans if you don't know whether a deal is going to kick off.

On the other hand, it’s rewarding receiving good feedback and getting outcomes for clients that they're happy with. It’s also very exciting to see a deal you’ve worked on reported in the financial press. Personally, I get satisfaction from the technical side of the job. Some of the documents are quite complex and it’s intellectually rewarding to agree provisions that will be relevant for a long time.

How involved are you with business development and promoting the firm?

Ropes & Gray is very good at encouraging associates to get stuck in with business development. There’s always space to suggest client events if we have any ideas within a reasonable budget. For example, I've taken clients to the rugby and the cricket, and last year we went to watch Taylor Swift. There's a real focus on developing client relationships early.

What is the work/life balance like at your firm? How often do you have late nights/work at weekends?

Finance work is usually on quite short timelines. When you have execution and closing, there’s pressure to get things done and that can mean late nights. It can be quite up and down as well – for example, after a big closing there can be a couple of weeks where things are a bit slower. Similarly, if you're in the negotiation stretch and people are exchanging drafts then work can be less urgent. I’d say late nights are unfortunately part of what we do, but weekends are usually free. I have time to go cycling and running, and I try to balance that around work. Sometimes that might mean running to or from the office to save time, but I think that’s all part of juggling work.

Does your department largely work independently, in support of another dept or is it routinely supported by other depts?

While we complete a lot of work independently, collaboration with other teams is a key part of what we do. For instance, we worked closely with the restructuring team on the Altice France transaction. We also regularly support the PE team – whether it's assisting with a leveraged buyout for one of our sponsor clients or helping during the due diligence phase when a sponsor is considering acquiring a target. On the flip side, we often work with the M&A team, particularly when we're acting for lenders in an M&A bid. In those cases, once we receive the share purchase agreement, we’ll ask the M&A team to review and summarise it for us. Finally, we work closely with the tax team, as tax considerations play a significant role in transactions.

How often as a trainee were you communicating directly with clients (calls, attending meetings)?

As a trainee, there was quite a lot of client communication, particularly when you’re closing a deal. During closing, you have to coordinate and liaise with clients to get information and coordinate the signing of pages. Looking back, my most nerve-wracking task as a trainee was having to run directors through board minutes. Often for a finance deal, the company must approve the transaction and there will be a set of minutes that we prepare. On a few occasions, I was asked to run a call to walk the directors through what's being approved. They may have questions about the key terms or why certain documents have been included. More generally, the small teams at Ropes & Gray mean that it’s not practical for qualified lawyers to handle all of the client communication. This means that trainees need to offer support and get stuck in with client contact.

What’s your favourite TV show/movie?

I'm enjoying the new season of Slow Horses, which recently came out. I’m also a science fiction fan, so I’d recommend Foundation.