The following is an excerpt from Practice Perspectives: Vault’s Guide to Legal Practice Areas.
Deanna Kirkpatrick, Partner—Capital Markets
Deanna Kirkpatrick is a partner in Davis Polk’s Corporate department and the firm’s finance partner, responsible for overseeing Davis Polk’s finances. A senior member of the firm’s Capital Markets group, she works for both issuers and underwriters in connection with capital markets transactions, including public equity, debt, and other securities offerings. Deanna has worked on offerings for issuers over a broad spectrum of industries, including health care, retail, financial institutions, utilities, oil and gas, media, and special-purpose acquisition companies.
Deanna graduated from Queen’s University in Canada and received her M.B.A. and LL.B. from the University of Western Ontario. She joined Davis Polk in 1989 and was elected partner in 1997. Deanna was named a “Distinguished Leader” by New York Law Journal in 2017, “Capital Markets MVP” by Law360 in 2016, and “Best in Capital Markets” by Euromoney LMG Americas Women in Business Law Awards in 2013.
Describe your practice area and what it entails.
My practice includes public equity, debt, and other securities offerings by U.S. and European issuers. I work for issuers and underwriters in connection with a variety of capital markets transactions, including initial public offerings.
What types of clients do you represent?
In my issuer-side practice, my clients represent a variety of industries, with a particular emphasis on retail and health care. My clients include VF Corporation, L Brands, and Walgreens. On the underwriter side, I advise all the major investment banks on debt and equity offerings, as well as other securities-law-related matters.
What types of cases/deals do you work on?
I work on equity and debt offerings, as well as advising on corporate governance issues, Sarbanes-Oxley compliance, and other SEC reporting matters for my clients. My recent deals have included the IPOs of Orchard Therapeutics—where I served as underwriters’ counsel—and One Madison Corporation (a special purpose acquisition company)—where I represented the company. I’ve also worked on common stock offerings for companies such as Kala Pharmaceuticals and Melinta Therapeutics, as well as debt offerings for TD Bank, the Province of Ontario, and the Province of Alberta, among others.
How did you choose this practice area?
After I completed my law degree and M.B.A., I knew I wanted to be a corporate lawyer, but I wasn’t sure which practice I would end up in. I was drawn to capital markets pretty early on, however. I loved the element of learning about different companies in different industries—learning about how different businesses operated and how they addressed the particular challenges they faced on both a macro and micro level. On top of that, I found it gratifying to be able to help companies raise the money they needed to pursue their business goals.
What is a typical day like and/or what are some common tasks you perform?
A typical day could include several conference calls and meetings to draft disclosure or negotiate agreements for my active deals, along with due diligence calls and meetings to learn more about the companies I’m working with.
I also serve as Davis Polk’s finance partner, a role I’ve held since 2011, so my days can also include meetings with our Management Committee or presentations to the partnership. In addition to managing my deals, I operate much like a CFO of a corporation might—I’m responsible for financial planning and budgeting, as well as analyzing and reporting our financial results.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
There are certainly classes that I recommend to anyone thinking about a career in capital markets—accounting, corporations, and securities regulation to start. It is also helpful to take courses fundamental to credit/leveraged finance and M&A deals. But I find—and I think most of my partners would agree—that the best training and skill development really comes once you’re at the firm, working on deals.
What is the most challenging aspect of practicing in this area?
Deals sometimes face very tricky disclosure issues. Issuer clients worry about disclosing sensitive issues and the potential implications of doing so, and we need to advise them through that process.
What do you like best about your practice area?
There is no time to be bored. Deals get done quickly, and I may jump from an IPO to a debt offering and back. Working with, and getting to learn about, so many different companies and clients keeps it interesting and fun.
What misconceptions exist about your practice area?
I think some people think corporate law is boring because of all the documentation involved. On the contrary, one of the things I love about my practice is the amount of contact I have with people all day long—both inside and outside the firm. It is not just about sitting in your office drafting documents.
What is unique about your practice area at your firm?
As one of only a few truly lockstep firms, Davis Polk ensures equal opportunities for all of our lawyers. Each and every one of us in the Capital Markets group has the chance to work on sophisticated matters in an environment that is collaborative, collegial, and supportive. It allows us to cultivate and draw upon the experience of all of our lawyers.
I think the key difference between Davis Polk and many other major law firms, though, is the growth opportunities it provides women. In addition to a wonderful platform from which to work on some of the most complex and interesting legal matters throughout my career, I’ve also been given extraordinary opportunities—like my position as finance partner.