The diverse educational and professional experience of lawyer turned corporate development and finance executive Michael Frankel offers a unique insight into where and how education can take you along your career path. Frankel left the University of Chicago with a BA, MA, MBA and JD in hand, and has used those degrees to develop a career in which he's negotiated and closed more than 100 transactions in the roles of corporate acquirer, investor, investment banker and attorney.After completing his JD and MBA, Frankel worked as a corporate attorney for Skadden, Arps, Slate, Meagher & Flom LLP for three years. "I did a whole bunch of transactions and had a great time, but it solidified in my mind my view that I enjoyed being a practicing attorney but I was much more interested in the underlying business decisions that drove the legal documents I was drafting," says Frankel. "I was always sort of trying to creep my way into, 'What are my clients thinking, what are their strategies, why are they doing what they're doing?' and I came to the realization that I wanted to be on the business side."
Frankel's desire to move to the business side led him to positions as an investment banker with Merrill Lynch, a corporate development executive for GE Capital and VeriSign, and most recently head of corporate development for Information Resources.
One of his most memorable experiences came early in his career while working as an investment banker at Merrill Lynch. "It's not necessarily one of the larger (deals) I did, but it's in my mind as sort of a case study for why M&A is such a great tool for change for companies, and why you can create so much value and enhance companies with it," Frankel says.
During his time at Merrill Lynch, Frankel had worked with both UPS and Rollins Truck Leasing. He knew that UPS had a logistics business as a strategic focus but also had a small truck leasing business, while Rollins was primarily a truck leasing business but had a small logistics business built largely at their clients' request. Frankel leveraged his relationships and experience with UPS and Rollins to propose and ultimately execute a swap between the two companies.
"And it was a great deal because it was a true win-win that substantially enhanced both companies. And it wasn't just a financial transaction. Rollins got some money, and that was nice, but really this was a deal where, by doing this deal, you made both companies more successful and better off in an instant, just by dong this trade," Frankel says. "And it was fun because I came up with the idea, so I got to not only execute the deal but sort of develop the strategic thesis behind the deal."
Frankel has found that his experience practicing law has generally helped him when taking on other roles in the business world. "I think that it's usually a help, but one of the reasons it's usually a help is I know the difference between having a legal background and being the lawyer on the deal, and I think that's absolutely critical," he says. "There's a world of difference between knowing enough to alert the lawyer to issues versus trying to do the lawyer's job for them."
Frankel also feels that several key skills gained from having a law degree have helped him succeed in the roles he's played outside of practicing law: logical thinking, careful and thoughtful writing, and the ability to see the other side of the argument. "Those three things are probably the most powerful tools that I got out of law school that I use every day," Frankel says.
Psychology of M&A Both Challenging and Rewarding
Working in M&A has been a challenging but rewarding experience for Frankel. "I think one of the biggest challenges is managing the decision-making inside of an organization around this kind of a big, scary decision, and managing all of the different voices that are coming from all the different parts of the organization to a simple decision," Frankel says. "But getting to what sounds like a relatively simple decision is this really complex process with a whole bunch of voices who all have a different opinion coming from different directions, and you have to sort of bring them all together. I think M&A is rarely a pure mathematical exercise. There's a lot of psychology. A lot of excitement, fear, weariness and distrust all come into play in M&A."This level of pressure seems to reap high rewards for Frankel. "I think there are very few jobs you can have where you can have such a dramatic and immediate impact on a company," he says. "There's something very cool about the fact that you can totally change the nature of your company in really significant ways through deals."
Frankel also finds satisfaction in the people development aspect of his work. "One of the great luxuries you have if you're a corporate development officer is corporate development tends to attract really high potential individuals," he explains. "They tend to be some of the smartest, some of the most energetic people in the organization. So you have this great luxury of these young stars that you get to develop and challenge and grow."
The idea for one of the two books Frankel has authored, Mergers and Acquisitions Basics: The Key Steps of Acquisitions, Divestitures and Investments, resulted from his interactions with some of those young professionals. "If you look at the M&A literature, there are lots of highly sophisticated books written by senior lawyers and senior investment bankers about sort of really high-end, complex issues," Frankel says. "But there was no sort of how-to book, no basic book that laid out for a junior lawyer or a junior investment banker, here are all the parts of an M&A transaction, here's how it works. I just couldn't find that in the literature, and I had some of my junior staff asking that."
The idea for his other book, Mergers and Acquisitions Dealmakers, was born from a conversation Frankel had with a brilliant, successful entrepreneur who admitted he didn't actually understand what investment bankers did and whether he should have one. "It sparked in me this realization that while I take it for granted that I understand what investment bankers and accountants and lawyers and all these other sort of parts of an M&A transaction, what they do, most people, even very sophisticated people, don't understand that," Frankel says.
When Looking to Make Career Transition, Connections to New Path Most Important
As someone who has very successfully made the move from practicing law to working in various other business roles in the corporate world, Frankel's advice for lawyers or law students considering a similar career path is to have some kind of connection to the new area they're trying to move into. "If you're a real estate lawyer, it's a lot easier to move into a real estate business or into being a real estate investment banker," Frankel advises.Also, while he very much values his MBA, Frankel believes, "The MBA is something that can be replicated by taking some basic coursework, and I would advise any lawyer who wants to move over to the business side to get those basic skills, so take some courses in finance, accounting, you know, maybe marketing. I think the biggest challenge moving from being a lawyer to a business person is convincing the business people that you have both the skills and frankly the temperament, that you're the kind of person I can put in front of a client, you're the kind of person I can have manage other people. So...you need to find that axis of connection, where a part of that new job I'm already an expert in. Whether it's knowing the industry, understanding the company or having experience in a particular type of deal, you are best positioned if you come to a role with some pre-existing relevant expertise."
However, Frankel is adamant about the merits of an MBA for law students who are uncertain whether they actually want to practice law. "If you think there's a significant chance that you want to move over into business afterwards, that you don't want to practice law, I'd strongly advocate for getting an MBA," Frankel says. "And the reason is partially to get those skills, but partially because the MBA is sort of a certification that you're a businessperson. And in my experience, even if you go and practice law, the lawyers who were most easily able to move over from law to business, were people with MBAs."
