Q&A with Practical Law Corporate Advisory Board member George A. Casey of Shearman & Sterling LLP.
Education: 1994: J.D., cum laude, Boston University School of Law; 1984: Diploma in International Law, with honors, University of Kiev.
Career in Brief: 1999–present: Shearman & Sterling LLP (2008–present: Head of the Global M&A Group; 2003–present: Partner; 1999–2003: Associate); 1998–1999: Lehman Brothers, Investment Banking Associate; 1995–1998: Shearman & Sterling LLP, Associate; 1994–1995: Cadwalader, Wickersham & Taft LLP, Associate.
What do you think is currently the biggest challenge facing transactional attorneys? One of the biggest challenges is the ever-changing environment in which corporate attorneys operate. In addition to providing legal advice and representing clients in transactional work, we are also counselors and advisors to our clients on business and financial matters.
Corporate attorneys need to understand the business, regulatory, financial, corporate and cultural imperatives that clients face and help them achieve their goals. Building strong partnerships with their clients is what ultimately allows corporate attorneys to be successful and add greater value. We should strive to become an integral part of our clients’ teams.
Have any recent legal or market developments had a significant impact on your practice? The trend towards increased globalization has certainly had a significant impact. We live in a much smaller world, so to speak, and need to be able to operate across borders and in different jurisdictions with an understanding of how to bridge the cultural, business and legal differences.
The other significant trend is shareholders’ focus on corporate governance, management and business operations. The increased level of shareholder activism is a trend that is here to stay and corporate attorneys need to understand what drives the dynamic between shareholders, boards of directors and management.
Are there any changes on the horizon that you think will significantly affect transactional practice? Continued globalization will present changes that will affect corporate practice, particularly for M&A attorneys. More and more, we will be expected to understand not just the jurisdictions in which we are admitted to practice, but also the legal and regulatory environment in other countries. This is necessary to be in a position to structure, execute and advise on cross-border transactions.
Knowledge of the laws in your own country is now a baseline while becoming conversant in legal issues in other jurisdictions has become a necessity.
In addition, corporate governance trends and shareholders’ focus on keeping boards and management accountable are leading to greater scrutiny by boards of M&A transactions. The more complex the transaction, the more that directors and C-level executives want to be informed early on about any potential deal issues and the risk profile of the acquisition target or the counterparty. In cross-border transactions, this scrutiny necessarily involves understanding the political, regulatory and legal risks in the new jurisdiction.
If not an attorney, what would you wish to be? I have always been interested in finance, so I imagine that I would have worked in corporate finance if I were not an attorney. But I love what I do and there are plentiful opportunities on M&A transactions to be front and center on financial issues.
What is the best career advice you have ever received? Throughout my career, one piece of advice that has truly resonated with me is to never stop learning. This has served me well, particularly in light of the ever-changing legal, regulatory and political landscape.
What one piece of advice would you give to a junior attorney considering specializing in corporate law? I would actually like to offer two pieces of advice. First, pay attention to details and become an excellent technical attorney. Exceptional legal skills are essential.
Second, remember to open your mind and do not limit yourself by simply being a technician. Learn everything you can about your clients, their business, corporate law and finance. Then you can apply what you have learned to become both a strategic thinker and a trusted advisor.
What do you like most about your job? Probably what I like the most is that my day is never the same. Each M&A transaction is different and presents its own unique issues and deal dynamics. I really enjoy working with people and being part of the deal team, learning about new businesses, and learning about the law and culture of a different country or region on cross-border transactions.
I also like negotiations. M&A professionals are expected to find solutions and help the two parties find common ground for a transaction to come together. It is like a puzzle, and negotiation is a way to solve that puzzle. There is nothing more gratifying than seeing a deal come together and having parties achieve their goals after multiple days spent structuring and negotiating a transaction.
