A trainee's role in...

Walmart Inc. on the buy-out of the Asda Group Pension Scheme

Laura Monaghan worked on a transaction advising Walmart Inc. in relation to the buy-out of the Asda Group Pension Scheme.

At what stage did you become involved in the Walmart project?

I joined the matter when I moved to one of our Finance groups for the third seat of my training contract. I had spent my first seat in one of our Corporate groups, and my second seat in IP/IT. This was the main matter my Finance supervisor was working on and was at a fairly advanced stage when I joined, so it was very much learning quickly on the job! I worked on the transaction for 6 weeks until it signed. One of the interesting things about being a trainee is that you often join transactions at different stages, which is a great opportunity to learn on the job and experience more.

What made this transaction different or challenging?

At first glance, this appears to be a corporate/pensions deal so it was interesting to be coming at it from the Finance perspective - it gave me insight into the underlying structure of the deal, how what the client wanted to achieve was going to be made to happen behind the scenes, for example the necessary loans that needed to be put in place, the different assets that would be required, and how they would be /transferred on completion. 

How many people are needed to make something of this scale work?

Because of the size of the transaction and its complex nature it required high levels of co-ordination and allowed me to work across groups – I worked with my supervisor in Finance but I also worked closely with the Corporate and Pensions teams, particularly as we approached signing. For me, it was a good example of how the groups interact to bring a transaction together. One of the great things about being a trainee here means you never have the same day twice – you can never quite be sure what  you could be getting involved with next! Ultimately this broadens your experience and develops your skills. There’s a lot of support given to trainees too; it’s a big team and people are busy, but they always take time to explain and answer questions.

One of the interesting things about being a trainee is that you often join transactions at different stages, which is a great opportunity to learn on the job and experience more.

What kind of work were you doing?

I had exposure to a wide variety of work and was given quite a lot of responsibility. I assisted with the drafting of key aspects of the main transaction documents: I got to do initial drafts of some of the appendices, including the appendix that sets out how the consideration for the transaction would be transferred. Being involved in the drafting of principal points like these, from the early stages, really deepens your understanding of the transaction and cements a sense of contributing to the deal team. There were also a number of opportunities to dust off my company law statute book to research points of law for the transaction. 

Transactions for corporate clients often require a number of ancillary documents, which on this matter I was given responsibility for. This meant drafting the board minutes and corporate certificates that evidence the company approvals required to enter into the financing arrangements that we were helping to put in place for the transaction.  

On the practical side, I participated in client calls and assisted with transaction management by creating and managing a documents list, a steps plan and a signing agenda, to help keep the deal team on track. When it came to signing, I helped to collate the final versions of documents for signature. As a trainee, it’s great to have the opportunity to communicate directly with the client and work with advisers on the other side.  

There has also been some post-signing work, which has included following up with the various counterparties to ensure fully collated original signed agreements have been received, and helping to prepare an electronic record of the documents and know-how created during the transaction, for reference on future deals .

How did you help get the deal over the line?

The nature of most transactions is that as you approach the end, there is a push to pull everything together. Intensity in a transaction when it reaches those final stages gives you a real sense of being part of the deal team; yes there are late nights but there’s great camaraderie. At the pressure points, you see the culture of the firm shine through the most.

Did working for such a big name company add pressure?

While it’s always exciting to do work for a big name that you recognise, as a firm we hold ourselves to a high standard so you always feel driven to produce the best work you can, regardless of the size of the client or matter. However, when you see a deal you’ve worked on in the papers, it’s a reminder of how what you do every day at the desk translates into results in practice. 

How did you feel when the deal completed?

Relieved!  It can come as a bit of a shock to the system when you suddenly stop working on something that you've invested a lot of time in, but there was a real sense of pride and achievement. It's nice to see something you have put a lot of effort into come to fruition.

And your favourite moment?

Not to say I was happiest when it was all over, but it was really nice to receive e-mails from the partners on the morning it was made public, conveying congratulations and their thanks for the hard work of the whole team. They passed on feedback from the client too, which brought home a sense of having made a valuable and valued contribution.