The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
As a partner in Davis Polk’s Finance practice, Vanessa advises financial institutions and corporate borrowers in a broad range of finance transactions. These include leveraged and investment-grade acquisition financings, asset-based credit facilities, debt restructurings, spinoffs, working capital financings, debtor-in-possession financings, exit financings, and other secured and unsecured financings. She co-authored the “Law and Practice” and “Trends and Developments” sections of the USA chapter of Chambers’ Banking & Finance 2021 global practice guide.
Vanessa earned a B.S. in Economics from Duke University and her J.D. from Columbia Law School, where she was Managing Editor of the Columbia Journal of Race and Law. She joined Davis Polk in 2012 and was elected partner in 2019.
Describe your practice area and what it entails.
As a member of Davis Polk’s Finance group, I work on a broad range of transactions, including leveraged and investment grade acquisition financings, asset-based credit facilities, debt restructurings, spinoffs, working capital financings, debtor-in-possession financings, exit financings, and other secured and unsecured financings. Each deal is unique, with different dynamics depending on the nature of the transaction, the parties involved, and the deal structure. In addition, my practice is incredibly interpersonal. For example, instilling trust in your clients and communicating effectively with opposing counsel are crucial components of the successful execution of a transaction.
What types of clients do you represent?
I represent borrowers and lenders on a broad range of finance matters, and that breadth of matters is among the things I greatly enjoy about our Finance group at Davis Polk. Representing a company acting as borrower requires a different skill set than, say, serving as counsel to a financial institution providing the financing. On the lender side, my clients range from large institutional banks to alternative direct lenders, each of which may have different sensitivities and risk appetites with respect to a given transaction.
Toward the beginning of my career, I focused primarily on representing lenders, but there was a turning point for me when I started representing corporate borrowers—that experience helped to deepen my understanding of corporate finance and develop my expertise on its various complexities. I became a more well-rounded lawyer, and having varied perspectives enables me to advise my clients more effectively.
What types of cases/deals do you work on?
I work on a variety of transactions related to acquisition financings, including both strategic acquisitions and private-equity-led leveraged buyouts. In addition, I work on investment grade credit facilities, both in the context of acquisitions and working capital facilities, as well as on restructuring-related financings for distressed companies. It is an incredibly interesting and complex area of the law, and I value the opportunity to work on such a variety of financings that address the needs of clients in various industries.
How did you choose this practice area?
I started my legal career with a six-month rotation as an associate in the Restructuring practice group, and I very much enjoyed the substance and day-to-day work during my rotation. I then rotated into the Finance group and was drawn to the dynamic nature of the practice and the opportunity to take on a meaningful role in transactions as a very junior lawyer. The finance practice is fast moving, and I found the nature of the deals to be engaging and intellectually stimulating. From a junior point in my career, I was able to interact directly with clients, take an active role in meetings, receive meaningful drafting experience, and lead conference calls. While the substance of the work was foreign to me initially, I was drawn to the energy and excitement of the deals, and by diving into the work, I was able to learn quickly.
What is a typical day like and/or what are some common tasks you perform?
Every day is different, and, frankly, that’s one of my favorite aspects of the finance practice area. I spend time advising clients and answering questions from clients, associates, and partner colleagues about existing deals or discussing possibilities relating to structuring new deals. Lending transactions and the practice of law in the finance area are ever evolving, so it’s important to be fully up to speed on market trends to ensure that our clients are familiar with and taking advantage of the latest technology.
Outside of working with clients, I spend a great deal of time with the associates in our group, both leading trainings and discussing their work product on any given transaction. The teaching aspect of my role is one my favorite parts of my job—it’s amazing to see a junior lawyer develop confidence and take ownership of a transaction. Finally, I am heavily invested in the firm’s business development activities, which range from client lunches and events to speaking at our group’s annual symposium focused on current and developing trends in the investment grade financing space.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
I believe one of the keys to success in the Finance group is to have an open mind. I encourage associates and colleagues to come into every meeting prepared for a robust dialogue and ready to learn new things, which leads to personal development and, I’ve found, to better outcomes for our clients. If there is a term that you do not understand, make a note to yourself, and look it up when you have time. Being eager to learn is more important than any specific experience or class. Prior to Davis Polk, I did not have a finance background or, frankly, any meaningful prior experience or exposure to professional environments, but I made sure to soak up as much as I could from my involvement in each deal. Every deal will teach you something new, and if you can take that experience and use it on your next deal, you will bring value to the team.
What is the most challenging aspect of practicing in this area?
The terminology and financial jargon is one of the most challenging aspects of the finance practice. Much of what you hear will be completely new, which can be overwhelming at first. In the Finance group, we ask a lot of our associates from the early stages of their careers, including drafting various documents and interacting directly with clients. Jumping in on deals as a junior lawyer can be intimidating, but it also instills confidence in our junior lawyers that is invaluable and carries them throughout their careers.
What do you like best about your practice area?
The finance practice area is incredibly dynamic, and working in Davis Polk’s Finance group puts you at the cutting edge of the market. Clients come to us with their most complex matters, which may often be issues of first impression. We are able to work closely with our clients, as well as their counterparties and opposing counsel, to craft financing structures that meet everyone’s needs. As a finance lawyer, the market moves fast, and terms change quickly, so it is critical that you stay on top of these shifts and are able to adapt to the new landscape quickly to ensure that your clients are receiving the best deal execution. I am consistently challenged as a lawyer in Davis Polk’s Finance group and enjoy the opportunities to think creatively in order to solve our clients’ most challenging issues.
What are some typical tasks that a junior lawyer would perform in this practice area?
Junior lawyers are incredibly valuable assets to the Finance group and are fully integrated on the deal team. They attend all conference calls on a deal and are often the first contact with opposing counsel and clients on emails. Junior associates interact with clients and opposing counsel from the beginning of their careers and manage the internal process at Davis Polk, coordinating work with all specialist groups (tax, intellectual property, etc.). Junior lawyers receive drafting experience from a very early stage in their careers and often lead the charge in managing the closing process of our transactions.
How do you see this practice area evolving in the future?
Historically, traditional, regulated banks were the main source of financing for borrowers. However, we’ve seen more and more credit funds and direct lenders enter into this space. With a large amount of capital in the private debt space, these direct lenders are able to compete with traditional banks for financing opportunities. Companies are well aware of this competition and are beginning to look at different types of lenders for their financing needs. It will be interesting to see how the practice evolves as direct lenders and traditional banks continue to compete to provide the most attractive financing terms to corporate borrowers and private equity sponsors.