5:50 AM press snooze on the alarm and miss my early morning boot camp class. 7:30 AM I actually roll out of bed, whilst channelling my inner Rachel Zane, I hastily pull together an outfit for the day, jump on the bus and head into work.
Peppermint tea in hand, I settle down at my desk and glance over at the to-do list that I scribbled down on my way out the night before. I have 15 mins before the rest of my team arrives to catch up on emails that came through overnight. A vague email about a new acquisition for a medical technology company has been forwarded to me by the partner. I have a read of the attachments, making some initial notes and jotting down any questions I have. At some point, I squeeze in a quick breakfast.
My morning begins with a meeting with my mentor to discuss on-going due diligence we’re running for one of our clients who is looking to acquire a number of security businesses. In the meeting, I run through the responses from the due diligence questionnaire that we sent to the seller and cross-check the responses against documents in the virtual data room. We have not received most of the significant material contracts from the seller and our client (the buyer) wants to sign in a week…unlikely.
A practice group morning tea is on today for Corporate Advisory so we head off to one of the break-out areas on our level. Here we listen to the team updates, introduce the new hires and celebrate upcoming birthdays. There’s always a great spread at our CA morning teas and I help myself to a warm ham and cheese croissant!
I’ve organised a meeting with our Corporate Advisory paralegals to discuss the on-going due diligence. We’ll need their assistance on the task as there is a large volume of documents in the data room and limited timeframe to conduct our review. I give a quick overview of the transaction, with a focus the potential areas of concern that have been identified by our client. We go over the contract review templates against the documents we will be reviewing.
This is the first chance that I have with the partner to chat about the new deal. The initial tasks that arise out of the discussion involve legal research, preparing a heads of agreement (HOA) and reviewing a confidentiality agreement. I have not drafted a HOA before so the first place I look as a starting point is our internal document management system for a precedent. The research query is a little more challenging. I find myself an hour into reading about conflict of laws and no closer to finding an answer. So I shoot off an email to our superstar library team for some assistance to find commentary on the issue.
The topic of the lunchtime core skills training session today is due diligence. Due diligence is a process used to assess legal risk during an M&A deal and involves a comprehensive review of the corporate status, assets and contracts of a business. It is a large part of what we do in CA as juniors and is critically important to clients in assessing whether and how to do a deal. Although arguably of equal importance are the sandwiches and wraps provided at the lunchtime training!
The email to the library team was a success and so I start to piece together a short memo for the partner. By this time of the afternoon I’ve also made a start on drafting the HOA. I’ll work on these tasks until I meet with the partner later this afternoon.
Off to Bourke Street Bakery for coffee with some of other CA grads. On the trip there we mostly talk about the upcoming PLT exams we have tomorrow which is to appear for an interlocutory application. PLT is organised through the firm so we are completing our PLT oral assessments at the office. It’s great going through PLT as a cohort, especially when I’m stuck on an assignment, there are plenty of people happy to give me a hand.
My team has a completion next week and need to run completion searches as at 5:00 PM on the day that is 5 business days prior to completion. Completion is the date when the purchase price for the property is paid and legal title passes to the buyer. I’ve been asked to run a number of Company Searches and PPSR searches for the group companies. I email the results out to the team.
I email through the memo and HOA to the partner. He wants to meet at 6:30pm so I squeeze in a short break away from the computer with a cup of tea.
Our office is open plan so the partner and I head off to a meeting room discuss the documents. Returning to my desk, highly marked-up documents in hand, I make a start on the amendments and finish off my review of the confidentiality agreement that the partner would like back by mid-morning tomorrow.
Before heading home for the night I usually do a quick check-in with my team regarding any on-going matter work. After a sprint up to the bus I make it back on time for pilates. These sessions are a perfect way to get my mind off work and wind down before bed.
Dinner is the last thing I want to think about, but lucky for me my partner loves cooking and has put aside a plate for me. I usually spend any other time in the evenings catching up with loved ones, watching netflix or trying to get through any chores around the house.
Off to sleep to wake up and do it all again tomorrow!