The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Evan Kanter advises private and public companies on domestic and cross-border M&A, capital raisings, joint ventures, and general corporate law and business matters. He has achieved successful results for a broad range of clients, including private equity funds, portfolio companies, startup companies, and private investors. Evan has significant experience counseling clients in the gaming, hospitality, and transportation sectors.
Carol Starnes focuses her practice on M&A and advises public and private companies on domestic and cross-border mergers, acquisitions, and divestitures. Carol frequently advises companies on corporate governance and fiduciary matters, including board education, takeover preparedness, shareholder activism, and board self-assessments. She also represents early- and growth-stage companies on formation and financing transactions.
The views and opinions set forth herein are the personal views or opinions of the authors; they do not necessarily reflect views or opinions of the law firm with which they are associated.
Describe your practice area and what it entails.
Evan: I feel fortunate to have developed a practice that is interesting and that I really enjoy. At a basic level, my practice involves advising clients on M&A, joint ventures, capital raising and financing transactions, and general corporate law and business matters. My day-to-day activities generally consist of drafting, negotiating, and reviewing transaction documents and numerous conference calls with clients, opposing counsel, and/or other advisors. More specifically, my practice tends to feature transactions in the gaming, hospitality, and transportation sectors, which keeps things interesting to say the least. As a partner in Jones Day’s corporate practice, my deals often involve a team from multiple Jones Day practices working seamlessly together, often across offices and sometimes even countries. We pride ourselves on our first-in-class client services, and that starts with good and regular communication among our Jones Day colleagues and with our clients.
What types of clients do you represent?
Carol: One of the most rewarding aspects of my practice is working with a wide variety of clients in terms of both size and industry. We work with large public companies, midsize public or private companies, family-owned businesses, and startup companies. Our clients also span different industries: consumer goods, technology, industrials, and energy, to name some. Serving clients of all types has helped me build a breadth of knowledge and experience that I can draw on no matter what kind of deal I am working on. It also ensures that no two deals are the same, which keeps the work new and interesting. I have also been exposed to the various working styles and experiences of the Jones Day lawyers who I have worked with, which has helped me develop my own strengths and client relationships.
What types of cases/deals do you work on?
Carol: Just about everything. Whether a client is buying a new business, selling an existing business, or partnering with another company to start a new venture, my focus is helping to manage the deal process and ensure our client is adequately protected from the risks inherent in the transaction. Clients are often excited about the new opportunity, which is not only infectious but also makes the work particularly rewarding. Most of our deals are cross-border, so I am frequently working with colleagues all over the world and gaining a unique and up-close perspective on how businesses operate around the globe. This aspect of transactional work at Jones Day is particularly exciting.
How did you choose this practice area?
Evan: I majored in accounting during college and found that the corporate practice allowed me to leverage my understanding of accounting and legal frameworks in advising clients and devising transaction strategies. Being able to converse with a client’s accounting and finance teams facilitates being able to advise clients on complex deals and help them navigate through issues. I started practicing law in 2008 in a real estate practice group and switched to a more general corporate practice as I was drawn to the dynamic nature of M&A transactions, which affords me the opportunity to collaborate with a number of talented attorneys across various disciplines at Jones Day.
What is a “typical” day like and/or what are some common tasks you perform?
Carol: There truly is no “typical” day for a transactional attorney. Some days, I spend the entire day drafting or revising a purchase agreement for a single transaction (a task I love!), and other days, I am juggling tasks for five or six different ongoing transactions. As the client-facing project manager for each deal, I spend a significant amount of time coordinating and communicating with the larger deal team, which includes subject matter specialists (tax, employment, intellectual property) and local counsel for each country implicated by the deal. It is my job to understand the issues that arise, seek guidance on solutions from the right people, and communicate our recommendations to the client. At Jones Day, we are given the opportunity to take leadership roles on deals at a relatively early stage in our career, which has accelerated my growth as a transactional attorney and given me confidence to take on more.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Evan: As a starting point, I would say be cognizant of your accounting and financial literacy and participate in as much training as possible to strengthen those skills as needed. I would also encourage law school students interested in transactional work to try and take any corporate law or tax courses or seminars. That all being said, most of the training to become a corporate attorney is on-the-job and comes from working with others in your field, which is why Jones Day has robust and detailed training programs for attorneys across all practices, including those specifically targeted for corporate and transactional attorneys. Do not be afraid to ask questions when starting out.
What do you like best about your practice area?
Evan: The fast-paced and dynamic nature of the work is never boring, and I cannot recall a boring day at the office. Each transaction ultimately presents bespoke challenges and requires innovative solutions to resolve. Working with clients at different stages and across different industries creates an intellectually stimulating environment. Being a corporate attorney allows me to be at the forefront of transformative business decisions. In 2019, for example, I worked on a transaction involving the first-of-its kind national media and sports wagering partnership in the United States. What a thrill!
What is unique about your practice area at your firm?
Carol: Practicing in Jones Day’s corporate practice ensures that almost all of the transactions I work on have an international reach. This is not necessarily unique, but because of Jones Day’s culture, in which its lawyers around the globe work hand in hand with one another, it is unique that I am able to rely on my colleagues (and friends) in other countries to work alongside me on these transactions. Our firm prides itself on being “one firm worldwide” which means that we work seamlessly across many time zones. Rather than having to engage local counsel and build new relationships for each new transaction, we have the luxury, comfort, consistency, and familiarity of working within our own firm.
What kinds of experience can summer associates gain at this practice area at your firm?
Carol: I started at Jones Day as a summer associate and left knowing I wanted to practice in the corporate group at Jones Day! I was given many opportunities to operate as though I was a junior associate, which felt meaningful and exciting. I sat in on negotiations of purchase agreement terms, drafted some of the simpler deal documents, reviewed customer contracts for a potential target company, and helped compile a closing set for a completed deal. Jones Day puts great emphasis on providing hands-on experiences to its summers, which helped me understand what a transactional practice involves and the kind of work I could be doing in my first few years. It also showed me how collaborative the transaction process can be, which is something I still love about my practice today.
What are some typical career paths for lawyers in this practice area?
Evan: Most corporate attorneys begin their careers as associates in law firms, with initial work consisting of due diligence, preparing ancillary documents, and helping senior associates and partners with tasks. If you are a successful associate, you can become a partner at a law firm, overseeing transactions and mentoring the associates. There are, of course, different paths—other than continuing to practice at a law firm—including transitioning to in-house roles, working on that company’s corporate transactions and often handling other legal aspects of that company’s operations. A number of my former associate colleagues have also been able to advance from legal roles to executive roles, including as CEO.