The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Trey Chenier counsels high-growth companies on corporate issues, including financings, commercial agreements, and general corporate matters. His experience includes representing early-stage companies across numerous industries as they raise capital through angel rounds or series financings and advising venture funds as they manage their portfolio of technology companies. Trey maintains a robust pro bono practice in which he counsels clients on contract issues, and he also works with professional sports teams on strategic transactions and with former players as they build their post-career ventures.
Describe your practice area and what it entails.
I advise emerging companies at all stages of the startup life cycle, and I also advise venture capital funds that invest in these companies. My team is the first point of contact for startups during critical moments in their life cycles, such as formation, scaling their employee base and commercial relationships, fundraising, and an eventual exit. For investor-side representation, I help structure and negotiate financing transactions, manage the due diligence process, and provide ongoing legal support to portfolio companies. The goal is to help both entrepreneurs and investors navigate the current market conditions and legal landscape while calculating and mitigating risks.
What types of clients do you represent?
I represent a diverse range of clients, from early one-founder startups to later-stage Series D companies with over 150 employees and from family offices of wealthy individuals to public companies with investment arms. Being in Seattle, my company clients are often enterprise-focused and in the software industry, including generative AI, machine learning, and cloud computing, though I also have a healthy mix of clients in other technology, life sciences, healthcare, and consumer product verticals. On the investor side, I work with in-house counsel in the family offices of wealthy individuals in their private investment endeavors. I also work with traditional venture capitalists who produce a steady stream of deal flow and corporate venture arms of strategics that invest in start-ups they may eventually acquire.
What types of cases/deals do you work on?
I primarily work on equity financings that may involve simple agreements for future equity (SAFEs), convertible notes, preferred stock, and secondary transactions. I also take on a number of mergers, acquisitions, and sales transactions each year, many of which are for our startup clients as they achieve a successful exit. Occasionally, I also serve as “local” counsel, advising on U.S. securities law issues in international transactions, and those experiences are always interesting.
How did you choose this practice area?
The founders of our startup clients are risk takers, hyper-focused, and fully committed to their product or market opportunity, and I find their passion infectious. Some of the times that I enjoy most during my day are when I’m talking to founders about how deal terms may affect their ability to scale, open new doors, or meet other growth targets. I am particularly interested in startups with a social purpose thesis and social impact investors, and being able to provide highly sophisticated advice as they consider strategic transactions is a fulfilling role.
What is a “typical” day like and/or what are some common tasks you perform?
At a high level, my typical day consists of negotiating deal documents for several financing transactions and managing the team to move the other pieces of transactions forward while advising clients on legal issues that could include intellectual property (IP), employment, tax, or corporate governance matters. For financings, I might be reviewing, drafting, or negotiating financing documents, creating a pro forma capitalization table model, or overseeing closing logistics. Otherwise, I am helping clients solve various issues or serving in a general counsel role for the client’s company through activities such as attending a board meeting and taking minutes, preparing a separation agreement for a terminated employee, administering employee equity, and negotiating commercial contracts.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Being well-rounded is important. During law school, I took classes in venture capital, securities law, M&A, and contract drafting, which allowed me to develop core competencies in this role. But I also took courses in corporate tax and IP, and I refreshed my understanding of my undergraduate economics/finance materials so that I can identify basic issues in these areas and loop in specialists when needed. But, ultimately, the bulk of my training came from just getting in reps and learning from more-senior attorneys. In this space, clients want practical and actionable advice, and fine-tuning your skills takes practice. Also, sharp project management skills—such as being organized, juggling multiple priorities without letting anything slip through the cracks, and always pushing matters forward—will make one highly successful in this role.
What is the most challenging aspect of practicing in this area?
Many of our clients are first-time entrepreneurs, and although they are rock stars in their industry, their company might be totally new at navigating the business world. Coaching and guiding founders from an objective third-party viewpoint can be a challenge, especially in a transaction setting where things are dynamic and moving rapidly. Also, because I represent such a wide variety of clients, I may be working on many different transactions and matters in a given day, and it can be challenging to resolve any overlapping deadlines and keep sight of all the balls in the air.
What kinds of experience can summer associates gain at this practice area at your firm?
Summer associates at our firm can expect to take on substantive work that any junior associate would handle, such as drafting formations and board and stockholder consents, conducting due diligence in deals, and researching the answers to various legal issues. We will put summer associates in front of clients as part of the corporate team, and they will interact with clients directly. We also include summer associates in interesting meetings such as board meetings, negotiation calls, and strategy sessions.
What are some typical career paths for lawyers in this practice area?
After working with emerging companies, some lawyers become inspired to start their own companies. But more typically, ECVC lawyers remain in private practice and go on to become counsel or partners at their firms. Others might become in-house counsel at companies of various sizes, investment arms of companies, or venture capital funds. Often, those who take on in-house roles at companies may use their legal foundation as a springboard to business roles or executive positions.
How is it different working with entrepreneurs in contrast to large corporate clients?
Entrepreneurs and large corporate clients can differ in risk tolerance, expectations, and timing. Entrepreneurs often thrive on risk, want quick turnarounds to accelerate their business, and can be more open to creative solutions. They are also deeply involved in every aspect of their business and might wear multiple hats at their companies; for example, the initial chief executive officer can also serve in the roles of chief financial officer, human resources professional, and chief operations officer. On the other hand, large corporate clients have more established decision-making processes that run through multiple layers of approval. Decisions are often made by committees or specific departments, and they require that different factors be taken into account when calculating risk. For example, family offices heavily weigh reputational risks that entrepreneurs might not. But they may not worry about conducting full legal diligence in a financing, choosing to rely on a co-investor’s diligence if they are not leading the round.