The truly elite law practices not only endure the most challenging times but often find opportunities for new growth and achievement. Such is the case with the corporate transactional practice at Cahill Gordon & Reindel co-chaired by Kimberly C. Petillo-Décossard, who also serves as the venerable New York firm’s co-administrative partner. Cahill’s M&A and advisory practice increased revenues in 2020 over the pre-pandemic year – and enjoyed even greater growth in 2021. On a personal level, Petillo-Décossard also closed the biggest deal of her career last year while juggling the demands of a young family.
Lawdragon: Can you describe the mix of work your practice handles?
Kimberly Petillo-Décossard: The practice I co-chair advises public and private corporations, and boards and special committees across a variety of industries in connection with mergers, acquisitions, dispositions, joint ventures, spin-offs and other significant strategic transactions.
We also advise clients on acquisition finance, growth equity and other minority investments, along with governance, disclosure and compliance matters, providing our clients a single point of contact and delivering exceptional efficiency.
LD: What are some of the things you like about it?
KPD: Every year, a handful of deals offer unique and challenging twists. One wild deal not too long ago began as a carve-out sale process, morphed into a potential sale of the entire company, got interrupted by a proxy contest – which we won – and circled back to a carve-out sale process with a different part of the business, while simultaneously exploring a restructuring. Advising clients in both exciting and vulnerable times, and successfully guiding clients through those moments is exceptionally gratifying.
LD: Can you describe a recent deal you’ve worked on?
KPD: On July 1, I closed two deals on the same day, both for long-term clients, one of which was the largest M&A transaction I’ve ever led. For a decade, I have helped ICON through a string of pearls growth strategy, but this $12 billion deal was magnitudes larger than any prior, catapulting the company to third largest in the drug development and clinical trials sector known as contract research organizations. Law360 reported it was one of the largest deals announced in its quarter.
On the same day the ICON deal closed, we closed Arch Capital Group’s $700 million acquisition of Watford Holdings – a deal which succeeded after an incredible 24-hour rush to negotiate ahead of a potential competing bid, and also a subsequent 48-hour renegotiation following a post-announcement topping bid.
LD: What were some of the challenges of closing those deals?
KPD: Not only was the ICON deal gargantuan, we ensured its success on an exceptionally tight time frame from signing the exclusivity agreement to announcement in just three weeks. I oversaw every aspect of the deal on the compressed timeline, driving the negotiation of the merger agreement, supervising the filing of the proxy and registration statement and leading the extensive back and forth on business, disclosure, governance and integration issues between the two companies. Because it was a global transaction, the deal faced antitrust approvals across the world, adding another layer of complexity and timing pressures.
Meanwhile, as the lead outside counsel to Arch, we had to re-cut the offer while simultaneously negotiating the terms in which two private equity partners would join Arch in the transaction. Ultimately that involved forming a new SPV entity for Arch (alongside Warburg Pincus and Kelso & Co.) and also the negotiation of various complex governance agreements. Advising through the topping bid required parsing the contract language to deliver a legal strategy within the client’s rights and restrictions, given the no-shop and fiduciary duties.
LD: Can you share some strategic plans for your practice in the coming months or years?
KPD: Versatility and growth are the mantras within our practice. Beyond M&A deals, we advise on financings, governance, disclosure and compliance. Although such matters often require separate teams, our tight-knit practice handles them all, providing clients seamless transaction execution. Our team’s M&A transactions also span an impressive variety of industries.
And those strengths have delivered results. Practice revenue in 2019 doubled 2018. And 2020 revenues exceeded 2019 by 15 percent, despite the challenges of the pandemic. Meanwhile our 2021 practice revenue exceeded the prior year’s revenues before the close of the third quarter while we simultaneously grew our client base by over 20 percent.
LD: What do you do for fun when you’re outside the office?
KPD: I’m a mother of three kids ages seven, five and five, and a new puppy, so if I’m not knee-deep in a transaction, you’ll probably find me shuttling the kids to some sort of practice or walking the dog.
LD: Can you discuss any pro bono or public interest activities that are special to you?
KPD: In 2020, my husband and I funded and launched The Women’s Leadership Initiative (WLI) at Albany Law School, where I am an alumna. We created the innovative program to deliver leadership training opportunities for students and alumnae, organize networking events and develop a fellowship program.
With Covid-19, the program quickly transitioned to an all-digital slate, and we built a summer series with seven different programs for students and alumni that attracted over 250 attendees – all women. Each program was taught by a woman drawn from law firms and corporations, covering topics such as corporate law, drafting transactional legal documents and starting your own firm. The feedback was incredible: Over 95 percent of attendees reported that they would recommend the program to others.
In the first six months after launch, we nearly doubled the program’s endowment and secured our first law firm sponsor who is committed to providing employment opportunities. And this year we launched our very first class of ten fellows coming from an exceptionally diverse range of backgrounds. Our initiative was recently recognized by ALM with their Trailblazer award.