Q&A: Cravath's new corporate partners 2021

To tie in with the launch of our 2021-'22 'Transactions & Deals' guide, we asked the five latest corporate partners at Cravath, Swaine & Moore about their work at the firm, their general experience, and their advice for up-and-coming lawyers.

Posted Wednesday, November 24th 2021
Q&A: Cravath's new corporate partners 2021

L-R: Michael Arnold, Daniel Cerqueira, Matthew Jones, Matthew Kelly, Andrew Wark

Michael Arnold

What was the most interesting matter you worked on as a Cravath associate, and why?

I represented Ulta Beauty in its strategic partnership for a series of “shop-in-shop” concepts with Target. It was a unique transaction, and it required a lot of creativity and working very closely with the in-house legal team and senior management of Ulta to get the deal agreed. It was one of the last matters I worked on as an associate and felt like a great capstone to my associate career.

 

What do you like most about working at Cravath?

The people. The Cravath rotation system attracts and selects for lawyers who are not just smart, but are curious, engaged and willing to jump into things quickly and wholeheartedly. It’s great to work with colleagues in that kind of environment, and given our relatively small size, you really get to know a large proportion of the firm and what makes them tick.

 

What’s needed to make partner at Cravath?

You have to be able to dive headfirst into something new and learn things quickly. As an associate, you’re continually working in different practice areas and with new partners and senior associates, and every time you rotate you get a little bit better at getting up to speed quickly in something new. It’s part of the unparalleled training the Cravath system offers, but to stick around you have to really be excited about that kind of learning process, and it’s not something you can really force yourself to like.

 

What were the advantages and the challenges of your first year as a partner coming during a global pandemic?

It’s been odd: I feel like there should be a whole new set of routines for me to settle into given this new role, but given the disruptions of the global pandemic, it seems like there really are no normal routines these days. That’s both the advantage and the challenge: it means I’m not the odd one out getting adjusted while everyone else carries on normally, but I really can’t wait for things to return to a sense of normalcy.

 

Daniel Cerqueira

What was the most interesting matter you worked on as a Cravath associate, and why?

It’s hard to identify a specific matter as the “most interesting” – one of the great things about Cravath’s M&A practice is the variety of transactions we work on, and the opportunity to advise on types of deals that happen only infrequently in the scheme of the broader M&A market. I’ve been fortunate to have the opportunity to advise on several “deal jump” situations from different angles – representing the target company, the incumbent bidder and the interloper. Deal jumps are fairly uncommon, and each of these situations has played out very differently, but they are always interesting, exciting and more than a little unpredictable. Being able to think strategically and react quickly are critical here, and those are aspects of the practice that drew me to M&A in the first place.

 

What do you like most about working at Cravath?

Definitely the people. Cravath is an incredibly cooperative environment – people are always willing to help each other out and answer questions. It’s a demanding job, but it’s exciting to go to work at a place where everyone is incredibly smart, passionate about what they do and willing to lend a hand.

 

What’s needed to make partner at Cravath?

There are many different personalities and work styles among the partners at Cravath, but there are a few qualities that seem to be shared among everyone who makes partner. Working hard and displaying good judgment is a given, but beyond that it is important to take ownership of the matters you work on from an early stage in your career. I also think all the partners are here because they have a genuine commitment to the firm and a passion for the work they do – it is much more than just a job.

 

What were the advantages and the challenges of your first year as a partner coming during a global pandemic?

I’ve definitely missed the spontaneous interactions that occur when everyone is working in close proximity, which help with learning the ropes in any new role. But the impact on work is only a small piece of how people’s lives have been affected by the pandemic, and I’ve been fortunate that my family has been spared the worst of it. Many of my colleagues and friends have not been so lucky. In the face of such tragedy, other difficulties and challenges seem small by comparison.

 

Matthew Jones

What was the most interesting matter you worked on as a Cravath associate, and why?

It’s difficult to single out one matter, but the deals I found most interesting as an associate tended to be ones that straddled multiple practice areas. I enjoyed collaborating with lawyers in other groups and found it rewarding whenever I was able to apply something I had learned in a prior rotation.

One deal that comes to mind is a transaction I worked on representing Frontier Communications in the sale of its operations in Idaho, Montana, Oregon and Washington to WaveDivision Capital. The transaction presented many of the issues we see in any carve-out with a private equity buyer – for example, negotiating the scope of assets and liabilities to be transferred, identifying and structuring the appropriate transition services, and ensuring that the private equity buyer demonstrates it has committed financing for the transaction. The deal was complicated by the fact that at the same time we were working to complete the M&A transaction, our client was also facing an upcoming Chapter 11 bankruptcy filing. As a result, our M&A team had to collaborate closely with our financial restructuring and reorganization team to structure the transaction in such a way that it could proceed as planned even after our client declared bankruptcy.

 

What do you like most about working at Cravath?

The people. Our job can be demanding and our rotating corporate associates face a steep learning curve whenever they are working on a new type of transaction for the first time. But at every level, from junior associate to partner, our lawyers are committed to working collaboratively as a team, across practice areas, to deliver the best results for our clients.

 

What’s needed to make partner at Cravath?

There’s no clear blueprint and one of the things I appreciate most about our firm is that there isn’t a uniform style across the partnership. I have had the chance to work with and learn from partners with all types of different personalities, but each of them possesses some common attributes – they are extremely hardworking, passionate about their work, commercial in their approach and, above all else, dedicated to their clients. In addition to demonstrating these traits, our strongest associates are the ones that take ownership of their matters early on and are proactive about solving problems for our clients.

 

What were the advantages and the challenges of your first year as a partner coming during a global pandemic?

The partners in my group bounce a lot of questions off of each other, especially when faced with a gray area of the law. The remote work environment has prevented us from chatting about issues in person as we typically do, but the partners in my group have nevertheless been extremely generous with their time to answer questions and help me get up to speed on my new role more generally. I don’t feel comfortable saying there were any “advantages” as a result of the global pandemic, but if there was a silver lining to being out of the office the last 18 months, it’s that I was able to spend more time with my family (including two kids under 3).

 

Matthew Kelly

What was the most interesting matter you worked on as a Cravath associate, and why?

It’s hard to pick among cross-border mergers, complex financings and other matters, but the most interesting matter I worked on was our representation of Qualcomm in its settlement of longstanding worldwide litigation with Apple, in which I assisted with the commercial terms of the settlement and a related chipset supply agreement. It was rewarding to help find solutions to seemingly intractable disputes, learning about the business and getting to know the fantastic people there.

While the primary practice areas in Cravath’s corporate department are M&A, capital markets and finance, this matter exemplifies that the practice can sometimes take you in different directions depending on what the client needs – even if it doesn’t neatly fall into the buckets of “M&A”, “capital markets” or “finance”.

 

What do you like most about working at Cravath?

This sounds cliché but it really is the people. There is a tremendous diversity of personality here, but what we all have in common is respect for each other and a dedication to the work and to serving our clients.

 

What’s needed to make partner at Cravath?

Cravath is unique in that associates rotate from practice area to practice area for their entire time as associates. This means that you need to be nimble in doing different types of work for different types of clients, and, upon each rotation, find the joy in that new challenge.

 

What were the advantages and the challenges of your first year as a partner coming during a global pandemic?

I have young kids at home, so the pandemic was both a blessing (being able to help teach my son to read) and a curse (my son barging in during client calls). Thankfully, our wonderful IT and other departments made the transition to remote work as seamless as possible, but I’ve missed the office interaction that can be so important, and I look forward to things getting back to normal.

 

Andrew Wark

What was the most interesting matter you worked on as a Cravath associate, and why?

Representing Just Eat Takeaway.com (Just Eat) in its acquisition of Grubhub. As U.S. counsel to Just Eat, we had the opportunity to help a Dutch company making its first acquisition in the U.S. navigate the complexities of a cross-border stock-for-stock transaction that was subject to securities regulation in the U.S., the Netherlands and the UK, which required substantial cooperation with counsel across multiple jurisdictions. In addition to the legal complexities of a cross-border merger, the negotiations took place amidst widespread press reports that Grubhub was engaged in substantial negotiations with Uber about a possible combination, which meant that Just Eat had to act decisively to structure a complex transaction and ensure that its proposal was given appropriate consideration.

The transaction was also negotiated and announced in the early stages of the COVID-19 pandemic, which created a number of novel issues for drafting and negotiating the merger agreement and conducting diligence on the parties’ businesses. From the legal perspective, there was a substantial amount of ongoing litigation and uncertainty about how common provisions of merger agreements would be interpreted in light of the impacts of the COVID-19 pandemic; and from a commercial perspective, both parties to the deal were learning to rapidly adapt their businesses in an industry that has been transformed by the pandemic (and has been integral to many of our lives over the past 18 months).

 

What do you like most about working at Cravath?

The collaborative culture at Cravath has always stood out to me – at every level of the firm, people enjoy working as a team and have an incredible willingness to lend their expertise to help out their colleagues.

 

What’s needed to make partner at Cravath?

In addition to doing top-notch legal work, a willingness to take ownership of matters and to go the extra mile for clients.

 

What were the advantages and the challenges of your first year as a partner coming during a global pandemic?

As with any new role, it can be challenging to navigate the new responsibilities of becoming a partner in a remote work environment, without the familiar ease of walking into the office next door to ask questions. As a positive, becoming a partner during the pandemic has reinforced the importance of open communication and collaboration with co-workers – even when we can’t all be in the same building, we’ve all learned to work together effectively and to continue sharing our knowledge and expertise with colleagues.