Practice Area Insights: Private Equity

Attorneys working in private equity generally focus on one of two areas: M&A or investment management, though some do both. Private Equity M&A attorneys represent investment funds in acquiring and disposing of “portfolio” companies or minority ownership interests in such companies. Investment management attorneys assist in the formation of private investment funds and advise funds on complying with applicable regulations. The day-to-day work of funds attorneys includes preparing offering materials, negotiating with prospective investors, preparing partnership and LLC agreements, advising on and documenting management and compensation arrangements, and closing fund formation transactions.

In our guide, Practice Perspectives: Vault’s Guide to Legal Practice Areas, attorneys from law firms with top-ranked Private Equity practices share insights about their practice, including what types of deals they work on as well as what classes and training they recommend for those interested in working in this field. Keep reading for their insights!

What types of cases/deals do you work on?

Andrea Gede-Lange, Partner—Fried, Frank, Harris, Shriver & Jacobson LLP: I recently represented New Mountain Capital and Blackstone in the sale of Blue Yonder (formerly JDA) to Panasonic. First, Panasonic bought a 20% equity interest in July 2020 in a deal valuing Blue Yonder at $5.5 billion. Then Panasonic purchased the remaining 80% from the other shareholders in September 2021 in a deal valuing Blue Yonder at $8.5 billion.

Last winter, I advised Permira in its acquisition of a majority stake in Boats Group, which operates a leading online classifieds marketplace for the recreational marine industry. The following summer, I acted for Permira and Boats Group in their significant investment in Click&Boat, a popular European boat rental platform. In each of these private equity M&A transactions, I had the opportunity to work with counsel and counterparties worldwide to structure the transactions and negotiate deal terms and governance arrangements.

Megan Ward Spelman, Partner—Paul, Weiss, Rifkind, Wharton & Garrison LLP: The most common type of transaction I advise clients on are leveraged buyouts, transactions where a private equity fund will use both equity—the committed capital they raised from their investors—and debt to acquire a company. There’s always something unique about each transaction, whether the client has a creative idea they would like us to help implement or an issue raised in diligence that needs to be addressed. One of the best parts of being an M&A lawyer is that it’s a team sport; I have the opportunity to work closely with my colleagues at Paul, Weiss across practice areas like antitrust, executive compensation, intellectual property, litigation, and tax, who are among the best at what they do.

Elizabeth Gallucci, Partner—Ropes & Gray: I tend to focus my practice on acquisitions and divestitures. I’m really proud of my recent work helping clients expand and condense their portfolios in line with their strategic goals and priorities. For example, I recently helped TSG Consumer Partners finalize its three-way growth partnership with Specialty Deal Brands and Leon Capital, Altamont Capital Partners acquire Nutrition 101, and TPG Growth sell IPG to Evolent Health. Each of these deals was unique, and I had to draw on different knowledge areas to get clients to the finish line.

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

Andrea Gede-Lange: I regularly advise law students to take accounting and finance classes, ideally at the business school affiliated with their law school. These courses offer invaluable knowledge in understanding the financial terms of M&A deals and how our private equity clients think about them. Transactional attorneys learn these skills over time, but getting a head start while still in school and before starting to practice law full time is very helpful!

Megan Ward Spelman: Much of your development as a private equity lawyer takes place on the job, so it is important to find a firm that prioritizes training and mentoring. This is an area where Paul, Weiss shines. Junior lawyers at the firm are immersed in a robust curriculum focused on developing both substantive knowledge and practical skills, including through negotiation workshops, practice management sessions, and informal Q&As with partners, for example.

Elizabeth Gallucci: When it comes to deal work, on-the-job training is the best training. Any opportunity to brainstorm, create client-facing solutions, lead calls and conversations, collaborate with colleagues, and practice communication is highly beneficial. Learning by doing will help you get in the rhythm of the deal life cycle and sharpen your ability to exercise good judgment when working with clients.

I would also advise lawyers early in their career to find a mentor and prioritize collaboration. I was fortunate to benefit from exceptional mentorship at Ropes, and by collaborating with attorneys across practice groups at all levels, I was able to ask hard questions and gain valuable insight.