But of course, they did.
We went through the agreement section by section, Jasmine sharing her reactions and answering the questions we had for them about their risk tolerance and how aggressive they wanted to be on certain positions.
“Can you send it back to us by noon tomorrow?”
But it’s already 9:00 p.m.
I sent John a private instant message asking if we could suggest 5:00 p.m. instead, hoping he’d see it before he answered her.
“Noon might be a little tight but we’ll get it to you by end of business,” John said.
“That works,” she replied with a smile.
Phew!
I’d still need to start working on it tonight, but at least I could get some sleep and finish it up tomorrow.
“And the virtual data room will open tomorrow. We’ll need your diligence report by next Monday,” Jasmine added.
“Will do,” John said.
I sent an email to the team of three associates I’d staffed earlier this afternoon to warn them.
After working all day the following day to get the revised purchase agreement to our client and then sent over to the tech company’s counsel to review, the data room—a massive shared digital folder containing all of the tech company’s important contracts, patents, certifications, financial information, employee information, and more—became accessible at 9:00 p.m. I did a video call with my team of junior associates: Claire, Will, and Jared.
“Val, did you see there are 1,500 documents in the legal folder?” Will asked, wide-eyed, his mouse clicking in the background.
“Yes,” I said. “It’s going to be a stretch. If you need me to take the first review of any of the contracts, send them my way, okay? We’ll get it done.” Maintaining the appearance of optimism was a challenge as my own stomach sank to the floor. We’d usually have at least two weeks to do this level of diligence, not less than one.
We were on and off calls with Jasmine and her team at BrowerCapital several times a day over the next few days. At night, I stayed up late with my associate team, reviewing contracts and their summaries and talking through their questions.
On Friday morning, we woke up to a notification that another 400 documents had been added to the data room. At least this week, I knew better than to make any weekend plans. Still, my chest tightened when I saw that email.
I sent a note to John letting him know about all the new documents and asking if we could ask Brower for an additional day to finish up the final diligence report. Clients usually understood that more time was needed when the target company did a data room dump like this. But John said no.
I spent all weekend in my apartment, alternating between drafting the supplementary contracts we’d need for the deal and chatting with the junior team about their diligence progress. I picked up the review of several of the agreements in the data room myself. If I hadn’t, there’d have been no chance of making the Monday deadline, despite my associate team working through the weekend, too.
On Monday night (technically Tuesday morning at 1:30 a.m.), I finally finished revising the fifty-page diligence report and sent it to Jasmine. I told Claire, Will, and Jared to go to bed once they sent me their reports, but Will stayed online until I sent it out. For moral support, I supposed.
After I pressed Send, I scanned the unread emails in my inbox. A deal for a different client that had gone on pause in February was coming back to life—the client had emailed to say they’d started talking to the target company again.As long as it doesn’t pick back up until the end of next week, it’ll be okay,I thought as my eyes filled with moisture.
I pushed back from my desk. Cortisol (or adrenaline, or whatever other stress hormones induce heart palpitations) coursed through my bloodstream like a river in springtime. Despite the hour, I wouldn’t be able to fall asleep right away, so I ambled into my kitchen and opened abottle of wine.
Even though the stemless glass was only half full, my hand was shaking so badly that I spilled some on the way to my couch.What is wrong with me?I’d experienced stress before, obviously, but never uncontrollable hand shaking.
I set the glass on my coffee table, leaned back, and rubbed my eyes.I think this is the worst deal I’ve ever worked on.
And it was nowhere near over.
I rolled over after four hours of sleep, awoken by a pit of dread in my stomach just before my alarm, like I had every day for the past week. On autopilot, my hand reached for my phone on the nightstand. Jasmine had replied to the email with the diligence report at 6:00 a.m.—sayingThank you so much!—and telling us the tech company would be sending us their draft of the purchase agreement by sometime today, along with the disclosure letter. I swallowed as my eyes burned before willing myself out of bed and into the shower.
You can do this,I said to myself as I rubbed shampoo into my scalp with the pads of my fingers.Just keep going.I lost my footing for a second and my shoulder slammed into the shower wall. Using both hands to push myself upright, I dipped my head back and let the hot water run down my face and through my sudsy hair. I might have been crying. If I was, the water washed the tears away surreptitiously.
But when I got out and toweled off, they didn’t stop.
Despite my shower pep talk, my motivation was getting harder and harder to call upon with each passing day.Didn’t I want to make partner? Didn’t I want to make that kind of money?The prestige, the recognition of my talent and intellect, the admiration of clients and other attorneys and my family and my brother. It wasn’t just me that had sacrificed; my parents worked so hard to give me these opportunities.
Ihave to be successful.
