Corporate finance/mergers & acquisitions

Corporate finance/mergers & acquisitions

Michael Mountain

White & Case LLP

University: University of Oxford
Degree: Law

Corporate finance lawyers advise companies on all aspects of the buying and selling of whole businesses or business assets. This requires guidance on how to comply with company law procedures, the raising of funds and, in the case of crossborder transactions, compliance with foreign laws. It is possible to work primarily on mergers and acquisitions (M&A) with public or privately owned companies. Alternatively, a corporate lawyer may focus on the private equity, venture capital or hedge fund sectors, or spend his or her whole career as a generalist assisting SMEs and small-scale entrepreneurs.

First-hand experience is the best way to decide whether a career path is really for you, and work placements at both solicitors’ firms and barristers’ chambers informed Michael Mountain’s choice to become a solicitor. “I was attracted to a career as a solicitor by the team-focused nature of the role, as opposed to the more individualistic nature of working as a barrister,” he explains. “I also liked the idea of being involved in deals from start to finish, which involves a closer working relationship with the client – in contrast, barristers usually receive their instructions from solicitors. Barristers get involved at quite a late stage and while they are then involved at the ‘business end’, I find that contributing from a deal’s inception all the way through to completion provides a certain satisfaction that is hard to match. Solicitors often have a broader mandate than barristers, which is something that I believed I would enjoy.”

After graduating from his law degree and completing the Legal Practice Course, Michael trained at magic circle firm Slaughter and May. “It is an excellent place to train and my experiences there instilled the highest standards into my work,” he recalls. “My training set up a really good foundation for my career and I think that would be the case whether I stayed in law or decided to do something else. I qualified into the corporate department at Slaughters – I gained exposure to a wide variety of work and enjoyed the dynamics of deals in this practice area.”

Michael later joined international law firm White & Case. “I specialise in M&A, including advice on joint ventures, minority investments and also do a range of general advisory corporate work. Of late, this has particularly involved working for investment funds.”

Investment funds

A key aspect of Michael’s role, inevitably, is documenting the transactions that his team shepherds to close. “There is often both an equity and a debt component in the deals that we help to execute on behalf of investment fund clients, as their investments take the form of ownership in entities, as well as debts which have been lent to those entities,” he explains. “Part of the strategy for many investment funds is to invest in the asset in a variety of different ways. Any deal will involve negotiating with the other stakeholders invested in the asset and carrying out due diligence. As a lawyer on the transaction, you will often be documenting two principal aspects, being the purchase agreement for the acquisition itself and then the shareholders’/investment agreement, which concerns the ongoing relationship between the shareholders/ stakeholders invested in the asset.”

Michael has been heavily involved in the expansion of this area of White & Case’s corporate practice in London. “Perhaps the highlight of my career so far is being part of forming a new unit within the corporate team, which focuses on investment fund clients and works in tandem with the restructuring and private debt teams,” he explains. “It has been challenging, but satisfying and enjoyable to help this part of the firm’s practice grow and thrive over the last 18 months.”

“It is unpredictable from day to day, but I like the build-up to completing a transaction, which necessarily involves different stages and different levels of intensity”

Ebb and flow

The workload in this transactional area is not necessarily steady or predictable – it inevitably involves a lot of peaks and troughs. “It isn’t for everyone – it depends on how you like your working days to ebb and flow,” says Michael. “It is unpredictable from day to day, but I like the build-up to completing a transaction, which necessarily involves different stages and different levels of intensity. The moments that bring the most happiness and satisfaction are when you get recognition from clients with whom you have been working for a number of weeks or months on a deal – appreciation from people you have come to really respect is a great reward for hard work, and it feels good to be seen as a valued adviser.”

A familiar bugbear of working in commercial law is time recording. “It’s certainly not a highlight – trying to accurately account for every minute of your day is quite challenging,” observes Michael. “It is also quite particular to the legal profession, as the work of many other professional advisory firms is accounted for in a different way.”

Commercial lawyers are currently weighing up the consequences of Brexit and how it might transform the landscape. “It has already had an impact on M&A and will continue to do so,” explains Michael. “That isn’t to say that M&A activity is just going to stop, or indeed that other areas in which corporate lawyers play a part are not going to continue to thrive, but certainly clients are assessing the impact of Brexit and will be taking that into account in their investment strategies and transaction planning. I would also say more generally that, in terms of the business we are in, London is a very legal competitive market, so it is becoming increasingly important for firms and lawyers to stand out from their competitors anyway. Finding innovative ways to develop your business is a constant challenge.”

Quick off the mark

To succeed in corporate finance and M&A, you need several key skills, not least the ability to remain calm under pressure. “As I mentioned, the way that deals can ebb and flow means that there is usually a crescendo to the transaction which is very busy and intense, so you need to be able to remain focused under those conditions,” explains Michael. “You also need to be able to quickly identify the key issues in any situation. You may have more time to deal with them, but finding the crux in a matter in short order is expected, which is a real skill. Flexibility and the ability to multitask are also important, as you need to be able to manage multiple transactions at once, which could be of a completely different nature.”

Michael also has the following general tips for those keen to embark on a career in law: “It is a great idea to meet and talk to lawyers at law fairs, open days and the other opportunities available. The day-to-day job can be very different depending on which type of firm you join, so it’s useful to do your research and speak to a broad range of people at different kinds of firm. One thing I would also recommend is not to be afraid to take time out to travel or work in a different environment before you start your legal career. These experiences can be beneficial when you’re writing applications and attending interviews, and I don’t think that you would miss out by coming to the profession a year or two later. However, it can be difficult to drop your responsibilities and take that kind of time out further down the line. You certainly don’t have to rush in.”

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