General Corporate

Describe your practice area and what it entails.

Jose: Attorneys in the general corporate practice act as outside general counsel for our clients, and there are largely two easily divisible verticals: company-side matters and investor-side matters. On company-side matters, an attorney will assist with corporate governance matters, equity financings, buy- or sell-side M&A, public company readiness and/ or public offerings, and other legal matters as they arise. The company-side practice is client-based (not transaction-based), so attorneys stay with clients throughout the business life cycle. On investor-side matters, an attorney assists with representing the investor in an equity financing, reviewing company counsel in fundamental transactions (e.g., sale of the company, initial public offering (IPO), recapitalizations), and strategic and institutional thinking with respect to investments made by a fund. Attorneys typically work with the same fund client to establish a strong working relationship.

Kelly: As a corporate and securities attorney, I represent startups and investors through every stage from company formation and initial fundraising efforts to daily corporate legal issues, such as those related to employment, employee benefits, tax, and intellectual property, and exit transactions. As many of our clients do not have general counsel, we operate as outside general counsel in many respects and must provide pragmatic, often business-minded advice.

What types of clients do you represent?

Jose: We are industry-agnostic in our approach to representation with a focus on technology and life sciences companies that are funded by venture capital. I have, therefore, worked with a number of funds and companies in different industries. Because of the breadth of our work, both from an industry-and transaction-perspective, the lawyers at Gunderson are trained to be nimble thinkers who can pull from a wide range of experiences to determine a solution well-fit to a client’s needs.

The clients I work with include Capsule (an online pharmacy), Covera (an AI-trained radiology service), Flexible Finance (flexible rent payments fintech), GreyOrange (warehouse robotics), Joor (a fashion marketplace), Rally (a fintech company securitizing physical assets), ShareBite (employee food benefits platform), and Viam (operating system for AI-enabled robotics).

Kelly: I represent emerging companies and venture-backed businesses in various fields, including technology, life sciences, consumer products, and software. I also represent venture capital firms and growth equity investors, including Engine Ventures and Spark Capital, in connection with their investments in startup companies. Our clients range from first-time founders who look to us as trusted advisors as they navigate running a company and raising capital for the first time to experienced serial entrepreneurs who are looking to us for sophisticated advice to help their newest venture succeed. As a company grows, we begin working closely with the company’s board, other senior executives, or general counsel.

What types of cases/deals do you work on?

Jose: Our practice is very broad, so I am regularly engaged in a number of different types of deals. Some recent deals include the sale of SmartRecruiters, an AI-enabled talent acquisition suite, to SAP; acquisitions for two different AI-enabled healthcare startups; and the formation of a gaming incubator in New York City.

Kelly: The most common type of transaction that I work on is venture financing, either representing my company client receiving capital to grow their businesses or representing fund clients deploying their capital. As our company clients progress through their life cycle, we also work on their exits through a merger, an acquisition, or an IPO.

How did you choose this practice area?

Jose: I have always enjoyed having a generalist approach to the law and working on many different types of transactions on a regular basis. I have also always found much more enjoyment in my practice working with action-oriented leadership at clients. The work at Gunderson addresses both of these interests; every day I work on many different types of transactions and am regularly consulting with client founders, CEOs, chief financial officers, boards of directors, and general counsel who are all trying to achieve practical solutions to difficult problems.

Kelly: In my prior legal life, I represented large banks in connection with leveraged buyouts. I wanted a more fulfilling practice where I could act as more of an advisor to my clients helping them build their businesses from the ground up. Our work sits at the intersection of law and business, which is intellectually stimulating and allows me to keep growing over time. I also knew I wanted to work in a very collaborative field and at a firm with a collegial environment, both of which Gunderson offers to me. Once I established that I wanted to work in this space, Gunderson was unquestionably my first choice, and I couldn’t be happier with my decision to switch my practice area and law firm.

What is a “typical” day like and/or what are some common tasks you perform?

Jose: I think the most exciting part is that no two days ever look alike. One day, I may be spending a significant amount of time negotiating a sale of a company and reviewing merger documentation while balancing several equity financings and routine corporate matters (such as equity issuances to ser-vice providers), and another day, I may be counseling a new founder on how to incorporate her company or assisting many new founders in a workshop on legal considerations when forming a business. There are a couple of constants: I spend a lot of time on phone calls providing actionable advice to clients, and I am regularly switching among a significant number of client projects.

Kelly: Thankfully, there really is no typical day as a corporate attorney in the emerging company and venture capital space. As a senior associate, my main responsibilities are negotiating the main financing documents and overseeing diligence and ancillary work streams with a more-junior associate. I’m charged with quarterbacking the financing both internally in my communications with the junior associates and the specialists on the team and externally with the client and opposing counsel, which involves both legal advice and practice but also relationship management.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

Kelly: I would recommend that law students take corporate-related classes, such as Corporations, and also take any courses that lend themselves to a business mindset or expand their thinking outside of the typical law school curriculum. If a law firm provides the opportunity to intern at a startup company or clinic helping small businesses, that would be great as well.

What do you like best about your practice area?

Jose: I like solving new and different problems with action-oriented leadership. Working with startups provides an amazing opportunity to work directly with founders and management on issues throughout a company’s life cycle and build a larger understanding of and appreciation for a client’s business.

Kelly: What stands out most about my practice here at Gunderson is that it is really human in nature, as we work directly and closely with founders, CEOs, and investors, which fosters strong, trusted advisor relationships. We cannot simply understand the legal aspect of any issue or transaction; we also need to understand the client’s specific business model, goals, and challenges to tailor solutions to the specific client. This dual focus makes the work dynamic, impactful, and personally fulfilling.

What is unique about your practice area at your firm? 

Kelly: As Gunderson is solely focused on startups, emerging growth companies, and venture investors, we have unparalleled depth and knowledge in this space. The nature of our work is therefore extremely collaborative internally at Gunderson. I work closely with specialists at the firm, which creates a great culture internally and allows us to provide exceptional client service through experts in a variety of fields.

When talking about it in an interview or at a recruiting event, I always describe Gunderson as a “make your own adventure” type of firm. There is no set junior work; there is no idea big or small that related to work, professional development, or the culture of the office you cannot bring forward; and the firm will support and mentor you in bringing those ideas to fruition.

What are some typical tasks that a junior lawyer would perform in this practice area?

Jose: Each lawyer at Gunderson is given tasks according to ability and interest, not according to class year. As a result, a junior lawyer could be working on financing documents or ancillary agreements, consents, administrative matters related to closing a transaction, or any number of projects in between. It is universally expected that junior associates will quickly get up to speed on advising and building relationships with clients. Client interaction occurs very early at this firm.

Kelly: One of the great things about working at Gunderson is that it does not operate as a set hierarchy in terms of work. While junior associates typically handle the drafting of ancillary documents, conduct due diligence, and manage the closing process for the transaction, they can also begin reviewing the financing documents and directly discussing legal issues with clients as soon as possible, which are not typically junior workstreams. Junior associates are able to take on more substantive roles at Gunderson than they would at other firms or in other practices and can have meaningful roles on the team. This not only helps develop a great culture but also helps more-junior associates develop their substantive knowledge faster, which—of course—benefits our clients at the end of the day.

What kinds of experiences can summer associates gain at this practice area at your firm?

Kelly: Summer associates at Gunderson gain as much actual experience in our practice as possible. We provide them with real work that junior associates would handle so that they get a sense of what it would truly be like to work here. We also ensure that they are afforded opportunities to shadow more-senior attorneys by, for example, observing board meetings or other conference calls. The goal of the program is, of course, for them to gain some substantive knowledge in this field but also to really understand what being an attorney at Gunderson is like.

Kelly Flanagan’s practice focuses on general corporate counseling, venture capital financings, and M&A. Kelly represents a wide variety of technology companies in the consumer internet, software, telecommunications, and entertainment technology industries, as well as a number of leading venture capital firms.

Jose Rivera represents emerging growth companies and venture capital and other private equity funds. He has significant experience representing both companies and investors in early-stage and growth-stage venture financings, M&A transactions, public market transactions, and reporting and corporate governance matters.

Describe your practice area and what it entails.

Andrew: My practice focuses on hybrid capital, which encompasses a variety of customizable capital solutions available to both private and public companies across all stages of the corporate life cycle, from pre-IPO financing and acquisition finance to rescue financing and public company equity-linked financings. I work with colleagues across our capital markets, private credit, M&A/private equity, and restructuring practices to develop bespoke solutions between senior debt and control equity and help public issuers access the convertible notes market. Against the backdrop of increased borrowing costs, hybrid capital offers companies a lower cost of capital and greater structural flexibility than equity products, especially when traditional debt is unavailable.

Ashley: My restructuring practice focuses on advising companies, sponsors, and lenders on out-of-court liability management strategies. I find creative capital structure solutions within existing debt documents so a company can raise money or fix pressure points without breaching covenants or inviting unnecessary litigation. Day-to-day, I toggle between dealmaking and litigation-informed strategy in and out of court and across company, sponsor, and lender perspectives.

What types of clients do you represent?

Andrew: I primarily advise investors and financial institutions, including large investment banks and a number of private capital funds. I act as a strategic partner and portfolio adviser on the investor side and a capital structure adviser on the corporate side. In terms of banks, I advise Goldman Sachs, JP Morgan, and Morgan Stanley. On the private capital side, I represent Blackstone, The Carlyle Group, HPS Investment Partners, Neuberger Berman, and Goldman Sachs Asset Management, and I support public companies exploring bespoke capital solutions.

Ashley: I advise both debtors and creditors, including companies navigating out-of-court liability management and in-court Chapter 11 matters, private equity sponsors and their port-folio companies, and lender and creditor groups. I also work closely with boards and management teams, crafting strategy, coordinating lender outreach and negotiation, and documenting the fiduciary process and alternatives considered.

What types of cases/deals do you work on?

Andrew: Hybrid capital acts as a mainstream, customizable tool that lowers the cost of capital, can be structured to avoid unnecessary dilution, and moves at the speed of the business, so I pivot between bank products and private credit, equity and debt, with a single, coordinated view of the market. This means I advise on bespoke financing solutions across hybrid capital products, including preferred equity, convertible instruments, holding company debt, private second-lien and high-yield debt, and unitranche facilities.

Ashley: Liability management focuses on devising creative capital structure solutions, so I closely read credit agreements and indentures, spot where a company has flexibility in its debt documents, and help design transactions such as drop-downs, uptiers, pari-plus structures, or double dips to give a company more liquidity. Our practice pairs this transactional work with real market outreach—working with a banker to run lender processes—and careful governance documentation so the board’s fiduciary process and alternatives evaluation are clear on the record.

How did you choose this practice area?

Andrew: After my 1L year, I wanted to pursue a transactional practice but was unsure which area to specialize in. Latham had built a market-leading capital markets practice, making the decision relatively easy for me. What truly convinced me was meeting the people who I interviewed with. I really clicked with my future colleagues, and this instant connection pushed me to build the practice I enjoy today.

Ashley: I chose this practice area primarily because of the people and the dynamic work. Initially, my practice focused on M&A, but I joined a complex bankruptcy case for a public company matter. The case proved incredibly complex and spanned multiple practice areas, including capital markets, finance, tax, litigation, and M&A. I was drawn to the complexity and the creativity required to resolve these matters.

What is a “typical” day like and/or what are some common tasks you perform?

Andrew: Two days in a hybrid capital practice are rarely exactly alike, but the cadence can be similar. I first deal with the most pressing items of the day and the transactions close to signing, ensuring my clients’ transaction is executed quickly and correctly. Once that initial wave is handled, I focus on the transactions with longer runway and see what documentation, strategizing, and negotiating work I can front-load.

Transactions nowadays almost always require multiple practice perspectives, whether that’s collaborating with our M&A or finance team or our tax practice, which also plays a critical role in a number of these instruments’ structures. So I’m constantly bringing together different groups from inside Latham, which helps reinforce our value proposition to clients.

Ashley: My typical day involves a lot of multitasking. I’m usually on calls with clients, other advisors, different practice groups helping advise on the matter, and/or other stakeholders in the capital structure, and I take diligent notes so I can recall details for partners inquiring on matters and manage follow-up tasks for my team.

In the evenings, I take time to review documents and draft. However, I am learning the importance of delegation amid the busy pace of our liability management and restructuring practice. Staying high level by focusing on oversight rather than getting into the weeds of first drafts allows me to review documents more effectively and provide better feedback. I also ensure that documents speak to each other and are coordinated regardless of which team drafted them.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

Andrew: I recommend seeking out seminars or courses taught by former practicing transactional attorneys that largely focus on their relevant deal experience. To get a better handle on the structures of hybrid capital, stay abreast and read the announcements or press releases for transactions happening in the market; build an awareness of typical parties in these transactions, which funds are raising capital and for what purposes, and interesting new structures to the extent that this knowledge is available.

Ashley: In law school, if you are interested in this area of law, take Bankruptcy and Secured Transactions (I didn’t take Bankruptcy and wish I had) and seek practicum-style classes taught by practitioners who can give you a real worldview.

Overall, you want to grow three muscles: research, as the liability management and restructuring practice area is fast-evolving and litigious; drafting, because repetition breeds intuition; and facts skills, as you can make yourself valuable by knowing the record cold on calls.

What do you like best about your practice area?

Ashley: No two matters look the same: One day I’m helping to craft an out-of-court liability management solution, and the next, I’m prepping first-day motions and negotiating at warp speed for a Chapter 11. Each capital structure and set of documents presents a new puzzle, so I get to think creatively as a deal lawyer while staying grounded in evolving case law, the perfect balance for me.

What are some typical tasks that a junior lawyer would perform in this practice area?

Andrew: In hybrid capital, you receive a lot of on-the-job training. Junior associates broadly take charge of the document while learning the unique structures of the transaction or negotiation. Our juniors take on responsibility for ensuring day-to-day items for a transaction in progress. At Latham, as soon as you demonstrate that you can handle increasing responsibility, you get it. For day-to-day transaction management, this includes staying on top of how the transaction moves along and communicating status across the deal team, even if you’re still learning how hybrid capital operates.

Ashley: You add real value right away. Research comprises a big part of the job given the highly litigious and rapid speed of liability management and restructuring. You’ll track new decisions, translate what they mean for live deals, and quickly understand why people care about certain language in documents. Drafting proves equally important, and junior lawyers in this practice help with term sheets, support agreements, and strategy memos. You’ll also read credit agreements and indentures closely, spot where the documents give flexibility (or don’t), and build quick comparisons to precedent or market language.

How do you see this practice area evolving in the future?

Andrew: I see a bright future for hybrid capital, especially considering how companies and people have evolved how they think about raising capital. We’ve seen an ongoing shift in the private markets, and based on the trends in fundraising, that likely won’t change. Along with this trend comes demand for alternative solutions under a broader umbrella of private capital, whether that’s hybrid capital, private equity, or private credit. Market participants will continue to increasingly ask how to best raise funds for their businesses, and hybrid capital will continue to increasingly offer attractive solutions.

Ashley: I see out-of-court liability management and in-court Chapter 11 continuing to converge. Clients increasingly want one team that advises across the full capital structure spectrum—from modest liquidity solutions to aggressive out-of-court fixes and true Chapter 11 filings—because the lines have blurred. Lawyers who credibly run both playbooks and pivot midstream will be the most valuable. At Latham, we’re building deliberately for this, combining liability management, Chapter 11, hybrid capital, and finance, offering the full menu of solutions and staying ahead of the market.

What has been the most surprising aspect of dealmaking to you?

Andrew: Despite having done this for nearly 11 years, on many transactions I find a novel concept or structure I haven’t encountered before. Determining the best way to address new challenges while relying on the expertise I’ve developed during my time at Latham keeps me engaged and intellectually locked in, so I can direct my focus and critical thinking to find the most effective and creative capital solutions.

Andrew Blumenthal, a New York partner at Latham & Watkins, advises corporate, private equity, and banking clients on complex capital markets transactions. Andrew leverages acute market insight and broad cross-border transactional experience to help investors, issuers, and underwriters navigate private credit and hybrid capital solutions, including preferred equity and other holding company financings; equity-linked securities offerings, including convertible notes; follow-on and secondary equity offerings; initial public offerings (IPOs) and investment-grade and high-yield debt offerings; and SEC and stock exchange-related matters.

He negotiates and devises creative solutions for clients’ most sophisticated transactions, allowing his clients to achieve their commercial and financial goals.

Ashley Gherlone Pezzi is an associate at Latham & Watkins in the restructuring and liability management practice in New York. She represents debtors, creditors, sponsors, and other stakeholders across various industries in both in-court and out-of-court restructurings and distressed situations. Prior to joining Latham, Ashley worked in the New York office of another international leading law firm on a broad array of restructuring and liability management matters.

Describe your practice area and what it entails.

My practice area is corporate and securities, focused on M&A, and includes representing both buyers and sellers in whole-company acquisitions or sales, as well as in minority or majority investments, acquisitions, and divestitures of business segments by way of carve-out transactions or asset-style transactions. I represent both private and public companies, and therefore, in addition to general contractual and corporate law, I have close familiarity with Delaware case law, federal securities laws, and stock exchange rules, which often apply in the public-company context. My practice also spans corporate governance and board advisory matters, which includes working directly with boards of directors in connection with high-profile and critical issues—anything from shareholder activist defense (for public companies) to conflicts of interest issues and CEO searches.

What types of clients do you represent?

My practice focuses in large part on representation of strategic clients (i.e., private and public companies, as opposed to private equity firms). I represent both domestic and international clients in a range of industries—anything from food and beverage to oil and gas and from telecom to retail. Select representation includes Nippon Life Insurance (a Japanese life insurance company), Munich Re, Chubb Limited, Grant Thornton, Chevron, The Goodyear Tire & Rubber Company, Rocket Companies, Aetna, PepsiCo, Comcast, Red Robin Gourmet Burgers, Intel Corporation, Millicom International Cellular, McDonald’s, Deltic Timber, the ECI Telecom Group, and Lbrands.

What types of cases/deals do you work on?

I work on a variety of high-profile and complex transactions, as well as corporate governance and shareholder activism defense matters. Select representation includes Nippon Life Insurance in its $10.6 billion acquisition of Resolution Life; Chubb Limited in its acquisition of Healthy Paws from Aon, plc; The Partnership Board of Grant Thornton in the significant investment by New Mountain Capital, LLC; Chevron in its $13 billion acquisition of Noble Energy; Resolute Forest Products in its $2.7 billion sale to The Paper Excellence Group through the Group’s wholly owned subsidiary Domtar Corporation; The Goodyear Tire & Rubber Company in its $2.5 billion acquisition of Cooper Tire & Rubber Company; special committee of QAD in its $2 billion sale to Thoma Bravo; Rocket Companies in its $1.3 billion acquisition of Truebill; Millicom International Cellular in its $1.6 billion acquisition of certain Telefónica Central American assets and $1 billion acquisition of an 80% controlling stake in Cable Onda; Deltic Timber in its $1.2 billion combination with Potlatch Corporation; Aetna in its divestiture of Medicity and in its now-terminated $37 billion acquisition of Humana; ECI Telecom Group in its sale to Ribbon Communications; PepsiCo in its acquisition of KeVita; PricewaterhouseCoopers in the sale of its public sector consulting practice to Veritas Capital; Comcast in its minority investment by NBCUniversal in BuzzFeed; Intel Corporation in the activist investment by Third Point; and Red Robin Gour-met Burgers in connection with its proxy contest against and settlement agreement with Vintage.

How did you choose this practice area?

I was an economics major in college and always had an interest in the business side and dealmaking. The first M&A transaction I worked on was Aetna’s now-terminated potential acquisition of Humana for $37 billion. Through that transaction, I experienced firsthand the fast-paced and dynamic nature of dealmaking. Not only was I interested in the legal substance, I was drawn to the human component of deal-making and negotiating; M&A struck me as a practice where there was always something new to learn, whether it was creative drafting or deal structuring or how to negotiate and navigate particular personalities or shifts in leverage.

What is a “typical” day like and/or what are some common tasks you perform?

One of my favorite aspects of my practice is that there is not really a “typical” day per se as the practice tends to be dynamic and varied. Most days do, however, include some form of the following: client meetings and calls discussing key legal issues, as well as strategic considerations, and preparing for and participating in board meetings/calls; drafting and reviewing key transaction documents including a purchase agreement or merger agreement, ancillary documents, corporate governance documents (charters and bylaws), and shareholders’ agreements, as well as deal announcement press releases and SEC filings; negotiations with opposing counsel regarding key issues; collaboration with colleagues across different practice areas and jurisdictions to ensure seamless execution on our matters together, gain an under-standing of key issues across all subject matter areas, and facilitate negotiations where needed and resolution; and strategy related to transaction structuring, analysis, and considerations, including discussions with clients and financial advisors regarding an approach to transaction negotiations, approach to a target company with respect to an unsolicited acquisition, or strategy for the sale process, and analysis of Delaware case law in light of director fiduciary duties in the particular context at hand.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

I recommend transactional-related courses such as M&A and Corporations, as well as courses relating to negotiations and dealmaking. Courses on federal securities law, how to read financial statements, and accounting for lawyers could also be useful, though these are best learned on the job. For those who have access to a clinic or internships, I highly recommend anything that gives the opportunity to have a speaking role on client calls (whether internal or external clients) and exposure to analyzing complex issues, issue-spotting, and digesting and explaining complex concepts in plain English. For those who are already in practice, when you get on your first M&A matter, try to learn as much as possible about the items you are working on specifically and the transaction big picture by asking to shadow more-senior team members on calls and by being proactive and diving into tasks and learning in real time.

What do you like best about your practice area?

M&A is the unique intersection of substantively interesting legal concepts and the opportunity for creative deal structuring and problem-solving, and it is a practice that puts a premium on understanding human behavior and dynamics. Even if you have done hundreds of purchase or merger agreements before, there is always something new—whether it is the negotiating leverage of the parties, the specific issues of importance to the clients on either side, or a change in circumstances that requires you to look at things from a new perspective. That is what I like best about my practice—continued growth, new challenges, and substantively interesting subject matter. This also includes the experience of getting to learn about so many other subject areas; when you are on the M&A team quarterbacking the deal, you need to gain an understanding of all key issues across the board, which I find very rewarding and also a fun way to get to know your col-leagues across the firm. In addition, generally speaking, M&A negotiations do not result in the signing of definitive documents unless both sides feel it is a good deal; while things can be contentious during negotiations, if the deal reaches a signed agreement, both sides are optimistic and regard the transaction as a positive outcome.

What are some typical tasks that a junior lawyer would perform in this practice area?

Junior lawyers in the M&A practice area typically perform tasks such as conducting due diligence reviews of target company contracts and key documents to identify potential risks and issues in a target company and preparing a report for the client summarizing those findings; assisting in the preparation of transaction documents including purchase/ merger agreements, shareholders’ agreements, confidentiality agreements, governance documents, and term sheets, as well as process-related documents such as signing and closing checklists and funds flows; conducting legal research on relevant laws and regulations, such as Delaware case law and securities-related matters; assisting with (and leading certain) client calls and meetings, as well as direct written communication with the client and opposing counsel—often times, junior associates can directly negotiate certain matters with opposing counsel; and coordinating the full deal team (not just M&A, but all team members across all specialist matters) and ensuring that all client needs are seamlessly met.

What kinds of experiences can summer associates gain in this practice area at your firm?

Summer associates at Mayer Brown can gain valuable M&A experience by working on active transactions and gaining exposure to the dealmaking process; assisting with drafting transaction documents and conducting legal research; attending client meetings and calls to understand client needs and expectations; receiving guidance and feedback from experienced attorneys to develop their skills and knowledge; and participating in training sessions and workshops to learn about key aspects of M&A practice.

What has been the most surprising aspect of dealmaking to you?

The most surprising aspect of dealmaking to me has been that it continues to be dynamic. Dealmaking is influenced by not just the factors at play in the particular transaction (personalities of the parties, negotiating leverage, etc.) but also by geopolitical and macroeconomic factors. A change in administration or leadership at a particular regulatory agency, civil unrest or war in an area far from your client’s corporate headquarters, fluctuations in interest rates, social movements—you name it—could all impact the way businesses view M&A opportunities and also shape the board-level issues that companies face each day. Dealmaking is about not just understanding the words on a page but also the larger picture context and considerations far outside of the legal realm.

Camila Panama is a partner in Mayer Brown’s New York office and a member of the corporate and securities and M&A practice groups. Camila’s practice focuses on advising clients on public and private company M&A, joint ventures, carve-outs, and other significant transactions. She also advises boards of directors and special committees on activist defense and a full range of corporate governance matters. Camila is a Co-hiring Partner of the firm’s New York office and a member of the firm’s Latin Connect and New York’s Women Connect groups.

Camila has represented major clients in significant transactions, including Nippon Life’s $10.6 billion acquisition of Resolution Life; Chubb Limited’s acquisition of Healthy Paws; the Partnership Board of Grant Thornton on the significant investment by New Mountain Capital, LLC; Chevron’s $13 billion acquisition of Noble Energy; Resolute Forest Products’ $2.7 billion sale to The Paper Excellence Group; The Goodyear Tire & Rubber Company in its $2.5 billion acquisition of Cooper Tire & Rubber Company; and Rocket Companies in its $1.3 billion acquisition of Truebill.

Describe your practice area and what it entails.

My practice centers on providing sophisticated strategic, regulatory, and compliance counsel to a broad spectrum of financial institutions, including some of the largest banks, investment management firms, industry groups, and other entities subject to financial regulation. I advise clients on navigating complex regulatory frameworks, including issues under the Investment Company Act of 1940 and the Investment Advisers Act of 1940, and on structuring their operations and governance in alignment with regulatory expectations.

In addition to my regulatory expertise, I regularly represent financial services firms in strategic transactions and gover-nance matters. My transactional experience spans M&A, strategic investments, joint ventures, and other initiatives. I also regularly counsel clients on governance matters, including conflict oversight, partner separations and negotiations, and succession planning. My practice is distinguished by a deep understanding of the regulatory landscape and a pragmatic approach to helping clients achieve their business objectives within a complex legal environment.

What types of clients do you represent?

I represent a diverse array of clients, including asset managers, family offices, banks, industry groups, open- and closed-end funds and their directors, management teams and boards, founders, and investment professionals.

What types of cases/deals do you work on?

A selection of my recent representations include the following:

• Regulatory, compliance, and strategic advice to numerous investment management firms, including Apollo, J.P. Mor-gan Asset Management, and Lord Abbett.
• The registered funds of a major fund complex, including advising the independent directors on myriad governance, conflicts oversight, and regulatory matters.
• Apollo in its exclusive agreement with Citi to form a $25 billion private credit, direct lending program.
• Several asset managers advocating with respect to SEC proposals for private fund advisers.
• Numerous family offices and founders with respect to partnership economics, governance, and succession planning.
• Asset managers in several complex and high-value partner separations and renegotiations.
• Goldman Sachs Asset Management in connection with its $3.5 billion real estate equity fund and $13.5 billion mezzanine debt fund.
• Governance and strategic advice to numerous banking organizations.
• Bank Policy Institute on numerous matters related to laws, regulations, and legislation relevant to the banking industry and interactions with federal agencies.
• SVB Financial in its acquisition of Leerink Partners.
• Byline Bancorp in its initial public offering and NYSE listing.

How did you choose this practice area?

As a 1L, I took a class called Legislation & Regulation, which is essentially Administrative Law for 1Ls, and I loved it. During this course and my 1L internship, I realized that I was interested in the financial services space as a potential practice area but that I lacked the practice experience to know for sure. As a result, I wanted to go to a firm that had not only deep expertise in financial services but was also strong in other corporate areas—which is how I found myself at S&C.

As a summer associate, my partner advisor was, at the time, the head of our investment management practice. Working with her, I knew I had found the right area of practice, including the intersection of investment management with other parts of the financial services markets. I found the group as a summer associate and have not looked back.

What is a “typical” day like and/or what are some common tasks you perform?

There is a lot of variability in terms of what a typical day looks like because it is, of course, driven by what our clients need. I might attend a board meeting if we are advising a board on a governance matter, conflicts matter, a matter of strategic importance, etc. I also spend a lot of time working with clients when they are trying to negotiate terms with a principal on compensation or governance matters. These are some examples of the places where we can advise on matters of strategic importance and bring our expertise and market perspective to bear.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

I am a firm believer that genuine enthusiasm and interest in the area are the most important things. We all do our best work when we are engaged and our intellectual curiosity is genuinely piqued. There will be a tremendous amount of opportunity for on-the-job training, both technically and with respect to how to think commercially. The most important thing is finding a practice area where you have genuine interest, and the training to develop the necessary skills will come.

What do you like best about your practice area?

Often in a corporate practice, you see the names of these big, prominent firms. In practice, you get to see that despite the big company names, it is really a deeply personal business. For example, for a founder, their asset management business is not just a job; it is likely the most valuable thing that they have built outside of their family, and it is incredibly personal. Similarly, when you are advising the board of directors of a financial institution, at the end of the day, you are advising individuals who are stewards of these institutions and the money they manage, and they take this responsibility very seriously. There are people behind those prominent names, and providing advice in this context is deeply personal, which is the thing I like most about it.

What misconceptions exist about your practice area?

I think the biggest one is that you have to be an investment banker before law school to work in the financial services area, whether it is banking or asset management. I was not. I went straight through from college to law school to S&C, and many people practicing in this area did not work in finance in advance of going to law school. Like I mentioned, there is plenty of opportunity for on-the-job training and to learn the business and the industry if you are interested in it.

What is unique about your practice area at your firm?

I would say it is the interdisciplinary way in which we practice. Our deep financial services expertise means that we can leverage that expertise when advising clients. We avoid over-siloing regulatory work from transactional work, from governance work, and from exam and enforcement work. For example, if there is an asset manager who is a part of a larger diversified financial services organization that also includes a bank or a significant insurance platform, we can bring a broader experience and expertise to bear in advising the client holistically and not just on one particular issue or initiative.

How do you see this practice area evolving in the future?

We are in a time of a rapidly evolving regulatory environment that is going to change, and is currently changing, the way we all consume financial services. This includes things like increasing retail investors’ access to private investments and is combined with an age of rapid technological advancement, all coinciding with a generational transfer of wealth and a new generation of investors who have different views about portfolio construction, how they invest, and how they consume financial services. All of this is colliding in a way that makes it a very exciting time to be engaged in these issues and focused on how this moment in time can be leveraged to improve outcomes for Main Street investors without sacrificing the critical protections that are embedded in our financial services system.

Amy Dreisiger is a partner in Sullivan & Cromwell’s financial services and investment management groups. She received her J.D. from Harvard Law School in 2016, joined the firm as an associate in 2016, and became a partner in 2025.

Her practice focuses on advising asset managers, family offices and founders, and banks and other regulated financial institutions on a range of regulatory, governance, and compliance matters, including matters at the intersection of various regulatory regimes. She provides advice to open-end funds, closed-end funds, private equity funds, hedge funds, and other investment management clients regarding regulation under the Investment Company Act and Investment Advisers Act. She also regularly represents financial services clients on various governance, strategic, and transactional matters.

Describe your practice area and what it entails.

Jenn: I represent technology and emerging companies in M&A, helping them navigate complex transactions. My role involves advising sellers—companies looking to divest or sell their businesses—and buyers—companies seeking to acquire others—in various strategic transactions, including mergers, stock purchases, and asset sales. I also work with investors involved in M&A, providing the guidance needed to make informed decisions. In addition, I provide ongoing counsel on corporate governance and other legal matters that arise during the course of M&A transactions, ensuring clients remain compliant and strategically positioned.

Sogoal: As a corporate and securities attorney, my role is akin to an outside general counsel for our company clients. We assist them with significant legal issues, such as financ ing and major transactions, as well as daily queries related to company ownership rights, share restrictions, employment matters, or compensation issues, to name a few. In some cases, we also collaborate with our specialist attorneys. Sometimes, the questions we receive aren’t strictly legal; due to our close relationship and trusted advisor status, we often help our clients find solutions and answers that impact their business on a daily basis.

What types of clients do you represent?

Jenn: At Gunderson, we represent emerging companies across a wide range of industries, with a particularly strong focus on the technology, software, telecommunications, and entertainment industries, as well as venture capital firms. Whether a company is looking to acquire another company or is selling its business, we assist that client in drafting the necessary transaction documentation and managing the steps to finalize the deal.

Sogoal: In the early stages of a company, I’ll usually work directly with the founders. Founders handle sensitive and confidential information such as ownership and governance, and unsurprisingly, these companies don’t have many or any other employees to start. As the company grows, my work may transition to other C-level executives. In later stages, the company may hire general counsel or head of legal, but we still communicate with the founders, board, and executive team as part of our role as advisors for the executives. The level of involvement depends on the company and whether they have other legal counsel in-house.

What types of cases/deals do you work on?

Sogoal: The most common transactions we run are venture financings, for which we represent either the company or the investor. These transactions follow a structured framework that is generally accepted in the industry, but details and complexity vary from deal to deal. They are the primary ways that our clients receive funding—injections of large amounts of capital allow them to grow at exponential rates, translating into the Silicon Valley life cycle. In later stages, we also handle a lot of M&A deals, including acquisitions, initial public offerings, and unique transactions like spin-outs and joint ventures.

How did you choose this practice area? 

Sogoal: In law school, I initially envisioned working in microfinance or at a big NGO. However, through internships and externships, I realized that it was difficult to get things done quickly in those organizations, and that lawyers were not playing a prominent role in deals. During my involvement in a student-run law clinic supporting engineers and students starting companies, I discovered the fast-paced and agile nature of startups. Startups are lean, scrappy, and fast-moving, allowing them to make changes quickly. This makes working at Gunderson fascinating, especially because the work allows close and personal relationships with your clients and the team doing the work. Being more integrated offers a gratifying and rewarding experience. Working with startup companies led me to target firms like Gunderson that specialize in this practice.

What is a “typical” day like and/or what are some common tasks you perform?

Jenn: A typical day varies depending on the stage of a transaction. At the outset, I will review a non-disclosure agreement, letter of intent, or a term sheet to negotiate high-level terms of the transaction and set the parties’ intentions before due diligence begins. As the deal progresses, my focus shifts to negotiating the merger agreement and drafting ancillary documents. As we approach closing, I concentrate on timelines and may assist with preparing external press releases to announce the transaction or help with plans for integration.

The variety keeps each day exciting: I am involved in different aspects of the transaction depending on its stage or the day. Additionally, the industry focus varies, whether it’s a sports client or one in a niche technology or life sciences sector, so the tasks and priorities can shift accordingly.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

Jenn: I recommend practical courses. At USC, I participated in the Small Business Clinic, where I represented startup companies, entrepreneurs, and nonprofits in corporate legal matters, such as entity formation or drafting commercial agreements. This hands-on experience shifted my interest towards transactional law. The Small Business Clinic and the mentorship I received in the clinic from my professor were instrumental in shaping my career today.

What do you like best about your practice area?

Sogoal: Our practice is a “human” one; our clients are real people taking significant risks with their livelihood and financial security to build something they truly believe in. The work we do is significant to our clients and their ventures. This leads to the creation of friendships and close relationships with clients. I’ve been working with some clients for over 10 years, and their appreciation for our counsel and guidance is deeply gratifying and rewarding.

In addition to problem-solving, our work allows creativity through innovative approaches. For instance, I recently pitched to a company that wanted to do a unique type of spin-out among different institutions involving corporate, intellectual property (IP), and tax considerations to work through. This was not a run-of-the-mill structure—we got to put our heads together and create something new, which makes the job fun and challenging. No two deals are alike. A unique aspect of our practice is that we are, in large part, in the driver’s seat for running the deals, unlike other areas of practice where attorneys are ancillary to the process. We manage the relationship between the founder and the investor, ensuring that business objectives and timelines are being met. This might seem simple, but the venture world is rooted in trust between founders and investors. Our role in orchestrating and bringing deals together strengthens relationships for the long-term success of these companies, adding significant value, even if it’s not always immediately obvious.

What is unique about your practice area at your firm?

Jenn: What sets Gunderson apart is its focus on career development. The firm takes an active interest in understanding each individual’s aspirations and provides the support needed to achieve them. A standout feature of this culture is the firm’s commitment to mentorship. I’ve been fortunate to have many mentors at Gunderson, one of whom has been a mentor for almost a decade—someone I collaborated with on one of my first M&A transactions and who continues to support me as I tackle more complex aspects of M&A.

Another aspect I value about my practice is the collaborative team environment. As M&A specialists, we function like quarterbacks, coordinating with experts both within Gunderson and externally—including those in IP, tax, executive compensation, benefits, or labor law. This multidisciplinary approach ensures that we provide exceptional service to our clients across all areas of expertise. Our ultimate goal is to represent our clients effectively, deliver top-tier counsel, and work to achieve the best possible outcome in their strategic transactions.

What are some typical tasks that a junior lawyer would perform in this practice area?

Jenn: Junior associates primarily focus on due diligence, and their responsibilities include managing the signing checklist; reviewing diligence documents; drafting disclosure schedules; and preparing ancillary documents, such as board and shareholder consents. After the signing phase and in advance of closing, junior associates are involved in preparing closing documents and managing closing checklists derived from the definitive agreement to guide the transaction from signing to closing. Junior associates play a critical role in advancing the deal by managing these checklists, allocating tasks, and tracking progress, whether on the sell side or buy side. They often liaise with clients to gather input on disclosure schedules or seek guidance on specific issues. These tasks are integral to the successful execution of the transaction.

What kinds of experience can summer associates gain at this practice area at your firm?

Sogoal: At Gunderson, we aim to provide summer associates with as much junior associate experience as possible during their summer months. This level of involvement and ownership is motivating and fosters a sense of accomplishment, which is why many choose to stay with us long term. Unlike other practices where work can be siloed and repetitive, our associates get to be part of the deal and are entrusted with meaningful responsibilities. This sense of ownership is highly motivating and contributes to our strong associate retention.

Jennifer Sayles Okorn represents technology, emerging growth, and other companies in M&A. She advises sellers, buyers, and investors in mergers, stock purchases, asset sales, and other strategic transactions. She also advises clients on general corporate and governance matters. Her clients include high-growth companies in the consumer internet, software, telecommunications, and entertainment sectors, as well as venture capital firms.

Sogoal Salari specializes in the representation of emerging growth companies throughout their life cycles. Sogoal represents a wide variety of technology companies across healthtech, medical devices, life sciences, consumer, software, and financial technology industries. Sogoal advises both early and later-stage companies and maintains an active practice representing venture capital firms investing in companies at all stages of funding. Prior to joining the firm, Sogoal was a corporate associate in the Palo Alto office of Wilson Sonsini Goodrich & Rosati.

Describe your practice area and what it entails.

My practice area is corporate and securities, focused on M&A, and includes representing both buyers and sellers in whole-company acquisitions or sales, as well as in minority or majority investments, acquisitions, and divestitures of business segments by way of carve-out transactions or asset-style transactions. I represent both private and public companies, and therefore, in addition to general contractual and corporate law, I have close familiarity with Delaware case law, federal securities laws, and stock exchange rules, which often apply in the public-company context. My practice also spans corporate governance and board advisory matters and includes working directly with boards of directors in connection with high-profile and critical issues—anything from shareholder activist defense (for public companies) to conflicts of interest issues and CEO searches.

What types of clients do you represent?

My practice focuses in large part on representation of strategic clients (i.e., private and public companies, as opposed to private equity firms). I represent both domestic and international clients in a range of industries—anything from food and beverage to oil and gas and from telecom to retail. Select representation includes Nippon Life Insurance (a Japanese life insurance company), Chubb Limited, Grant Thornton, Chevron, The Goodyear Tire & Rubber Company, Rocket Companies, Aetna, PepsiCo, Comcast, Red Robin Gourmet Burgers, Intel Corporation, Millicom International Cellular, McDonald’s, Deltic Timber, the ECI Telecom Group, and Lbrands.

What types of cases/deals do you work on?

I work on a variety of high-profile and complex transactions, as well as corporate governance and shareholder activism defense matters. Select representation includes Nippon Life Insurance in its pending $10.6 billion acquisition of Resolution Life; Chubb Limited in its acquisition of Healthy Paws from Aon, plc; The Partnership Board of Grant Thornton in the significant investment by New Mountain Capital, LLC; Chevron in its $13 billion acquisition of Noble Energy; Resolute Forest Products in its $2.7 billion sale to The Paper Excellence Group through the Group’s wholly owned subsidiary Domtar Corporation; The Goodyear Tire & Rubber Company in its $2.5 billion acquisition of Cooper Tire & Rubber Company; Special Committee of QAD in its $2 billion sale to Thoma Bravo; Rocket Companies in its $1.3 billion acquisition of Truebill; Millicom International Cellular in its $1.6 billion acquisition of certain Telefónicas Central American assets and $1 billion acquisition of an 80% controlling stake in Cable Onda; Deltic Timber in its $1.2 billion combination with Potlatch Corporation; Aetna in its divestiture of Medicity and in its now-terminated $37 billion acquisition of Humana; ECI Telecom Group in its sale to Ribbon Communications; PepsiCo in its acquisition of KeVita; PricewaterhouseCoopers in the sale of its public sector consulting practice to Veritas Capital; Comcast in its minority investment by NBCUniversal in BuzzFeed; Intel Corporation in the activist investment by Third Point; and Red Robin Gourmet Burgers in connection with its proxy contest against and settlement agreement with Vintage.

How did you choose this practice area?

I was an economics major in college and always had an interest in the business side and dealmaking. The first M&A transaction I worked on was Aetna’s now-terminated potential acquisition of Humana for $37 billion. Through that transaction, I experienced firsthand the fast-paced and dynamic nature of dealmaking. Not only was I interested in the legal substance, I was drawn to the human component of dealmaking and negotiating; M&A struck me as a practice where there was always something new to learn, whether it was creative drafting or deal structuring or how to negotiate and navigate particular personalities or shifts in leverage.

What is a “typical” day like and/or what are some common tasks you perform?

One of my favorite aspects of my practice is that there is not really a “typical” day per se as the practice tends to be dynamic and varied. Most days do, however, include some form of the following: client meetings and calls discussing key legal issues, as well as strategic considerations, and preparing for and participating in board meetings/calls; drafting and reviewing key transaction documents including a purchase agreement or merger agreement, ancillary documents, corporate governance documents (charters and bylaws), and shareholders’ agreements, as well as deal announcement press releases and SEC filings; negotiations with opposing counsel regarding key issues; collaboration with colleagues across different practice areas and jurisdictions to ensure seamless execution on our matters together, gain an understanding of key issues across all subject matter areas, and facilitate negotiations where needed and resolution; and strategy related to transaction structuring, analysis, and considerations, including discussions with clients and financial advisors regarding an approach to transaction negotiations, approach to a target company with respect to an unsolicited acquisition, or strategy for the sale process, and analysis of Delaware case law in light of director fiduciary duties in the particular context at hand.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

I recommend transactional-related courses such as M&A and Corporations, as well as courses relating to negotiations and dealmaking. Courses on federal securities law, how to read financial statements, and “accounting for lawyers” could also be useful, though these are best learned on the job. For those who have access to a clinic or internship, I highly recommend anything that gives the opportunity to have a speaking role on client calls (whether internal or external clients) and exposure to analyzing complex issues, issue-spotting, and digesting and explaining complex concepts in plain English. For those who are already in practice, when you get on your first M&A matter, try to learn as much as possible about the items you are working on specifically and the transaction big picture by asking to shadow more-senior team members on calls and by being proactive and diving into tasks and learning in real time.

What do you like best about your practice area?

M&A is the unique intersection of substantively interesting legal concepts and the opportunity for creative deal structuring and problem-solving, and it is a practice that puts a premium on understanding human behavior and dynamics. Even if you have done hundreds of purchase or merger agreements before, there is always something new—whether it is the negotiating leverage of the parties, the specific issues of importance to the clients on either side, or a change in circumstances that requires you to look at things from a new perspective. That is what I like best about my practice—continued growth, new challenges, and substantively interesting subject matter. This also includes the experience of getting to learn about so many other subject areas—when you are on the M&A team quarterbacking the deal, you need to gain an understanding of all key issues across the board, which I find very rewarding and also a fun way to get to know your colleagues across the firm. In addition, generally speaking, M&A negotiations do not result in the signing of definitive documents unless both sides feel it is a good deal; while things can be contentious during negotiations, if the deal reaches a signed agreement, both sides are optimistic and regard the transaction as a positive outcome.

What are some typical tasks that a junior lawyer would perform in this practice area?

Junior lawyers in the M&A practice area typically perform tasks such as conducting due diligence reviews of target company contracts and key documents to identify potential risks and issues in a target company and preparing a report for the client summarizing those findings; assisting in the preparation of transaction documents including purchase/merger agreements, shareholders’ agreements, confidentiality agreements, governance documents, and term sheets, as well as process-related documents such as signing and closing checklists and funds flows; conducting legal research on relevant laws and regulations, such as Delaware case law and securities-related matters; assisting with (and leading certain) client calls and meetings, as well as direct written communication with the client and opposing counsel—often times, junior associates can directly negotiate certain matters with opposing counsel; and coordinating the full deal team (not just M&A, but all team members across all specialist matters) and ensuring that all client needs are seamlessly met.

What kinds of experience can summer associates gain at this practice area at your firm?

Summer associates at Mayer Brown can gain valuable M&A experience by working on active transactions and gaining exposure to the dealmaking process; assisting with drafting transaction documents and conducting legal research; attending client meetings and calls to understand client needs and expectations; receiving guidance and feedback from experienced attorneys to develop their skills and knowledge; and participating in training sessions and workshops to learn about key aspects of M&A practice.

What has been the most surprising aspect of dealmaking to you?

The most surprising aspect of dealmaking to me has been that it continues to be dynamic. Dealmaking is influenced by not just the factors at play in the particular transaction (personalities of the parties, negotiating leverage, etc.) but also by geopolitical and macroeconomic factors. A change in administration or leadership at a particular regulatory agency, civil unrest or war in an area far from your client’s corporate headquarters, fluctuations in interest rates, social movements, you name it—all of these factors could impact the way businesses view M&A opportunities and also shape the board-level issues that companies face each day. Dealmaking is about not just understanding the words on a page but also the larger picture context and considerations far outside of the legal realm.

Camila Panama is a partner in Mayer Brown’s New York office and a member of the corporate and securities and M&A practices. Camila’s practice focuses on advising clients on public and private company M&A, joint ventures, carve-outs, and other significant transactions. She also advises boards of directors and special committees on activist defense and a full range of corporate governance matters. Camila is a member of the Women in Law Empowerment Forum Global Advisory Board. She is also Co-hiring Partner of the firm’s New York office and a member of the firm’s Latinx Group and New York Women’s Forum.

Camila has represented major clients in significant transactions, including Nippon Life’s $10.6 billion pending acquisition of Resolution Life; Chubb Limited’s acquisition of Healthy Paws; the Partnership Board of Grant Thornton on the significant investment by New Mountain Capital, LLC; Chevron’s $13 billion acquisition of Noble Energy; Resolute Forest Products’ $2.7 billion sale to The Paper Excellence Group; The Goodyear Tire & Rubber Company in its $2.5 billion acquisition of Cooper Tire & Rubber Company; and Rocket Companies in its $1.3 billion acquisition of Truebill.

Describe your practice area and what it entails.

My practice as an M&A associate focuses on advising both our buy-side and sell-side clients in the process of an acquisition or sale of a business. I assist the client in the negotiation and finalization of transaction documents, including working closely with subject matter experts (for example, our tax and employment and labor colleagues) and our clients’ advisors. As an associate in the M&A group, I help our clients navigate complex transactions from the formation of purchaser entities to coordinating filings for regulatory approvals.

What types of clients do you represent?

I represent both public and private clients, with a primary focus on private equity and life sciences companies. My clients span a wide range of industries and geographies.

What types of cases/deals do you work on?

Being an M&A associate allows me to see all types of transactions across a wide range of industries, sizes, and geographies. I have worked on platform acquisitions, carve-out sales, equity purchases, and complex mergers. A lot of the skills I employ for one transaction can be translated to other types of transactions, so my exposure to numerous transactions has been helpful in providing my clients with the most relevant advice.

How did you choose this practice area?

I started at a prior firm primarily working with emerging companies and venture capital. I gained a couple of years’ worth of experience in this area, sprinkled with a few M&A transactions. I learned that I enjoyed the versatility of M&A transactions and the ability to work across practice groups and offices with colleagues who have different subject matter expertise.

What is a “typical” day like and/or what are some common tasks you perform?

My days are very different from one day to the next, but a transaction generally has the same outline. When I’m representing a buyer, our team begins by doing a legal due diligence analysis of the target, which then informs the structure of the transaction and the underlying transaction documents. On a daily basis, I am responding to emails and calls from the client, opposing counsel, and our subject matter experts to tie it all together into one cohesive set of transaction documents that work together for the intended result. Now that I’m a bit more senior, I take a front-seat role in drafting major transaction documents, like the definitive purchase agreement, which can comprise a good chunk of my day. I also take my role very seriously when I’m acting as a mentor and teacher to the junior associates who are helping me in the transaction and often spend many hours reviewing and talking through the various deal dynamics.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

This job is very much a learn-on-the-job role, which is my primary and preferred way of learning. That said, I found my tax and corporate finance classes helpful, as they prepared me for the lingo that is necessary to communicate with clients and with other colleagues about various aspects of transactions.

What do you like best about your practice area?

My favorite part is that I am able to interact on a daily basis with colleagues outside my practice group and learn from them. I also really enjoy that the clients trust our market experience and look to us to provide them with the best advice tailored towards their specific preferences and tolerances.

What are some typical tasks that a junior lawyer would perform in this practice area?

A junior lawyer is generally heavily involved in the due diligence aspects of a transaction. An excellent junior lawyer will also be extremely organized and will know the status of (almost) every aspect of the deal, even if they may not yet fully understand them. A junior lawyer will often be the primary keeper of our transaction checklist and will track outstanding items and prepare signature pages for the documents.

How do you see this practice area evolving in the future?

M&A is very market-driven, and good lawyers need to keep up-to-date with different market trends and considerations in order to better serve their clients. That said, while M&A transactions may differ across industries, geographies, and structures, underlying issues and considerations tend to repeat. I foresee that technology and the use of AI will make the process aspects of M&A transactions more efficient, but experience and business judgment will continue to be the primary focus that substantially informs transactions.

What has been the most surprising aspect of dealmaking to you?

The most surprising aspect of dealmaking has been the collaborative and friendly nature that most of our deals have. Opposing counsel and opposing parties are generally all working towards the same goal—a successful closing—so I am always learning from everyone involved.

Patricia Perez Elias is an associate in the Morrison Foerster’s mergers and acquisitions group, with a particular focus on the private equity and life sciences industries. Patricia has experience in both private and public M&A, as well as early- and late-stage equity financings and general corporate transactions. Pro bono work is an important part of Patricia’s practice. She enjoys working with local businesses in underserved communities and providing services for abortion defense and access. Patricia is committed to diversity and inclusion and being a mentor to other attorneys of color. When she’s not working, Patricia enjoys running, knitting, and reading.