Please describe two of your most substantial, recent wins in practice.
I represented Pfizer in the $31 billion demerger and listing of Haleon, the largest pharmaceuticals transaction of 2022. Haleon is the largest global consumer healthcare company and was formed through a joint venture that combined Pfizer’s and GSK’s consumer businesses, a transaction I led in 2019.
Both the JV formation and the demerger involved highly complex transaction and governance terms and the demerger marked the culmination of five years of work.
I’ve also represented Global Payments in its key transactions over many years, including its $45 billion merger-of-equals with TSYS in 2019. I advised Global Payments on six transactions this past year, including its $4 billion acquisition of EVO Payments, divestitures of its Netspend consumer and gaming businesses and a $1.5 billion PIPE.
We signed three of those deals on the same day. I began working with both clients as an associate, and that longevity made these transactions particularly rewarding.
What is the most important lesson you learned as a first-year attorney and how does it inform your practice today?
Early in my career I realized the importance of taking an all-encompassing approach to a matter and understanding it holistically, including how it fits into the client’s overall objectives. As a first-year associate, it can be challenging to see the bigger picture. It’s often easier to concentrate on the narrow task assigned without considering how it interacts with the overall negotiation or strategy.
But for a corporate lawyer, being integrated with all aspects of the deal—including tax, antitrust, compensation and benefits, and financial aspects of the transaction—is crucial to delivering effective and commercial advice to clients.
As a young associate I tried to read everything, including the specialist sections of the merger agreement, even if it wasn’t my specific responsibility. I also asked questions of my colleagues to ensure I understood what they were doing and why. That’s not always the easiest thing to do when you’re busy, but having a broader perspective is essential to being an effective M&A lawyer.
How do you define success in your practice?
For me, success is being perceived by my clients as not just a lawyer, but a trusted and reliable strategic advisor. It’s essential to have a strong understanding of the technical aspects of practicing law, but to excel in this field you have to be the person your client turns to when there’s a crisis, or a bet the company transaction.
And you want them to trust your judgment and your strategic instincts. Building this level of trust takes time and experience, seeing different situations and developing a relationship with a client through multiple transactions.
It also requires a commercial understanding of the business issues that matter to your clients, rather than just being a technician. I’ve been fortunate to form close relationships with many of my clients over the years and that has made my job particularly fulfilling.
What are you most proud of as a lawyer?
I was fortunate to have exceptional mentors and was given the chance to lead matters early in my career as a young associate. I take great pride in mentoring younger lawyers at our firm and helping them reach their full potential.
Seeing a mentee take a leading role in a negotiation, draft a challenging agreement, or impress a client by leading a call is a source of pride for me. After a successful transaction, when a client compliments an associate or the entire team, those are moments of great pride. As a corporate lawyer, I lead teams across all aspects of our practice.
M&A is a team sport, and I take pride in seeing our entire team, especially younger lawyers, succeed and have their efforts recognized by our clients. On a personal level, I became a father to twins a little over a year ago and have had to find a balance between my job and family life. Twenty twenty- two was a busy year, and I am still learning, but I take pride in being both a father and a lawyer and doing each job to the best of my ability.
Who is your greatest mentor in the law and what have they taught you?
I have been incredibly lucky to learn from some of the best corporate lawyers in the business over the years, but Ed Herlihy, the co-executive partner of Wachtell Lipton, has had the greatest impact on me. He is one of the top corporate lawyers of all time and is incredibly busy but has made time to help countless lawyers grow over the years.
I have learned many lessons from Ed, but the two most important are to always make a recommendation with conviction to your client, and to think outside the box and not automatically resort to the most conventional or conservative approach in every situation.
Many lawyers tend to give cautious or hedged advice. That is not the way Ed practices law, and it’s not the way he taught me to practice. Ed has taught me the importance of creativity and being willing to provide bold advice when you believe it’s in the best interest of your client.
Advising a client to forgo a tried-and-true approach requires a lot of skill, experience, and confidence, and that is something Ed excels at, and I have tried to follow in his footsteps.
Tell us your two favorite songs on your summer music playlist.
First, “Wagon Wheel” by Old Crow Medicine Show. It was my wedding song and the only one to which I can even attempt to dance without completely embarrassing myself. Like many great things in life, my wife introduced me to the song, and it never gets old.
Second, “Barbara Ann” by The Beach Boys. It’s the first song my twins bopped their heads to when they were six months old, and a year later it still yields reliable smiles and bopping all around.
Jake Kling led more than a dozen M&A transactions in 2022, including four above $10 billion. He led Adobe’s $20 billion acquisition of Figma, the largest private tech acquisition to date, pending review at time of publication. Within Wachtell, he mentors individual corporate associates and is class dean for his firm’s Class of 2017 associate group. Kling has been published in the Yale Law Journal, the Stanford Journal of Law, Business and Finance, and the Harvard Law School Forum on Corporate Governance.
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