The following is an excerpt from Practice Perspectives: Vault’s Guide to Legal Practice Areas.
Rajani Gupta, Partner—Finance
Rajani represents banks and other financial institutions as lenders and strategic investors, as well as private equity funds and corporations as borrowers in domestic and international financings, including financings of mergers and acquisitions, debtor-in-possession and exit financings, first and second lien financings and working capital and asset-based financings.
Rajani was recently recognized as one of New York Law Journal’s Rising Stars of 2017 and in the annual list of “Top 40 under 40” lawyers in the Daily Journal. In addition, she is ranked by Chambers USA, who notes that Rajani is a “go-to finance attorney” due to her “quality of expertise and level of work,” with clients stating “that she is really up to speed on the market.” Clients say “she’s great at representing you, she’s good at fighting for things you need but never leaves people on the other side of the table feeling disrespected.”
Rajani received her BA from UC Irvine and her JD from UCLA Law School.
Please provide an overview of what, substantively, your practice area entails.
My practice area is bank finance, with a concentration in leveraged finance. Leverage finance most typically is acquisition related, involving the use of debt to help finance the purchase of an asset orentity.
What types of clients do you represent?
We represent the financing sources providing the debt (commercial banks, investment banks, and alternative financing sources like debt funds) as well as borrowers (either corporate entities, or more often, private equity funds).
What types of cases/deals do you work on?
The common type of financing in the leveraged loan space is acquisition financing. Typically if a private equity sponsor is looking to acquire a company, they seek financing at multiples of the target company’s earnings, and use the money raised to help pay for the purchase price of the company. The use of debt in this way reduces the amount of equity that such private equity sponsor has to put in; i.e. the amount of its own money it needs to use.
We also work on all sorts of general corporate financings, dividends recapitalizations, refinancings, etc.
How did you decide to practice in your area?
I fell into it. When I started my practice I had no idea what area of law I wanted to practice in. But as a young associate, I started working with a team of partners who I really liked, and they happened to practice in this area. In 2003/2004, this area was extremely busy (as it continues to be now), so I guess I just got caught in the wave. And here I am 15 years later!
What is a typical day or week like in your practice area?
Given that this practice area is structured around deals, it can be unpredictable. You can have some very busy weeks and some not so busy weeks. I personally like that it’s changing, for me a 9-5 job gets boring; in this practice you are never quite sure what your day will bring. On deal, you are typically negotiating the primary finance documents, so it involves a lot of drafting and negotiation with the other side, as well as consulting with your client. If you aren’t on a deal, it’s usually just loan maintenance on a deal.
What is the best thing about your practice area?
My practice area is part legal and part business. I really enjoy being an advisor to my clients in both capacities, and looking at a transaction holistically to understand the legal and business impacts and benefits.
What is the most challenging aspect of your practice area?
The timing. Sometimes these transactions can be fast-paced which is great for getting the adrenalin moving, but some of the proposed timelines can be ambitious and require some juggling.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
I think in all areas of the law, there is no greater education than learning on the job. I always say the first two years of practicing are just learning the discipline of being a lawyer, the timing, the interaction with clients, the language. Law is a mix of technical knowledge, plus common sense, and in deal negotiations, some creativity in getting to the right solution for all parties. If there was a class I wish I had taken though, it would have been secured transactions. The Uniform Commercial Code is critical to a secured lending practice, and learning that part in an academic setting would be helpful.
What misconceptions exist about your practice area? What do you wish you had known before joining your practice area?
One of the biggest misconceptions is that you need to know finance in order to be a finance lawyer. I was a comparative literature and drama major in college if that tells you anything.
What is unique about your practice area at your firm, and how has it evolved since you have been at the firm?
Given our global footprint, we have more international finance work that most other law firms. Even purely domestic work often gets analyzed with both a US and non-US lens given all the internal expertise we have around the globe. It has certainly opened up my eyes to the global nature of all our transactions.
What activities do you enjoy when you are not in the office, and how do you make time for them?
I love theater and travel, and try to do both as much as I can. This job can be demanding, but it is important to keep your interests at the same time. Although the demands are greater as you advance in this profession, it does get a bit easier to carve out time for your interests so just stick with it, and you can make time for it all.