So sang James Brown but he concluded that “It would be nothing without a woman or a girl.” Corporate M&A has a reputation for being both machismo and not female friendly due to its long hours and intensity. But is this just another set of outdated stereotypes that need to come crashing down? We spoke to some women lawyers who are the current stars in the space to interrogate the myths.
Artwork: Elfatrany Design
Article originally appeared in the MCCA's D & B Magazine.
BARRIERS TO ENTRY
A recent Glassdoor survey carried out in July 2017 found that while accession to equity partner roles in M&A is lower than average, so is the amount of women at entry level to this area of law. Given that M&A is a very lucrative field, what then is keeping women away? Will the dearth of women in this rainmaking area also serve to keep the progress of women into law firm leadership as painfully slow as it is now?
Many lawyers in the sector feel that stereotypes about the practice are factors in deterring women from signing up. And as with all stereotypes, there’s an element of truth there. However, in my conversations with leading women currently navigating the M&A landscape, I found a variety of ways in which they are making the space their own and debunking some of the conventional preconceptions.
I asked each of the partners what had attracted them to the field and discussed the significant stereotypes about the practice of M&A to consider how relevant they still are. Main preconceptions which seem to put women off the practice are the intensity of the work and hours, and almost equally the notion that it’s a male dominated area where women will struggle to make the connections and get the work in the first place. In the light of Weinstein et al, this last myth may take in a slightly greater significance in deterring women if it’s seen as a boy’s club.
Despite the myths and stereotypes, there are women who are successful in the field and many who are viewed as outstanding. New Presiding Partner at Cravath, Swaine & Moore Faiza Saeed, ticks all the boxes as a powerhouse M&A lawyer and is now heading up one of the most profitable firms in the world.
But what calls the women who make it in M&A to take the plunge? A common theme is the excitement. Unlike many areas of the law where attention to detail and diligence are key words, M&A is seen as exciting and sexy with high stakes. These are the deals that can redefine the business landscape and are areas of law which become part of the daily newsfeed.
For Melissa Sawyer at Sullivan & Cromwell, the excitement was definitely the initial hook but her interest started much earlier. “ I basically decided on it from a young age,” she told me. “I fixated on it without any rationale. My mother still talks about a resume I did when I was twelve where I said I wanted to be a corporate lawyer but spelled corporate wrong!”
During law school Sawyer was a summer associate at Sullivan & Cromwell. She liked it and accepted an offer from them on finishing law school, and seventeen years later she is still there. But why M&A ? As Sawyer learned more about different areas of law, it was the fact that M&A is less rules-driven than some other areas. “It offers a lot of opportunities for creativity. I liked the people – they were really dynamic and informal but professional at the same time. When I first started at Sullivan & Cromwell the first transaction I worked on was Diageo’s acquisition of Seagrams. I got shipped off to London for six weeks to work on the deal and it was most exciting thing that had ever happened to me and I was completely sold on M&A from that point forward.”
For Taurie Zeitzer at Paul Weiss, it was the passion the practice area inspired that initially drew her in. “For me (and this holds true for the rest of your career), you need to have a huge enthusiasm for what you do, to love it. The partner who hired me to be in M&A got a deal in the middle of my interview with him. It was his zeal that drew me in.”
In Zeitzer’s case, the partner in question was in private equity which is more enigmatic than public M&A and traditionally even more male dominated. Zeitzer told me, “I fell into it largely because it seemed super-interesting and complex.” Similarly to Sawyer, Zeitzer singles out the creative aspect of M&A as a significant attraction. She says it is necessary to have the drive to get a deal done as well as having strategic insight into a client’s business. “M&A lawyers get to quarterback deals; that’s something you gravitate to or not. Quarterbacking and driving deals suit my personality and talents.”
For Zeitzer, one of the key functions an M&A lawyer plays starts even before the deal begins. “What I think we do better than others—in a sense, our ‘secret sauce’—is that we’re business advisers to clients. Often, we get a call before the deal begins to help drive strategy for our clients. You may be looking at a situation that requires creative thinking and problem-solving. But, like a quarterback, you need to keep your eye on what the end game is.”
Karessa Cain at M&A powerhouse Wachtell, Lipton, Rosen & Katz, echoes the themes of creativity and wide-ranging challenges in describing what attracted her to M&A.
“I really enjoyed clerking on the 9th circuit after law school and could have been happy as a litigator, but somehow I knew I wanted to be a transactional lawyer. Deals are less of a zero-sum game than litigation, and I like the challenge of thinking creatively about business objectives and strategy.” For Cain, variety was also important in her choice of career. “M&A is a very multidisciplinary kind of transactional work – in structuring and negotiating the terms of a deal, you often need to think about a range of issues that may include tax, antitrust, finance, employee benefits, accounting and other components. It’s a very well-rounded practice area that always seems to involve new and interesting challenges.”
Part of the balancing act is to take each day one at a time, while also maintaining perspective and keeping your eye on the bigger picture – particularly in M&A, where there tends to be a good deal of volatility with some weeks or months being more intense than others.
All the women I spoke to mentioned two factors which are heightened in M&A versus other practice areas: the intensity and the unpredictability of deals. However, they all pointed out that this is not purely an issue for women and increasingly it’s something male lawyers are also concerned about. Cain at Wachtell, Lipton, observes, “I do believe there is an ongoing cultural shift, and many men today are interested in being active parents with a more co-equal role with their spouse.”
Sawyer at Sullivan agrees that there is more equality evident than there used to be, “But still women generally take more responsibility for childcare, even if you have an equal partnership as my husband and I have.” Sawyer points out that for many women, timing is a factor when starting a family. “The earliest you graduate from law school will be at age 24. Most firms have eight year partnership tracks, but once you are partner, getting your career to take root can take eight to ten years, which takes you to forty or forty two. For many women, that time in which they are investing heavily in building their careers coincides with the years in which they will try to have children.”
Sawyer has focused her career on public company M&A work, which she concurs can be the worst for work/life balance as it’s driven by market dynamics and often requires weekend negotiations so you can meet the deadline for a 7am Monday market announcement for deals. As she states, “All that is hard if you have have small children and need a childcare solution.” Sawyer notes that it can be significantly easier for partners as they can afford better child care. “Many of our younger associates are struggling to juggle daycare arrangements and are building their careers at the same time. Some opt out for that reason, partly for time and partly for economics.”
But Sawyer feels opting out of public company M&A is “not a good idea as you are opting out of the brand building. If all you’ve done are small private transactions then you are not building your brand in the same way the big profile public M&A deals do.”
A number of female lawyers and business women I have spoken to over the years have counselled that women who work do need to think about whom they marry or partner up with. Ideally you need to have an equal partnership and not have to struggle on two fronts, which is something these female M&A lawyers too raised as a key aspect of navigating work and life.
When I spoke to Cain of Wachtell, Lipton, she was on maternity leave with her third child. In her view: “Part of the balancing act is to take each day one at a time, while also maintaining perspective and keeping your eye on the bigger picture – particularly in M&A, where there tends to be a good deal of volatility with some weeks or months being more intense than others. It’s also important to figure out what tools are available to you as you build your support system, whether it’s a spouse who is an active partner in the parenting process, a reliable nanny, a live-in au pair, a network of good part-time babysitters, a good daycare option, or grandparents and other family members who are willing to help out. I’ve seen women (and men) use various approaches to tailor a support system that works for their particular situation.”
Zeitzer, at Paul Weiss, echoes the fact that work/life balance is not an issue that should or only impacts women now. Mentoring is important for Zeitzer but a key message she gives mentees, irrespective of gender, is that it’s not one-size-fits-all, but about making it work for you. “There is not one definition of success. My path and priorities have taken me in one direction, but someone else coming along after me may get to the same place by making different choices. I often say to younger lawyers that I’m happy to give my perspective but to keep in mind it’s ultimately their path to figure out.”
For Zeitzer, part of the solution was involving her son at appropriate times in her career. “One of my partners had an event with clients during the holidays. My son came with me and it was great to see how he navigated the situation. Being there makes him feel like he knows more about what I’m doing.” This is more possible now that her son is older, but Zeitzer counsels this as part of the mindset of seizing opportunities, which is key for deal lawyers. “You have to embrace opportunity, not wait for someone else to pave the way for you. When my son was only four months old, I had two deals in Europe and had to go there with him as I was still nursing; the clients didn’t even know.”
Zeitzer wisely suggests women lawyers should take a long view. “If you’re in it for the long haul, look at where you want to be over the next thirty or forty years of your career, and then carve your own path for how to get there.”
THE BOYS CLUB
The recent scandal in the UK over The President’s Club, an all-male charity event in the city of London where young female hostesses were objectified and in some cases, harassed, shone a light on a particular type of male culture in the business world, which many might have hoped had died out. Given the greater numbers of men in investment banking and funds which might be the catalyst for deal activity, did the female lawyers we spoke to ever felt disadvantaged in terms of access to deals and how and where decisions were made?
For Zeitzer, working in private equity which is still more of a man’s world than public companies, rather than focus on being the only woman in the room, she aimed at being the best person for the job. “I don’t think I ever focused on who was giving me the work - I just went for it. Early in my career, I can’t remember ever having a female client. I felt that I had to be the best, not because I was a woman, but because I wanted to beat out the competition. I was aware I was often the only woman on deals, but I didn’t let that hold me back.”
Sawyer feels that the macho preconceptions about M&A as a practice area are somewhat outdated and that people who work in the deals have realized that a ‘jobs for the boys’ approach doesn’t get the job done. “I may be spoiled as we are in a sphere of the M&A world where it is very analytical and collaborative with a lot of repeat players, but the macho banging on the table is viewed negatively in this world. Sullivan has always been a safe space, where I can just be a smart lawyer.”
Cain echoes this feeling that the focus is on merit and reputation in the ways that work is allocated by clients. “The nature of what we do is high stakes, bet-the-company work. Accordingly, clients are looking for someone who has the right experience, track record and reputation. They are looking for someone who can deliver results.”
Sawyer points to this being a culture shift as “boardrooms often have at least one female director, and increasingly, general counsels and legal departments are asking for more diverse teams.” Zeitzer is seeing a change now even in the very male dominated world of private equity. “I’m seeing women not just in the boardroom but also leading deals; often in recent years I have been across the table from both men and women. On two sell side deals last year, there were senior women leading for the banking side. At the PE firms, you’re also starting to see more women on deal teams. I think we bring a different perspective: women are great problem solvers and multitask well and are good at strategy—all crucial skills in this field.”
But how can law firms make the numbers of M&A lawyers more equal between the genders? Sawyer thinks some of the issues start before women join firms. “Often it starts at law school and at business schools. We need more female professors teaching classes on M&A and need more female students to consider it: we need to get the pipeline in place and not have women opt out before they start.” To this end, Sawyer has been teaching a course at Columbia Law School. “It’s a very diverse class, and I talk about the challenges of being a young lawyer and trying to balance different life goals with professional goals, but I also talk about the really fun stuff. One thing I tell my students is M&A is a great thing to do for a few years to see if you like it. Many doors are still open to you if you decide not to stick with it: you’ll be a great contract lawyer and can be good at creative thinking - all skills which serve you elsewhere.”
First appeared in Diversity and the Bar Magazine Spring 2018