Dayne Brown on Being a Business Attorney

Dayne first mentioned that she always wanted to work in book publishing and moved from her home in Seattle, Washington to New York, New York to start her first career working for Oxford University Press. Dayne specialized in historical non-fiction while working at Oxford University Press for four years, earning $30,300 a year. Even in 2007, this was barely enough to get by in New York City. When her apartment got bed bugs (eep!) that wouldn’t leave, Dayne found herself stuck. She had no savings and she did not have enough money to move out of her apartment and replace all of her things, so she was forced to move back home to Seattle. Before bedbugs, Dayne had been reluctantly exploring other careers that might provide a more sustainable livelihood. Fortunately, one of her friends (a former NYC public school teacher) was in his last year of law school at Columbia at that time and was quite candid about his move into law. He shared the fact that he would be earning a six-figure income right immediately upon graduation. However, he also mentioned this sort of position was really only available to people who attend one of the top ten law schools in the nation. Admission at those schools is based almost entirely on the applicant’s Law School Admissions Test, or LSAT, score. Dayne then spent hours during her lunch breaks, on weekends, and in the evenings self-tutoring to take the LSAT. When she received her score, Dayne knew that she would likely receive admission to at least one of the top schools, and she ended up attending The University of Chicago’s Law School.

While attending The University of Chicago, Dayne soon realized that she was more interested in business law as opposed to other forms of law such as litigation. Dayne was more passionate about the collaboration that working in business law involved. She noted that, often in business matters, lawyers are interested in helping achieve what is in the best interest of everyone, while litigation is often a zero-sum game.

Having worked in business law for six years, Dayne is currently an associate at a large law firm, Cooley LLP, that specializes in representing high-growth technology and life sciences companies. Dayne’s clients are most often pre-revenue and raising capital from venture capital funds that specialize in early-stage investments. Dayne has worked on many private financing deals as well as biotech initial public offerings, or IPOs. She also assists her early-stage clients with corporate governance, employment, and equity compensation issues.

For Dayne, a typical workday involves checking her email first thing in the morning in order to gauge the business of her day. On a busy day when she is involved in a couple of active deals, Dayne might receive more than 200 emails. The volume of email traffic is a result of her role as a filter, both for information that needs to flow upward to partners and downward to paralegals and junior associates. Dayne first answers the most urgent emails and then often spends an hour or two on client calls and in administrative meetings. In the afternoon, Dayne drafts documents, provides feedback on the work product of more junior attorneys, and she might have a call or two with opposing counsel. Most days, Dayne is able to take a couple of hours off in the evening to spend with her young children. Dayne then usually gets back online at around 8:30 pm to finish any outstanding projects and to correspond with clients, partners, and associates.

Another aspect of Dayne’s work is finding clients for Cooley. One way to do this is through a strong social media presence, for instance through LinkedIn, her personal bio on the firm’s website, speaking on panels, and participating in networking events. Thus far, however, Dayne has been most successful in acquiring clients who are also personal friends. Even when they aren’t friends first, Dayne’s client relationships often last for years as she and the other attorneys she works with will support a company as it grows and its legal needs become more complex.

A typical venture financing deal that she works on takes about three to six weeks and involves a relatively small investment (usually between $2 and $10 million). Mergers and acquisitions, or M&A, deals typically take six to twelve weeks because of the higher level of due diligence that is required, and an IPO takes about six to nine months.

Dayne notes that the most challenging part of her work is getting to the right answer in an efficient manner. Many of Dayne’s clients expect her to be an expert in the specific law and technicalities of their field. Dayne mentions that it can be challenging to become familiar with the specifics of each deal, work on the legalities of the deal, and communicate this effectively to the client, and fast. Her clients pay on an hourly basis, which makes executing a deal in a timely manner for these companies very important. Associates on Dayne’s level are responsible for transforming a three-page term sheet–which outlines the principle agreement between parties–into a hundred pages of documents that lay out the specifics of what is being agreed upon. This ties into the greatest misconception that Dayne believes people have about lawyers–that lawyers are made to throw up roadblocks to hinder their progress. As Dayne highlights, lawyers are there to assist growing businesses to thrive and prosper in the most effective, efficient, and legal (of course!) way.

Dayne views the healthcare industry as being ripe for disruption, which is why it has become one area of focus for her. Helping people bring their ideas to the world is what Dayne has become passionate about and what she believes makes her work compelling. Dayne represents companies that are looking to solve some of the world’s toughest problems in innovative ways, which makes her work incredibly engaging.

Her advice for anyone looking to attend law school? Dayne mentions that it will definitely be helpful to know why, specifically, you want to go to law school. For example, it is good to know whether you want to become a public defender or are leaning toward M&A transactions. Additionally, considering law school is such a capital intensive decision, you want to make sure that your investment will be worth it! Dayne advises that, if you want a job at a firm, you spend a lot of time studying for the LSAT; your LSAT score will determine if you are able to go to a reputable school and therefore have a better chance of getting a job in a law firm afterward. Graduating from second, third, and fourth-tier law schools often result in not even close to the same opportunities at firms as top tier schools, resulting in a lot of underemployed law school graduates. One tip for deciding where to go to law school is to look at the school’s post-graduate employment statistics and also some of the places that graduates from these schools are employed at. This will provide an idea of the kinds of opportunities that you will be exposed to upon graduation.

If you are interested in becoming a lawyer, I hope that you take the time to consider some of Dayne’s wealth of professional advice. If you haven’t ever considered it, never rule law out completely, you never know when and where the law bug may bite!