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Big Risks and Big Rewards: René Paula, GC & SVP of Legal & Business Affairs, Vaxxinity
90 Plays1 year ago
What does it take for a lawyer to expand their remit and become an operator, a business strategist, or even a founder? Beyond speaking up, what do you need to take on in order to advance from the traditional legal role of in-house counsel?
René Paula, Vaxxinity’s GC and Senior Vice President of Legal and Business Affairs, knows a lawyer needs to be able to speak multiple languages. Not just spoken languages, but the languages of math, finance, and accounting. It helped fuel his marathon career, including financial transactions at HSBC, counsel at Amazon’s Audible, new ventures at Anheuser Busch, closing a sale to Accenture, and taking Vaxxinity public.
Join René as he discusses the challenges and triumphs he’s faced and emphasizes the importance of maintaining an intimate connection to your financial numbers.
Read detailed summary: https://www.spotdraft.com/podcast/episode-17
Topics:
Introduction: 00:15
Recounting the experiences that shaped you as a leader: 2:14
Entering the world of financial services at HSBC: 4:18
Moving into tech at Amazon’s Audible: 6:13
Transitioning from in-house lawyer to founder at Sonar: 11:01
Spearheading Zx Ventures at Anheuser Busch: 16:39
Expanding beyond legal and chasing big enterprise at Bionic: 19:49
Selling your professional services business to Accenture: 22:43
Returning to legal and operations at Vaxxinity: 25:29
Positioning yourself as an operator from a General Counsel role: 32:24
Mistakes you’ve made and seen others make: 38:10
Book recommendations: 41:39
Connect with us:
René Paula: https://www.linkedin.com/in/rpaula/
Tyler Finn - https://www.linkedin.com/in/tylerhfinn
SpotDraft - https://www.linkedin.com/company/spotdraft
SpotDraft is a leading CLM platform that solves your end-to-end contract management issues. Visit https://www.spotdraft.com to learn more.
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Transcript
Introduction to Rene Paula's Career Highlights
00:00:04
Speaker
I'm a huge believer in being able to be dangerous in a lot of things as a lawyer, particularly trying to be a general counsel. What does it mean to be a dealmaker? Does it mean representing your company in transformational M&A transactions? Is it about building and selling your own business? Helping your company sell to one of the largest professional services firms in the world? Driving an IPO process for the business?
Reflecting on Global and Personal Challenges
00:00:34
Speaker
Today, I'm here with Rene Paula, the SVP of Business and Legal Affairs at Vaccinity, and he has done all of these things. Among other topics, we're going to chat today about if he considers himself to be a deal maker, an operator, a lawyer, or all of those things and more. Rene, thanks for joining this episode of The Abstract.
00:00:57
Speaker
Thanks for having me. I didn't realize that just showing up to your conference, you're going to corner me and make me do this. Well, I thought, you know, we have a studio, we've got a great crew. It would be fun to do one of these episodes live. And I couldn't think of a more dynamic person to do it with. Thank you. Before we get into some of your career and some of those transactions that I was talking about, what's top of mind for you right now?
Early Career and Legal Training
00:01:21
Speaker
I mean, I would just say I'm glad the year's coming to an end, right? It's been brutal, pretty tough. When you think about the war in Ukraine and Silicon Valley ban going under and, you know, the economy and so many things now Israel's conflict, it's just, it's been a very tough year having to deal with many different things that keep
00:01:37
Speaker
coming out of that field, even though they're not quite related to your business, that I am somewhat looking forward to putting this one behind us. Dress a mag nog during the holidays and yeah, move on. But it's been an interesting year. Do you like your egg nog with a little bit of nutmeg on top or not?
00:01:57
Speaker
Yeah, I agree with you. Actually, it has been a tough year for a lot of people personally, and some of that bleeds over into the professional sort of sphere as well. And you've
Strategic Shifts at HSBC
00:02:07
Speaker
had to be a leader through all of that at Vaccinity, helping other colleagues through some of these sort of fire drills. I want to go back to the beginning of your career to start with and talk a little bit about the experiences that shaped you and put you in a position to be that sort of leader. Is this a therapy session?
00:02:28
Speaker
This is neither coaching nor therapy. There won't be a fee at the end of the conversation either. You were pretty business minded from the start. You were CPA actually before you went to law school and then you had a tenure at Cravath, which I think is a very business minded law firms.
00:02:47
Speaker
I actually don't usually ask guests on these episodes about their time at the law firm. We focus more on sort of when they're in businesses. But Kravath has a very interesting rotational model. Can you tell us a bit about your early days at the firm and how that shaped you as a lawyer and as a business person?
Audible and Amazon's Acquisition Challenges
00:03:05
Speaker
Sure. Wow. It's going back a while. But I would say, Karath, it's still unique in that it continues to rotate you every 12, 20 months through a different area of practice, right? So during my time there, I was there seven years. I did a lot of M&A, a lot of capital markets. I did some fund formation.
00:03:22
Speaker
Because you constantly switch among groups of about nine or ten lawyers that are working on particular types of transactions. And so I think it's very good in terms of being able to see many different types of things, right? And many different types of transactions across different types of industries.
00:03:38
Speaker
because i think there's a difference between being a junior lawyer and then leaving where you got to the work you got trying to draft but you're not quite leading let's say you're in mid-level or senior lawyer where you're actually leading others right to the transaction eventually actually get into boardroom actually truly acting like partner but then also in beyond that just by spending the time.
Innovations at Amazon
00:04:04
Speaker
Working across so many industries start getting familiar with all the different business models all different issues that come up different types of sectors saying that was just a great experience before i'm actually left right after the match.
00:04:18
Speaker
And you went to HSBC. I can't think of a better firm to prepare you for a role in financial services. That's kind of an interesting time also to be joining a big financial services firm. You worked on some major transactions there. Tell us about your time in financial services. It was the absolute worst time. It's funny because I imagine it's super tough for this to happen today, but I actually went to HSBC by just applying online. Literally submitted my resume with not a client.
00:04:47
Speaker
I'm a firm and I got the job, but I specifically went there because unlike some of the bigger banks in the U.S., it was small enough that I was going to be a, quote unquote, generalist, right? So I was actually going to cover five different desks and do multiple things. But just after I joined, they decided to actually pull out of the U.S. So my job was not going to be an M&M lawyer at SBC, but I ended up doing the principal transactions for SBC because
00:05:14
Speaker
No one else had more M&A experience. And honestly, I was just, you know, you got to just shut up. I ended up selling the credit card business, selling a whole bunch of bank branches. There used to be hundreds. Now there's like a handful of New York City.
Entrepreneurship with Sonar
00:05:27
Speaker
Offloading the private equity group because of that frank's relation. So I just went through a lot of transactions for HSBC itself. So it was an incredible experience, but it was also very depressing, right? Like I would close the deal on Friday, show up on Monday and like five floors in the building would be empty because everybody was told not to
00:05:43
Speaker
It was a reduction almost, right? Like pulling out of the US as opposed to anything growth oriented. Correct. He's pulling out of the US. And so incredible experience, again, doing like credit card deals, insurance deals, private equity deals, selling actual physical bank branches. So again, super interesting from a career perspective and getting to learn a lot about different types of industries. But he was a very, very tough job mentally, because again, he was, you know, tens of thousands of jobs were cut.
00:06:12
Speaker
I didn't know the story. The next question I had for you was, how did you know it was time to leave financial services and move into tech and move into Audible?
Anheuser-Busch to Bionic Transition
00:06:20
Speaker
That's a little more apparent. We have the background. It was so brutal. Again, just from what we now call mental health perspective at the time, I didn't know what to call it, but it was depressing. I somewhat get lucky. I saw that Amazon had acquired audible.com.
00:06:38
Speaker
I had done a transaction for Audible years before because Audible had been a very small public company and Amazon acquired it. And then for the first time they were going to put in a team. I was the first lawyer that worked at Amazon, not in Seattle.
00:06:55
Speaker
I was like fly back and forth to seattle every other week for four months so i want to make sure i understand the culture and rec Kool-Aid and so. Yeah it's just happened to be in the perfect time in terms of like they needed someone i knew the in house in the internal management team.
00:07:15
Speaker
And then I was actually happens to know some of the folks at Amazon that were recruiting because they had been crevasse lawyers that left early on to Amazon when he was still a young company and still only like 30-40 lawyers. Obviously today Amazon is one of the biggest law firms in the world. And so I just I hopped in and started rebuilding team because when the acquisition happened, a lot of the folks just left and cashed out. So it was kind of starting again. So I was like the first lawyer out of all to build a team.
00:07:44
Speaker
Was that a scary time for you at all? I mean, leaving financial services behind? Did you think the rest of my career is going to be in tech? Because financial services, even if it wasn't so fun, is comfortable and stable. Yeah, tell us a little bit about that. So I mean, I was excited about the opportunity and the challenge and just doing something different. Amazon was on fire, right? So of course, I was trying to join the rocket ship. Sure. I didn't know where my career was going to go.
00:08:12
Speaker
But
Role at Vaccinity and IPO Challenges
00:08:13
Speaker
he was truly an incredible opportunity and it turned out that way, right? I mean, I worked through lots and lots of growth from opening multiple offices in multiple countries and going into multiple languages, really articles like audiobooks that we started launching in like German and French and Spanish.
00:08:30
Speaker
So doing a lot of deals across content with publishers, which is an oligopoly, it's only a handful of publishers to control most of the content, book content in the world. So that was super interesting. But also I did things that I never thought I would, right? I'm now in negotiated with labor unions because it is actors that actually read books. So it was actually quite an interesting
00:08:54
Speaker
I guess, Rome, to call it that. Because most people don't think about listening to an audio and major antitrust issues because we basically had a monopoly in audiobooks at the time. And again, labor unions going strike and wanting more money to sit down and read a book for a couple hours. There's all these random things that you never thought would come up. And then it was what I'll call the beginning of
00:09:18
Speaker
digital marketing, right? Now it's all very well understood. But you know, the iPhone came out in 2007. So really 2010, 2011, people started figuring out how to do mobile marketing. And of course, Audible and audiobooks are all about you listening while you're driving or doing something else on the subway, commuting. So all the privacy issues, and then just like the actual attribution to figure out who to pay because they were the affiliate that brought you that customer.
00:09:45
Speaker
All of this was actually getting set up in those 2009, 2010, 2011, 12 years. So it was just super interesting to be going through that process. That's really interesting. And Amazon now is a big player in ads themselves. I'm sure you saw the very beginnings of that, the kernels that lead to the huge Amazon ads business that exist today. Yeah. And so many things, again, it's amazing now everything's taken for granted. But for example,
00:10:12
Speaker
AI and then like Siri and voice like yeah i mean we were at the beginning of that we created this product called whisper sick voice which was actually matching up what you could read in a kindle device right actual words with the basically the transcript that you see live having a zoom call today right but.
00:10:31
Speaker
We so what invented a lot of that by matching up the audio from a person reading the book to the kindle device so like for children and people learning a language you see the bouncing ball like karaoke like listening to the actual book and the basketball and the kindle book.
00:10:46
Speaker
Just super difficult at the time, right? And groundbreaking. And then again, now you're going YouTube like every video has an automatic transfer. So yeah, it was a lot of cool stuff. And again, today is just like normal. Yeah, like really cool from a technical perspective, actually. Your next role in tech was one of founder. Pretty unusual. I actually don't know if I've had anybody on
00:11:07
Speaker
an episode of the abstract yet who's been like a full founder themselves of a, I'm going to say, not a consulting business, right? A business, especially with like a hardware product. Tell us a little bit about the company at Sonar and how
Broadening General Counsel Roles
00:11:24
Speaker
you came up with the idea. Like getting into hardware seems super challenging. It's very masochistic. I mean, I do not recommend it for anybody.
00:11:33
Speaker
But so this is one of those things where you say there's got to be a better way, right? So the product was a baby monitor. And you say every parent thinks about, you know, stuff for their kids. But at the time, the Apple watch that exists, right, wearables were not a thing quite just yet. And the big idea was that every baby monitor, however fancy there is in cameras and temperature and humidity control, you know,
00:11:58
Speaker
It's about the sound, right? When the baby cries, the speaker goes off, so then both of you parents probably, or you know, single, sorry, but the parents will wake up. Sure. For a particular situation, when you have two parents sleeping in a bed, I, for example, cannot fall asleep easily. So if I'm woken up by a baby crying, whether or not I'm going to want to go like feed the baby or change the baby, it'll take me like an hour to fall asleep again.
00:12:26
Speaker
So it's like this has to be a better way. So the big idea was add a wristband to the very modern operations such that the wristband would vibrate. Then you can either both wear wristband and take turns or only one will wear it and throughout the night each time the baby cried you would wake you up through vibration and then you go take care of the baby but the other person actually gets to sleep because he never
00:12:49
Speaker
the speaker and the baby crying. So I got patents around all the fail-saves of like, well, what happens if like, if I was where you don't wake up, you got to take care of the baby. So it's like all this different method to make sure that you would definitely wake up.
00:13:05
Speaker
And so if that patent's in and therefore once I was like, oh, this is good work, right? That patent would protect against like, you know, the Apple wipes and everybody came after it would actually be covered by this patent in terms of like, if you're using it for purposes of like all the fail sets and why you have to do it to make sure that someone would eventually wake up, maybe cries, I
Career Advice and Philosophy
00:13:22
Speaker
should go for this. And so I hired a mechanical engineer, a product designer, and you know, credit prototypes, but it's a very difficult business in terms of you need to put massive amounts of capital.
00:13:34
Speaker
At the time, my thinking was, I'm still going to go back to being a lawyer. Eventually, I got the opportunity to sell to another company in the Bay of Modern Business because they love the concept of the pads. It was really about selling the pads and the technology more than an operative business. I never actually did a production run.
00:13:57
Speaker
But he was very instructive in learning all the emotions that go through that, right, in terms of like actual lunches, something from scratch, and all the pains that goes with it.
00:14:07
Speaker
You're a lawyer, but you're not an IP lawyer. Was getting the patents an easy process? Did you teach yourself a lot of sort of at least IP law process? So no, I'm a huge believer in being able to be dangerous in a lot of things as a lawyer, particularly trying to be a general counsel. But that's one area that I've never tried to play as if I know what I'm doing. So I hired patent lawyers to do this.
00:14:33
Speaker
Even today, throughout my career, I do a lot of labor deployment and taxes and obviously corporate and litigation. The moment you touch patents, I'm like, I need to really get a patent lawyer. Find an expert. You've done a lot of different transactions before for big companies. Was doing the transaction yourself for a business that you had incubated and created, was that different in a meaningful way?
00:15:02
Speaker
Oh, for sure. And I think again, it changed how I think about transactions, right? Having been on that actual other side of a founder or an owner selling and going through all the emotions, I can truly now relate to what they're going through in their mind, selling their baby and like all the different things that they care about that may seem
00:15:20
Speaker
irrelevant, almost, because they're coming out of an emotional state of mind rather than a logical or rational state of mind. And I think that's made me a much better deal maker, right? But going through that, for example, I mean, ended up selling it all for equity, right? Because I was like, you know what, this is already a risk. I'm going to take the big risk here. I'm going to take a chunk of this other company, and it's not going to pay off massively everyone.
00:15:43
Speaker
And to make this story short, the sad part is that the company actually just filed for bankruptcy literally a couple of months ago. So it went on for like five, six, seven years. And then again, kind of so difficult to find out the environment.
00:15:56
Speaker
They had a product recall with bad firmware. It's the hard part about hardware because it's lots of stuff for engineers. But if there's something that goes wrong at a chip level, like your toast, right? You've manufactured, you know, hundreds or thousands of units and they had a recall. I did them under. But yeah, I think going through that experience and I negotiated for myself, I did the deal myself, I think made me learn a lot about how founders think, how they go through this resection.
00:16:27
Speaker
Did you ever say, or utter the phrase, it was selling my baby, and then say, no pun intended? That's a really bad joke, but. Not quite. I'm going to breeze a little bit past your next sort of role at Anheuser-Busch IBB, which is, as most people know, if not the world's largest brewer. It is the world's largest brewer. Because I want to spend quite a bit of time talking about a couple transactions you did as a part of bionic and vaccinity.
00:16:56
Speaker
You know the role at in husband bush was in the ventures division so working on a lot of innovation projects doing some investments how did that lead you ultimately to bionic.
00:17:10
Speaker
So what happened was Six Ventures was created at AB InBev as the kind of skunk works or growth division because the company was massive, which is not growing, right? So the idea was how do we re-inject some sort of DNA? And we were, I was literally like 23 or 24, employee 23 or 24, I think we work. And we were given free reign to go, you know, break things and make things happen quickly.
00:17:35
Speaker
And so we made a lot of programmatic investments from a venture capital perspective in pursuit of M&A. So, you know, I did something like 45 VC investments and we bought like 17, 18 companies. So we would only invest in a company that we thought we had some particular skill to help with distribution or use the product and become a kingmaker, right? Like just by my investing and then using that product would make it very big.
00:18:04
Speaker
And that model worked out so well because I think we did a few things right.
00:18:13
Speaker
the economic animal on a particular employee. It's a big enterprise. We have a big enterprise. You get a decent check. You don't have to worry about whether you're going to get a paycheck on Friday. So you need to bring that back, that certain level of uncertainty and risk that make people want to work hard. So we create a number of different things about how all these growth decisions usually work in enterprises.
00:18:35
Speaker
That it works so well that you know Harvard Business School wrote a case study or Stanford I forget but like one of the biggest schools were a case study and then it became a thing and so this consultant business bionic we had engaged them at the very beginning when it was just a few people that we worked to think about like how can we change the big enterprise and
00:18:57
Speaker
you work that well right so as it happened the ceo came back and said well yes crushed it is not this is this like what are you join me and let's go sell this to other big enterprises and that was an opportunity to kind of switch out of legal for real that was not be legal role i said sure is that's interesting let's do this.
00:19:18
Speaker
And so we went to sell this model of how to actually grow by having a small team that slowly takes over the company, injecting it, infecting it like a virus. And it worked very well. We worked with Nike and P&G, all these great companies to the point that eventually, yeah, we went to sell it to Accenture because Accenture is obviously a massive consulting organization.
00:19:44
Speaker
they were missing the angle that we did and how we did something. But as you said, Bionic, your full-time role covered much more than just legal. There was finance, there was ops, you were in market actually selling services. Do you feel like your time as a founder prepared you particularly well for that? Were there other experiences? Were you really excited to sort of go beyond the legal remit and be a true operator? Tell us about that.
00:20:11
Speaker
Yeah, I mean, I think, look, I had worked at Deloitte before going to law school, so perhaps like doing a little bit of the actual consulting and client service delivery. I mean, I was so uncomfortable with that, but I've been in college, right? Very junior person. I would say having been quite a senior lawyer at Cravath, where you actually get in the wardrobe and have conversations with like, you know, chiefs, it was probably more important because
00:20:39
Speaker
In this type of consultant work, you have to sell the dream and the strategy and how is it that we're going to actually make a big impact at your massive organization, right? Because growing 2% for, you know, Apple disease has to be super difficult. It's just so big, right? And so I think that kind of selling aspect.
00:20:57
Speaker
Probably was super helpful to have been a founder and have to sell my idea over and over to people to like get the engineers and even get a company to build your prototype. Everybody's like saying, we have so many opportunities, what would I pick up your idea to help you with it, right? So the constant selling and then being able to truly.
00:21:15
Speaker
bringing down the strategy to like a few sentences and explaining extremely well with like extremely senior people. I think that's what was super helpful. Then otherwise, the rest is about just, you know, when I tell my kids, you have to be super comfortable with many languages, right? I'm not just talking speaking languages, right? Like, yes, I speak Spanish and my kids now speak Spanish like they're learning Mandarin.
00:21:36
Speaker
Good for them. But it's about like you have to be extremely good at math and finance and accounting. You have to be able to, you know, code if you can, right? And so like some of the things that happen within my time at Bionic was simply that as I spent time there and came in, I was like, wait a second.
00:21:54
Speaker
I'm not sure these numbers work, right? So I started digging into it. And our unit economics were not working. And so as part of the management team, I started pounding the table, like, our numbers are incorrect. So I ended up taking over the financing, right? And then, then you start thinking about like, actual deploying people, consulting business, I'm like, wait a second, like, we are assigning people like incorrectly, like, this is not the way it should be done. And then next thing you know, I ended up taking over operations. And so like, being able to question things, because
00:22:23
Speaker
you are dangerous enough in this other, quote unquote, languages, right? I think it's what made me successful at Bionic. As we went to sell the company, I was able to then also articulate to Accenture, again, what was the secret sauce that we had? Because there's a lot of the salsa business out there, right? Sure. That would made it worthwhile for them.
00:22:43
Speaker
Let's talk a little bit about that sale to Accenture. Selling a professional services business to a professional services business is pretty hard and doesn't happen all that often. Can you tell us about how that sale came about and how you were able to help close that deal? Yeah.
00:23:00
Speaker
So, those sales are very different. It's almost like selling a law firm to a law firm, right? Yeah. Or merging into a law firm. Because it's about, you know, for a professional services firm to grow, there are challenges around the economies of scale.
00:23:16
Speaker
Like each time you have to go open a new office, significant expense, even though you're quite not sure where you're going to have the volume of work you need to fill it. But then you get a small office, you fill it in two seconds and then you're stuck again, right? So there's a constant like step layers of like each time you go to the next level, it's just very expensive and scary. And so for us, we had gone through a growth period and the founders have been around for a little while that it's just like,
00:23:42
Speaker
you'd be much better if you merged with somebody else or sold somebody else. And so I think Accenture definitely understood that and appreciated that. So they were open to, you know, we need to, you know, we're willing to buy companies like this. And so we went through a process, right? So I actually engaged in investment bank to help us sell the company, to market it out. We marketed it to, you know, 100 professional services firms. But it was super interesting because unlike any other business,
00:24:12
Speaker
you're selling is actually the people, right? Meaning we literally put profiles and every single consultant and they flip pages to think about whether or not these people will be marketable because the reality is, while you have a lot of engagement with clients, those engagements are constantly turning over, right? And those relationships, the relationship with the particular
00:24:36
Speaker
individuals. And so if a big professional services firm buys a smaller consultant firm and all the consultants quit, then they didn't actually buy anything, right? So the transactions are structured a lot as like significant back-end earnouts. So you have to both motivate the team, a convinced the team that's going to be okay, that we're going to change ownership, but we're going to try to keep our culture and keep doing our job and focus on what we need to do.
00:25:06
Speaker
And keep building and keep their relationships so that eventually we all get paid in the back end it was just so different and so interesting, but we went through the process and You work very well, right? I mean eventually you get absorbed some bionic and I left the bionic survived this stone brand for a while and then now it just really he got absorbed into a ginger, so
00:25:29
Speaker
How did you know that it was time for you to go back to doing a legal, mix of legal and other sort of operations roles, but at a company as opposed to sort of staying on as a consultant and maybe growing within Accenture? Yeah. Every job I've had has always been that someone that knows me, well, reaches out and says, hey, come help me with this. So here, as we were going through the sales process,
00:25:55
Speaker
and understanding what life would be like after the fact, right? I mean, I was going to have a $7 million target for sales as a managing director, right? And I was like, well, this is interesting, but I've done sales before, but 7 million sounds a lot. And then I get a call saying, Hey, well, actually I didn't get a call. I ran into someone at a conference.
00:26:13
Speaker
I'm like CEO. We're both kind of speaking at a conference for different reasons. And she said, I'm going to take my company public. I'm like, oh, ha, ha, ha. Like, you know, everybody's going to... You and everyone else, right? Everybody's going to publish for a SPAC. It's like, yeah, I have a SPAC, but it's all signed up. And I'm like, sure. No, she showed me like it's signed up. It's like, come help me take the company public.
00:26:34
Speaker
And I was like, okay, I've never taken a company public from the inside, right? I've done a lot of IPOs and for such a lawyer firm, but not inside. So I was like, this could be interesting.
00:26:44
Speaker
Yeah. So, it was really about checking that box, right? I have or had no experience in life sciences or biotech, but it is all about regulatory work, right? I've done a lot of alcoholic beverage, regulatory work. I have done a lot of front sections. So, they were open to like, you're going to come and help us do this deal and then build a legal team and process and all that. And so, it was just coincidence and perfect timing as it relates to like, I got to
00:27:12
Speaker
cell bionic and within six months, say the vaccinated public, it was quite a ride. That is fast. By the time the SPAC fell off, fell apart. It was a traditional IP. I actually started basically working two jobs because by the time it became evident that we were going to sell and we signed, we took a long time to close bionic.
00:27:37
Speaker
So I actually joined Bixinity with everybody's understanding and acknowledgement. So I sent you new, bought a new, and I basically ran two jobs for like three months or four months. Like second quarter of 21 was absolutely insane for me. Sounds brutal. And then I suddenly started preparing for the IPO. That's why if you look at my LinkedIn, it looks like I did the IPO in three months. It took like six, seven months. But I was basically doing both jobs.
00:28:06
Speaker
Tell us about the IPO process itself. How was it different being on the inside? You said you worked with bankers before, so maybe that wasn't surprising to you. But tell us, you know, what was unexpected about running a traditional IPO process? Being a lawyer at a firm, or having worked with national services, you get to see all these PPMs, right? Private Place of Mirandams, or you see the prospectuses for deals. But even when you come in to work in those,
00:28:34
Speaker
There's something written there already. You're kind of editing and adding to it and, you know, drafting one fine.
00:28:41
Speaker
We had to actually write this thing from scratch. So like when you start with a blank piece of paper to say, I'm going to draft now a prospectus for an IPO. I mean, that was my Bible. Again, in 21, lots of companies went public quickly given the opportunity. And I think we took advantage of that, but it took a lot of effort to just be able to put together all the information to build the prospectus.
00:29:07
Speaker
and then all the systems financially to be able to operate as a public company. At the time, we did not have a CFO and the accounting team was great accounting folks, financial folks, but they had never actually really worked at public companies. In fact, our head of finance lived in Ireland. He was not a US-based financial or accounting person.
00:29:32
Speaker
So, I very much acted as the CFO in terms of having to build the book, not just the words from the legal side, the actual numbers, P&Ls, financials, summary tables, and then there's so many, so many numbers from Specs and the MTNA and all that. And he was brutal, right?
00:29:57
Speaker
very little sleep, but having to put together this thing from scratch, 300 pages explaining your business. Not only do you have to learn your business extremely well if you didn't already know it, because I had just so much shown up. I had to learn the business to be able to truly help create a narrative and then both from a financial perspective and then protect yourself as a lawyer with the risk factors and legal perspective. It's very different. I think, again, it made me think about how when I was
00:30:24
Speaker
a law firm lawyer, I almost, it's gonna sound bad, but I thought poorly I've been house lawyers, right? Because it's like, they're not detail oriented. Like, ha ha, they missed this like drafting mistake. I'm so much better than them. And then you're inside, running at 100 miles an hour, realizing how difficult the thing is. And it's like, only the things that truly matter. And so of course, this thing truly mattered.
00:30:51
Speaker
But I can tell you during that time, there's so many things that we're just like doing the absolute minimum, right? So like, if I go back and look at some of the contracts that we got done during that time, I'm like, man, I could have done this better. But you know, it's going well. You're not personally going to be proofreading. So yeah, it was a great experience. Wow. That was not exactly how I expected those two things to overlap. And I don't think I've ever heard of anyone who's run
00:31:19
Speaker
two transactions at once, one of which is an IPO that you're doing from both the finance and the legal perspective. That's a pretty incredible six months. The sale at Accenture was from a CFO perspective, purely a financial side. The actual contracts, legal documentation for that transaction were actually relatively straightforward. It was all about the numbers, the team,
00:31:48
Speaker
You know coming up with valuation and then earn out structure but i didn't actually run the legal documents for that transaction right like they have a big team of people and then you can comment back and go shit a little bit but they ran with documentation.
00:32:02
Speaker
Well, not to pump you up too much. That's still pretty impressive. A last sort of question for you on vaccinity before I've got a couple of fun questions. You've really positioned yourself and I think on the tail of a lot of other operating experience, but as an operator, right? Someone who's helping manage finance, people, IT, et cetera. I think there's a lot of GCs out there who are interested in growing their remit and expanding into some of those areas.
00:32:30
Speaker
Do you have a one i guess a view on whether or not there's a wise idea for everyone but but to advice for those who are really committed to and really do want to do that. I think i've ended up in those situations simply because i'm super curious i'm always questioning things right so i think first of all from a.
00:32:50
Speaker
behavioral personality perspective, you have to be the type of person that is willing and wants to speak up above and beyond your ribbon. And that is something in which people are very opinionated because I've started conferences just even recently where two people that I would
00:33:14
Speaker
say I respect, actually said during a governance conversation that at a board meeting, they try not to speak too much. They just mostly give legal advice. Whereas I almost fell off my chair because I speak all the time at a board meeting and rarely ever we discuss legal points and I'm just participating from the business side. Now again, I think I'm self-aware. I'm not trying to hug the mic or anything like that, but I'm like, we are just management.
00:33:44
Speaker
We are leaders of the company. So I don't wait for a legal issue or a risk situation to raise my hand. So I think people have, by far going to be about this, I definitely don't think it's for everybody.
00:34:02
Speaker
All kinds of challenges, right? In terms of, you know, privilege, conflicts, and all these other things you need to think about. But also, for the most part, you don't get paid a lot more, right? So if you're taking two hats, it doesn't mean you get paid double. So you have double the responsibility, double the work, probably double the size of your team, and depending how, you know,
00:34:23
Speaker
I have one-on-ones with all my directs and one-on-ones with my skill levels. So you end up having all this work in developing the careers of all these different team members. You're not getting paid for it. So you have to just enjoy it, like it, be a masochist, be driven by adrenaline. But again, it's not necessarily amazing for everybody.
00:34:49
Speaker
Yeah, not as glamorous as it may seem from the LinkedIn profile. Yeah, it's definitely not. And oftentimes, again, you're now splitting your time. So depending on whether or not you have the resources and bigger team, it would be okay. But if, you know, in lean times, like now that you're not really hiring a lot of people, you may have even had to have reductions of force, it's just a lot more work. So again, I think I find it very fulfilling and gratifying. I love being involved in many parts of the business.
00:35:19
Speaker
I just jump on those balls, which is how I end up with a situation like this. Like, somebody leaves. Somebody leaves. How do they try to leave? Left. We're going to hire somebody else. Maybe we could save the money. Renee, take it over. But if you're willing to do it, it goes back to what I was saying.
00:35:38
Speaker
Get a little multiple languages right like i think i happen to be having a bag of finance accounting but i think you can all be learned like a couple of classes like just one class of financial analysis so you can actually ask real questions and and you know.
00:35:53
Speaker
Challenge your financing right and make them improve and then beyond that whether you're in product like truly understand how the product is built whatever the product is right so whether it's kind of like software engineering or other types of engineering whatever and then I've always thought of myself in terms like superpowers more about the people right like the hiring recruiting motivating.
00:36:14
Speaker
My proudest moments are not about deals, it's about people I've hired over time and are now all like general counsel of different companies. And I may have been like the one that named the first shot. It's like, how do you help people? And so depending on
00:36:31
Speaker
what you're good at speaking languages are your superpowers, is how you need to decide whether to truly go for it. Because otherwise, again, it's a double H4. Sometimes, you know, in my career, I've loved my career, I wouldn't change it. But it's not easy in terms of like, I don't fit any particular career path. Right. So that people look at me and say, are you even really a lawyer? Do you want to be a lawyer?
00:36:54
Speaker
I want to be a lawyer, I just don't want to be stuck in a box that I can only talk about legal issues. I'm like, oh, but you've been in digital media and alcohol and like biotechnology, pharmaceutical drugs, like, I'm like, because I like the challenge that I've been across pollinator, like, when you learn from so many different things, you can actually like, actually drive change that is beneficial by taking into account all the things you have experienced. But not everybody sees it that way, right? I've talked to plenty of
00:37:22
Speaker
professionals, you know, recruiters in my life that call me and then when they understand my path, they're actually nervous, like, I'm just gonna go get a guy that I've done 10 straight deals with life sciences, right? Or 10 straight deals, you know, whatever they disagree. So you need to have your eyes wide open. This is not for everybody. And it sounds cool. I think it's super cool. But it may actually also make your career more difficult. I've never been recruited by
00:37:47
Speaker
I don't know at this point how ever it will be. It is an actual CEO or director or director or someone that either knows me or has heard about me and says, this guy is just especially masochistic and smart enough. And curious. Just a few more questions for you.
00:38:11
Speaker
What's a mistake that you've made or you've seen others make that you think a lot of folks are headed for? I like this one because I think.
00:38:19
Speaker
It's helpful for folks in the audience to have someone like you who's seen a lot, tell them something that might be on their horizon. Like someone alluded to this already, so it might sound boring, but it's just not paying attention to the numbers. Like wherever you are, whether you're a gift from a litigation background or corporate background or whatever, you just have to get into the weeds of the numbers. That's my perspective. I just think that many companies today are suffering, even the economy and the fundraising environment.
00:38:50
Speaker
And if you simply accept the basic messaging coming out of, you know, even your finest team, your management team, even though you're part of the team, as opposed to, you know, getting into the weeds and questioning and doing your own basic analysis and saying, wait a second, I mean, I burned, we're actually burning a lot more than you're saying, right? Because you're not taking this and that.
00:39:16
Speaker
So I can't. And of course, it doesn't mean you go and tell the company the rest of the employee base, you have to motivate people. And we have to be fair, understand where the true risks are. Right. I just have seen, I've been through multiple situations in my career where we haven't known how we're gonna make payroll. Right. And you haven't lived until you don't know how you're gonna make payroll. And look, sales and development can happen, right? Like we had a lot of money in sales and development. So like multiple, but like, you know, as a founder and like smaller places,
00:39:46
Speaker
And you don't want to get there and find out last minute because it's too late. So if you're closer to the numbers and the true unit economics and the true business model, you can be such
00:40:01
Speaker
Better advice or a council to the company and so i always tell everybody because i do here still today many times i actually just had lunch yesterday with a founder whose company this is like a multi exit founder so much famous person.
00:40:19
Speaker
The company just folded. When we were having lunch, he said, I always focus so much on the P&L and I never focused on the balance sheet and the balance sheet took me under. What he was talking about is debt that they had on the books became problematic and they could not do a workaround on the debt.
00:40:41
Speaker
And so instead of raising more capital just to keep paying this debt from a poor acquisition they had done in the past, he chose to literally just follow the company. And so this is even a multi-exit person that truly understands finance and get blindsided by this one issue that was just lurking there with this piece of debt that blew up in their face. So again, just got to spend the time to learn enough about
00:41:09
Speaker
Finance would be dangerous if you want to be a counselor. That's really great advice.
00:41:15
Speaker
I hope I don't blindside you with this one. Renee is a really good dancer, as I learned at Tech GC's Exec Offsite in Hawaii last year. I don't know what you're talking about. What's your favorite dance move? I believe it's it. Okay, I'll give you a different favorite question. If you're not going to tell us your favorite dance moves. I don't know what they're called. What's a great book that you've read recently?
00:41:43
Speaker
So I just finished a book called Cultish by Amanda, I forget her name, Amanda something. We'll find it for the show notes. Yeah. But it's about how quote unquote normal people and smart people fall prey to what we generally throw around the word cults, right? And it's because, you know, language and
00:42:12
Speaker
motivation and how you can have people focus on certain things and completely ignore other things. And she goes through so many different examples in our current environment from politics to like, it's like how could somebody follow this politician who is crazy and lies and does bad things but they just firmly follow them.
00:42:34
Speaker
to Equinox and CellCycle and all these other companies that have developed this massive following. And it's just not luck. There's a whole science to it. And I was blown away. I was like, oh my god. It's also bad because people could almost use it as a playbook now. It just goes to the entire, what do you do? How do you create that click? And what language do you use to, again,
00:43:02
Speaker
start influencing people and how do you create these crazy statements that people
00:43:08
Speaker
Ignore them. Anyway, it's just fascinating. It's really fascinating. Highly recommend it. That sounds super interesting. I'm going to pick that up for one of my next flights. Yeah. Well, Renee, thank you so much for being here and doing this episode with me live at the Spodgrass Summit. This has been a lot of fun for me. Well, thanks for having me. Hopefully it was good. Hopefully it was better than therapy. You're so good. Thanks for having me.
00:43:36
Speaker
And to our listeners, thanks so much for listening to this episode of The Abstract, and we hope to see you next time. Thanks for tuning in today. Don't forget to subscribe so you can get notified as soon as we post a new episode. And if you liked this one, I'd really love to hear your thoughts, so please leave a rating or a comment. If you'd like to reach out to me or our guest, our LinkedIn profiles are in the description. See you all next week.