
The Art of the Deal Part I
I thought being asked to clean an office was demeaning. Little did I know what was coming next.
After having been largely left alone for months, all of a sudden there was a *big deal* that needed some junior associate work. My dear friend E, a second year associate, had been working on this deal for a while, so I essentially reported to her on the boring assignments I was given. The deal involved a Native American tribe. The tribe was building a new casino on its land, and our firm was working on the financing for the new casino. I believe in the vernacular one would call this a junk bond offering, but I certainly never said as much. The deal was about to close, and a lot of really boring things had to happen and a lot of trees had to die to document it.
One weekday afternoon, at about 1pm, I was sitting in my office, when a very senior attorney, Ian, called me. Ian never calls me, I thought. Maybe I was going to be fired! I picked up with a cheerful “this is Susan,” and Ian asked, “do you have important plans over the next few days?” If that sounds like a trick question, it’s because it was. “No,” I said. Ian asked me to please come down to his office. Ian was the #2 attorney on the deal, second only to the Very Important Partner who was heading it up. The Very Important Partner was Bruce, the head of my department. Bruce was married to Carrie, who was another Important Partner in my department. Carrie was, in name only, my mentor. I had spoken to her perhaps once, for five minutes.
I walked down to Ian’s office, wondering what was happening. I had never really spoken to him before. Today, he was all smiles. “Sit down!” he beamed. I sat. “How would you like to go close the deal with Bruce?” he asked. “You mean…in Texas?” I wondered. “Yes!” he said, looking like was trying not to laugh. Why did I feel like I was being punked? “I don’t know a lot about this deal, why would you send me?” I asked. Truly. I had done the lowest of the lowliest work on this thing.
Why would they send me? “Do you have a valid driver’s license?” Ian asked. What? Now I was really confused. Yes, I had a valid driver’s license. As it turned out…Bruce did not. And the tribal casino was a two hour drive from the nearest airport. A-ha. Mystery solved. I was going to be Bruce’s driver. A driver. Billing out at an obscene hourly rate, to be a driver. Because you bet I was going to bill every second of this shit.
I was told to go home and pack a bag for a few days’ trip. I was then to meet Bruce at the Southwest Airlines terminal at 7pm for our 8:40 p.m. flight to El Paso. Upon landing, I would be renting the car (because I had the driver’s license, remember??) and driving us to the casino. Ian told me Bruce would explain the deal to me on the flight to Texas. Is this what lawyering is? I wondered to myself.
Bruce had never spoken to me, either. Now, we were going off to close a deal together. This felt weird.
I showed up at the gate at the appointed time. Bruce showed up a few minutes later, red-faced and laden down with papers, a few briefcases, and his BlackBerry™ wedged between his shoulder and his ear. He sat down next to me, hung up his call, and asked if I had any idea what the deal was about. I didn’t see any sense in lying, so I told him I knew nothing. For the entire flight, he explained bond financing to me. I tried my best to stay awake – remember, this was a late flight and the topic of conversation was excruciatingly boring. We landed in El Paso and headed to the Hertz counter. I felt really, really awkward signing all of the rental car paperwork, knowing that this was my main reason for being here.
We got in the car. It was pitch black outside. Bruce was on his BlackBerry™ the entire time, alternatively emailing and talking on the phone to Carrie and then Ian. I did my best to keep up with his directions – he was acting as my GPS. I cannot overstate how dark it was. It felt like we were on unmarked roads to nowhere. Finally – finally – we arrived to the town next to the tribal casino. We would spend this first night here, in a Holiday Inn. Bruce and I got our respective room keys, and he told me to meet him down in the lobby for breakfast. Okey dokey, Bruce.
The next morning, I could not wait for my coffee. Bruce was already downstairs partaking in his Holiday Inn breakfast. I made myself a plate and some coffee, and sat in silence as Bruce ate across from me, still tapping and barking orders on the Blackberry™. A man entered the hotel, and Bruce waved him over. I looked up and it was a man straight out of central casting for “Middle Aged Texas Beef Enthusiast.” He had a bona fide cowboy hat on, complete with cowboy boots, some sort of bolo tie situation, and a happy disposition. What in tarnation was happening? Bruce hung up his call and introduced Hank as “local counsel.” Hank would be helping me as boots on the ground while Bruce did whatever Bruce was going to be doing with the client and the bank. I didn’t know what kind of help I would be needing, and I sure didn’t know what Hank’s role would be, but man, was I about to find out.
“Local counsel” is a fancy word for “small town local lawyer.” Hank was the lawyer for the day-to-day affairs of the tribe. His purpose was understanding tribal law. We were just the big city lawyers who understood how to get money from the bank. Hank knew how things really worked to get the deal signed. I wish there had been a video camera around to document this. Me, a 26 year old L.A. girl, Bruce, a high-powered law partner, and Hank the cowboy. All at a Holiday Inn in the middle of nowheresville. Do your best to imagine it.
I fired up the rental car and drove Bruce over to the tribal casino, following Hank’s car. The tribe was building a new casino and resort, and we would be staying in the old hotel. The hotel had been closed to the public for a few years, but apparently visitors like us got to stay there (yay)? We dropped off our bags in our room, and it was truly a time capsule of 1970’s hotel style. The telephones had push buttons for the different lines, and a rotary dial. I am not in Kansas anymore, I thought to myself. Or perhaps I was in Kansas for the first time?
To be continued!
xoxo,
BHPO