I led CDPQ, a global investment group with CAD $402 billion under management, in its acquisition of the majority stake in Wizeline Inc., a global technology services provider, from Apax Digital Fund. The transaction successfully closed in September 2021.
Being one of CDPQ’s most significant investments, this transaction received attention from the senior members of CDPQ. Like similar majority equity investments, this transaction included not only a purchase transaction but also equity rollover, management equity and equity holders’ governance arrangement.
All these elements must be negotiated in sync and on the same timetable. We were able to make this a successful transaction for CDPQ by carefully negotiating the financial provisions and governance arrangements.
I led Riverbed Holdings Inc. in its sale to Vector Capital, which closed in July 2023. Riverbed is a leading global IT solutions provider that emerged from Chapter 11 in December 2021 with about $900 million of debt. While it is a privately held company, following its emergence from Chapter 11, Riverbed had a diverse shareholder base and an independent board of directors.
The sale to Vector Capital required creative solutions to get a deal done at a time when debt financing was expensive and private equity deal-making remained challenging. The parties were able to obtain the support of existing lenders of Riverbed for debt financing after closing.
What is the most important lesson you learned as a first-year attorney and how does it inform your practice today?
I learned that legal service is not only about answering the immediate question from the client, but also about understanding why the client asked this question and what underlying issue that the client is solving. Our service should be oriented toward addressing that underlying issue because the client may have made certain inaccurate assumptions in asking the questions, and therefore answering the wrong questions does not solve client’s problems.
This requires me to be an excellent listener. Fortunately for me, in my early days studying in the law school struggling with challenges as a fresh immigrant, I developed the skill to “read the room” based on a host of different clues. While those challenge had been well overcome by the time I became a first-year associate, the extreme attention I pay to listening in a contextualized manner allowed me to cut through to the underlying objectives of the speakers.
I continue to benefit from this skill and awareness until this day as I am constantly the only person in a meeting to identify that participants are either talking past each other on things they seem to agree to, or arguing over issues on which they actually have alignment.
How do you define success in your practice?
I define my success based on the success achieved by my client in a particular transaction and the success that my associates (and my students) will achieve in their careers, and their good “user experience” in achieving these objectives.
Client is successful in an M&A deal when it receives great negotiated outcomes on key deal points that matter to the client and that can be accepted by the other side. My role is to assist the client to identify these objectives and negotiate in a way that can eventually be agreed. Depending on the dynamics, it could involve amicable conversations, firm elaborations, or both.
In addition, I also define success by how client felt about their experience in reaching that successful outcome. I proactively project-manage an extraordinary transaction for a client so that it feels orderly and ordinary course. My objective is for client to live a “normal life” even during the middle of a transaction.
For associates and my students, I focus on teaching and demonstrating methodologies that can be repeated in the next deals. In addition, it is also about empowering them with the appropriate responsibilities so that they get the most out of the experience.
What are you most proud of as a lawyer?
I am proud to play an important role in the capital allocation system on which our society and world economy is based.
Historically, looking back a few hundred years, large-scale asset transfers (to the tune of billions of dollars) were only achievable by warfare. M&A achieves the same purpose of transferring ownership of large assets. As a result, M&A transactions are highly strategic and can sometimes be contentious.
I am proud to be the type of pragmatic M&A lawyer who does not give in to the heat of the moment or personal or doctrinal beliefs, but rather remains level-headed, client-focused and result-oriented.
For me, it is not about winning a point or being “right” (or righteous) on a particular issue. Rather, it is trying to obtain the best, practical outcome for the client and finding a solution that can also work for the other side.
Being a good steward of my clients and the larger financial system requires me to set aside my own personal ego in service of the greater objective and to focus on solutions in service of the greater objectives and to focus on solutions. I consider that to be my proudest moment.
Who is your greatest mentor in the law and what have they taught you?
John Reiss, global head of M&A, has been a great mentor of mine since I joined White & Case in 2021. I learned from him important lessons on client and business development, firm stewardship, associate mentorship and how to exemplify the culture of White & Case: pioneering, united and human.
During an earlier stage of my career (at my prior firms), I benefited from the mentorship of Sarkis Jebejian, Eric Schiele, and Daniel Wolf (partners of Kirkland & Ellis) and Matthew Hurd and Melissa Sawyer (partners of Sullivan & Cromwell). They taught me valuable substantive M&A and client management skills and collectively shaped my style and practice.
Tell us your two favorite songs on your summer playlist.
“Pocketful of Sunshine” by Natasha Bedingfield and “Hymn for the Weekend” by Coldplay are top songs on my summer music playlist. I like the positive energy projected by both songs.
One should always feel self-assured that “the sun is on my side” and “I know I’ll be alright” (as stated in “Pocketful of Sunshine”). At the same time, one should also be grateful that there were people who “came to lift me up” in moments of need (paraphrasing “Hymn for the Weekend”).
James Hu, a first-generation college graduate, earned his undergraduate degree in China and graduated fifth in his class from Cornell Law School. In addition to his transactional work, he teaches M&A to law and MBA students at Cornell Law School and Cornell Tech as an adjunct professor. He actively mentors and recruits junior attorneys. His pro bono work includes representing Water for People, a nonprofit, in a clean water project in India.
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