Any lawyer working in the financial markets space needs to keep their finger on the pulse and distill the subtle differences between matters. Here, three lawyers from Jones Day explain how you can kickstart your career in this global and multifaceted area.
*The views and opinions set forth herein are the personal views or opinions of the author(s); they do not necessarily reflect views or opinions of the law firm with which they are associated.
Chambers Associate: How would you describe Jones Day’s Financial Markets Practice?
Kimberly Desmarais, partner: Our market-leading and global Financial Markets Practice advises financial institutions, asset managers, private funds, and companies across all aspects of the financial markets spectrum. Our lawyers handle public and private financings, regulatory matters, and disputes, offering collaborative, client-focused counsel on both routine and complex, cutting edge matters. With subgroups specializing in banking, finance, capital markets, litigation, and regulation, we also emphasize areas like ESG, private credit, fintech, and structured finance. These groups foster thought leadership, entrepreneurship, and help lawyers develop expertise tailored to client needs.
Kimberly Pustulka, partner: Full Service. Jones Day’s Financial Markets practice was built to be full service and bring all of the relevant corporate finance expertise together to effectively and efficiently serve our clients’ needs. Our Financial Markets practice is a large umbrella under which many subpractices work together, including banking, capital markets, real estate finance, securities litigation and derivatives. We represent both issuers and lenders, so we have deep knowledge and understanding of corporate finance transactions from all perspectives.
Amanda Dollinger, associate: Jones Day’s financial markets practice is a full-service global practice that combines the expertise of litigators, regulatory attorneys and transactional attorneys to provide a collaborative approach to representing banking and financial market clients.
CA: How did the practice come about and what are the benefits of structuring it in its current form?
KD: The practice initially operated as separate Banking and Finance, Securities, and Financial Institutions Litigation & Regulation groups but consolidated over the past decade. Previously, lawyers advised the same clients from different angles without unified client development efforts. About five years ago, the practices merged, significantly enhancing our ability to fully address client needs. While collaboration has always been central at Jones Day, bringing all financial markets lawyers together has made teamwork and communication even more seamless, helping us better anticipate client needs and market changes.
KP: Several years ago, we combined all of the corporate finance subpractices into one group to leverage the experience of all of our lawyers who were focusing on financial markets transactions and issues. This combination has allowed us to better align ourselves with our clients’ needs, provide seamless and comprehensive client service, communicate about important and developing issues in real time across all of the subpractices, and work more effectively and efficiently to leverage our experience within the firm with each new matter. We work on some of the most interesting, cutting-edge and complex financial markets transactions that exist. The structure of our financial markets group enables us to share lessons learned and insights quickly and seamlessly across the practice so everyone has the benefit of such information. Our associates benefit from the combination of the practice because we provide training throughout the year on topics that impact all aspects of the financial markets. As a result, our associates receive diversified training and develop a deep understanding of both the macro and micro topics that impact our work and our clients.
AD: The Financial Markets practice was formed in late 2019 as a combination of the various practices that all service the firm’s financial institutions client base to offer integrated advice on derivatives to fintech, and everything in between. What sets the financial markets practiced apart is our closely-coordinated teams who are intimately familiar with the most complex financial instruments. As markets innovate and new products and practices develop, the combined practice tracks those developments and trains its lawyers to help clients with new transactions, investigations and litigations involving those developments. By housing transactional, regulatory, and litigation lawyers in a single practice, we are better able to anticipate our clients’ needs and devise and implement comprehensive solutions.
CA: How does collaboration between the subgroups occur within the financial markets practice?
KD: We hold regular monthly global practice-wide calls and quarterly partner calls, emphasizing communication and collaboration across the team. These calls cover practice management, client engagements, and development initiatives, with participation encouraged from all levels. Regular updates help us coordinate efforts and ensure the right lawyers are engaged when clients reach out. Our cutting-edge practice stays at the forefront of financial market developments, from new products to innovative approaches, thanks to consistent communication. Each working group also holds quarterly meetings to stay aligned on market trends and global practice activities.
KP: Collaboration is our secret sauce. It is the hallmark of our One Firm Worldwide mantra and the key to providing superior client service. First, collaboration among the subgroups is constant. There are multiple ways we accomplish this. We have regular practice group and subgroup meetings across the US offices and worldwide – both in-person and virtually - where information is shared among the subgroups. Email updates are used in the interim for important and timely updates. Our training program is an integrated program among members of all of the subgroups who collaborate to bring together the right people, materials and topics to train our associates. We publish a number of Client Alerts to address noteworthy legal developments, which are often done in collaboration among the subgroups and serve to update clients and our lawyers alike on pertinent issues. And, most importantly, our One Firm Worldwide culture plays a critical role in everything we do, including collaboration among the subgroups. We talk to each other often and work together constantly to ensure we are bringing the right expertise to all of our client matters.
AD: The financial markets practice engages in regular formal and informal training and discussion sessions to ensure all attorneys within the group remain up to date on the latest market developments and trends impacting our clients. In addition to the groups based on the type of work we do—litigation, regulatory enforcement, and transactional work—we also have a significant number of cross-practice subgroups that develop subject matter expertise in issues such as ESG, FinTech, AI, and consumer finance. Each of those groups meet regularly to discuss recent developments, ongoing matters, and various legal, regulatory, and economic risks.
CA: Is it possible for attorneys to move between the subgroups?
KD: Absolutely. We encourage our more junior associates to work across our subgroups thus giving them an insight into all aspects of the practice, the type of work we do and the clients we represent. Of course, as you become more established in your practice you will need to focus on a particular subgroup since you will be expected to develop expertise regarding the market, precedent, issues and clients unique to that subgroup.
KP: Jones Day has an incredible program for new lawyers. We believe that great lawyering begins with each individual's careful decision about what type of lawyer he or she wants to be. That's why we give our new lawyers time—about a year—to explore and decide on a practice focus. After the first year, new lawyers generally are ready to join a practice group. This first year gives new lawyers ample opportunities to determine which practice group and subgroup fits them best. For the most part, lawyers tend to stay in their chosen practice groups and subgroups. That being said, lawyers are always encouraged to seek opportunities to work on matters that stretch their comfort zone and skill set, whether that is with lawyers in other subgroups or offices.
AD: Yes, it is possible. But, more importantly, the subgroups are not bright lines that preclude an attorney from working on matters within other groups. Attorneys within the various subgroups regularly provide their expertise and insights on financings, investigations, enforcement issues, and litigation.
CA: What factors are currently driving financial markets work?
KD: There are many, but I would say the primary ones are greater financial regulation, growth of financial technologies and expansion of the private capital markets.
KP: Financial markets work tends to follow the economic cycles and interest rate movements; however, even in down times, distressed situations can generate a lot of work. Three big drivers of financial markets are M&A activity (companies seeking funding for large merger transactions), refinancings of existing debt (including the impending debt cliff that involves trillions of dollars coming due in the next couple of years), and corporate growth (including issuing debt and equity to raise capital to fund new ventures or expansion).
AD: The financial markets practice derives its work from a diverse set of clients and issues, and so there is not one single factor driving the group’s work. That said, our clients have a substantial need for advice and representation in a few major areas: private credit, ESG, fintech, and derivatives, to name a few.
CA: What are the biggest challenges for lawyers and their clients in financial markets?
KD: The financial markets are consistently evolving and continue to develop new products and stakeholders and, as a result, new and novel challenges. We strive to ensure that we have teams that are focused on developing strategies to meet and stay ahead of such challenges. Our clients want to know that we have their back and are here to support them, no matter the issue that could arise in the financial markets. To ensure that we can do so, we motivate and support our lawyers in bringing solutions to the table and finding ways to navigate and anticipate ways to support our clients in combatting these challenges.
KP: One of the biggest challenges we face in doing financial markets deals is timing. The volatility of world financial markets and interest rates is hard to predict and can have an enormous impact on the timing, pricing and execution of deals. Deals can be prepped and ready to launch when market conditions change suddenly causing clients to postpone or alter the structure of proposed deals. As financial markets lawyers, we have to be nimble and sophisticated to respond quickly to these changing market dynamics.
AD: One of the biggest challenges facing our clients in the financial space is the every growing and competing web of legislation and regulations—both domestic and international—that govern financial institutions’ conduct. And, because the practice values industry experience, we expect its lawyers to stay abreast of business and market developments. Staying on top of those evolving standards can be a challenge for lawyers, but it is immensely gratifying when we are able to successfully engage and partner with our clients to manage legal risks and achieve business success.
CA: How do you see the financial markets practice evolving over the next few years?
KD: Over the last five years, we have seen a significant uptick in the number of private credit funds providing financing solutions at the portfolio company and fund level. As a result, I see our practice continuing to follow this trend and to focus on developing our fund knowledge, experience and expertise, as well as collaboration with our corporate and restructuring practices. In particular, direct lending has taken over a larger part of loans provided to middle-market companies. Financial technology is another area where I see continued focus and growth, both around ledger-based technologies and machine learning, including AI.
KP: Two developments that will continue to drive change in the financial markets practice are the increased number of deals done with private lenders (e.g., non-bank lenders like private equity and hedge funds) and the impact of investors’ focus on ESG. Private lenders have become a mainstay in the financial markets practice and a viable alternative to banks – not just at distressed companies. While the economics of those deals can mirror traditional banking deals, there are important nuances in private lending deals where experience is key. With respect to ESG, there has been significant growth in sustainable finance, both in the United States and globally. Like private lending deals, ESG-focused deals, such as green bonds, have an additional level of complexity that requires skill and experience to navigate.
AD: I see the financial markets practice evolving in a few ways. First, as clients continue to develop complex and innovative financial products, the practice will in turn develop greater complexity. Second, clients are increasingly considering various stakeholder interests, such as climate change and sustainability. As that changes, so will our mandate to assist clients in navigating the complex web of regulatory and statutory rules that govern those issue areas.
CA: How can students keep up to date with trends in financial markets?
KD: There are various media sources that cover the financial markets, but in my view Bloomberg, the Financial Times and the Wall Street Journal are a few of the best in terms of covering both trends and developments, as well as related regulatory and litigation issues.
KP: Read. Read the WSJ and other business and legal publications that highlight corporate finance deals. Pay attention to litigation and regulatory developments that impact how corporate finance deals get done. Listen to finance talk shows and earnings reports of blue chip companies to get a sense of the factors affecting corporations, business operations and earnings.
AD: The best way to keep up to date with trends in financial markets is to read about them in the news. The Wall Street Journal and Financial Times are a great place to start. And, google is your friend—if you read about something in the news and want to learn more, don’t be afraid to go down that rabbit hole.
CA: Can you run us through a highlight matter you worked on? Why did it stand out to you?
KD: A recent matter that comes to mind is the cross-border acquisition and related financing for Groupe Solmax Inc. a Canada-based company. We advised Solmax, the global leader in the production of high-quality polyethylene geomembranes for industrial and environmental applications, and its shareholders (including institutional investors Caisse de dépot et placement du Québec and Fonds de Solidarité FTQ), in connection with Solmax’s acquisition of TenCate Geosynthetics Holding B.V., a global provider of geosynthetics and industrial fabrics, from Dutch conglomerate Koninklijke Ten Cate (Royal Ten Cate, the Netherlands), and advised on the related senior secured revolving and TLB financing to support the acquisition. The senior secured credit facilities were arranged by Barclays Bank PLC and TD Securities (USA) LLC. The credit facilities provided for credit support from material subsidiaries located in specified jurisdictions, including Canada, the United States, the Netherlands, Austria, Germany, France, and Malaysia.
This matter stands out to me because it truly symbolizes the collaborative nature of our practice and the firm, as well as the top-notch, cutting edge lawyers with whom I have the honor to practice. The acquisition and related financing involved members of our financial markets, PE, M&A and tax practices across NY, Amsterdam, Frankfurt, Paris, Singapore and Hong Kong, to name a few. In particular, when working on a cross-border acquisition financing of this magnitude communication with the PE and M&A teams is crucial. The fact that we had all of this expertise within Jones Day meant that we efficiently and seamlessly advised the client across all of the overlapping aspects of the transaction.
KP: One of my favorite deals was the YETI IPO. The client team was filled with really incredible and interesting people. The deal was complicated and intriguing and the YETI products were fun! We worked on it for several years and it was extremely rewarding to be a part of that successful transaction.
AD: I was one of the members of the firm’s LIBOR transition task force, and assisted several clients with what was ultimately a transition of billions of dollars of assets from LIBOR to alternative reference rates. In connection with the LIBOR transition, I assisted with conducing product-specific risk impact assessments and portfolio reviews regarding replacement reference rates, fallback language, and issues related to LIBOR-linked derivative products. The firm’s LIBOR transition team developed remediation strategies that helped our clients mitigate legal, regulatory, and economic risks, and the firm earned a reputation as a thought leader and source of innovative solutions for our clients as they prepared for the June 2023 cessation of LIBOR.
CA: What is the day-to-day work like in your subgroup?
KD: I’m on the banking and finance side of our Financial Markets practice and what I like about our subgroup is that we are all generalists that can handle nearly any type of financing for our clients. We represent both lenders and borrowers on general lending, leveraged finance, asset-based or backed loans, acquisition financings, fund financings, as well as workouts and restructurings. On any day a lawyer in the practice can be working on one ore more of these types of financings. We also get pulled into the deals early on by our clients so that we can assist with navigating innovative deal structures. In addition to reviewing and drafting the documents, we have regular calls or meetings with the client or opposing counsel to iron out open terms, issues or other considerations.
KP: I am in the Capital Markets subgroup. Every day is different for me, which is one of the aspects I love most about my job. I spend about a third of my time counselling companies on disclosure issues, like SEC compliance, a third on corporate governance issues, like activism and board counselling, and a third on corporate finance deals, like debt and equity offerings. Each part requires a special skill set and substantive knowledge. I get to work regularly with lawyers in a multitude of practice groups across the firm and with clients in a wide array of industries, all of which keeps my days very busy and interesting!
AD: No day is typical, which is the best part! As a financial markets litigator I am, at the end of the day, a litigation associate who just happens to work primarily on matters for our financial markets clients. This means that my day-to-day is fairly typical of any other litigation associate – depending on the current status of my cases I may be working on discovery responses, document review, deposition preparation, or strategic development for dispositive motions.
CA: How can lawyers build a career in financial markets?
KD: I would say there’s no one-size fits all approach. If a lawyer has an interest in the financial markets, they should try to get as much experience within the various subgroups to see which ones speak more to them. Once they find one or two, they should pursue more work in those subgroups, attend subgroup meetings and seek input and advice from lawyers in those subgroups. The more you do, the more you see, the more you know and you’ll soon realize you’re on your way to building the career you want in the financial markets.
KP: Get as much experience as you can and do as many different kinds of deals as possible. I always encourage our associates to seek out different and unusual deals. Those are where the most learning happens. No experience is wasted. It may take several years for that experience to pay off again, but it always pays off in the end. I would also encourage lawyers to seek out people they enjoy and who have a practice that is interesting to them. Working with people like that can lead to a really rewarding and satisfying career. I often tell our associates, when choosing a subgroup, your choice of people is as important as the work. You have to like both.
AD: The best way to build a career in financial markets is to develop an interest and stick with it. The group does not require any formal training or experience, but prior exposure to key financial and economic concepts is very helpful. Being adept with Microsoft Excel is also often an asset for both analysis of issues, working with experts, and counselling clients on strategic issues, so do not fear the spreadsheet! Finally, both written and oral presentation skills are immensely important, whether presenting to a court or in various internal and client-facing settings, and so developing those skills is paramount.
CA: What is the most exciting aspect of being a lawyer in this area?
KD: Being both a deal lawyer and a thought-leader.
KP: Financial markets practice is so dynamic. Although I love the fast pace and global nature of the deals, what I most enjoy about my practice is my relationship with clients, some of which span the entirety of my 20+-year career. Because we are in constant communications with our clients with respect to disclosure and governance matters, we have an opportunity to develop strong client relationships that not only lead to wonderful working relationships, but also many meaningful friendships.
AD: The most exciting aspect of being a financial markets lawyer is that the issues facing our clients are constantly evolving. Not only does it mean that my days are never dull, but it also means that I have gotten the opportunity to become a subject matter expert in a diverse array of areas over the years, from collateralized debt obligations, to mortgage-backed securities, to ESG for financial institutions, and everything in between.
CA: What’s the most valuable lesson you’ve learned in this area so far?
KD: That knowing your clients (including their business and industry), staying abreast of the markets and legal developments and communicating with your colleagues does make for a successful lawyer and practice.
KP: Dig in and spend the time to truly get to know your clients and their business. This enables you to be a partner with your client and add tremendous value by seeing issues and opportunities with their perspective in mind. We believe client service involves leveraging the firm’s resources and our knowledge and understanding of the client to anticipate and solve client’s problems before they even articulate them.
AD: By far the most important lesson I’ve learned so far is to never stop learning. More than most other practice areas, the financial market practice has a steep learning curve. But, it does eventually click, and the parts of the practice that make it challenging are also the parts that make it the most rewarding.
CA: What experience could somebody gain to figure out whether they might be suited to working in the financial markets space?
KD: A few that come to mind are an interest in financial markets such as investing in and research related to the various markets, including the stock market, bitcoin and other digital assets, learning how credit cards and home mortgages work, and other areas related to analytical reasoning and problem solving.
KP: First, read and pay attention to what you enjoy reading about. In order to be an exceptional financial markets lawyer, you have to understand businesses, how they operate and their interaction with economic drivers. If you are not excited and curious to learn about business and finance, then practicing in the financial markets space is probably not going to be a good fit. Law school is not a particularly good place to get a flavor for what it is like to practice in the financial markets space, but taking business or financial accounting classes in law school (especially cross registering at the business school), or working in-house one summer, can all help to flush out whether someone is well suited to practice in the financial markets space.
AD: There is no one-size-fits-all approach for lawyers in the financial market space. There are many, like me, who had no prior experience working for financial institutions prior to joining the group. Others have prior experience either at financial institutions themselves or at the agencies that regulate their conduct, such as the OCC or CFPB. The best way to figure out if you might be interested in joining the practice group is to stay abreast of financial markets news and developments. While it is certainly helpful to have a corporate or business background, it is not required, and lack of such background should not prohibit attorneys from entering the practice group. And, as with most practices, you want to come in with a solid set of foundational skills, the most important of which is the ability to write and communicate clearly.
CA: What advice do you have for students considering a career in financial markets?
KD: To take as many financial market and commercial law related classes as they can in law school, including securities regulation, secured transactions and accounting, to name a few. These will give you a feel for the types of companies, issues and transactions that are involved in the financial markets.
KP: Talk to as many people as you can. No two careers in financial markets are the same. Find out what others have done and pay attention to what piques your interest. Then go seek out that kind of work to determine whether its interesting and fulfilling. There is no shortage of opportunities in the financial markets space and it is possible to carve a unique and interesting path for yourself. The trick is to find the best combination of the kind of work and people you enjoy and see where that takes you. Be curious and do not be afraid to stretch outside of your comfort zone.
AD: I would recommend that you do whatever interests you in terms of training, classes, and experience. There is no right way to prepare to work in financial markets, and a broad range of experience will help you quickly learn new facts and adapt to the ever-changing space.
