Andrea Hwang only had a few months to adjust as a partner at Ropes & Gray’s finance practice before the Covid-19 pandemic wreaked havoc on her clients’ complex financing deals.
The corporate finance lawyer, who works closely with private equity firm clients and their portfolio companies, joined the firm as a partner in October 2019.
Covid’s early economic impacts just as she was settling in caused deals to shift dramatically amid debt market difficulties. “It was nerve-racking to be at a new firm at a time of such uncertainty,” Hwang said.
Many portfolio companies were having financing issues due to the government-ordered shutdowns, while others had deals held up, she said. “For a while, the new deal market was pretty much closed off, and the focus of many of our [private equity] clients was ensuring liquidity” or seeking financial relief for the private equity firms’ portfolio companies, she said.
Hwang joined her finance colleagues in hashing out solutions to navigate the turbulent markets, and took part in the firm’s multi-disciplinary task force to work on the different forms of government relief available to clients.
That collegial experience, despite the stresses of Covid’s early days, reflected one of the reasons Hwang made the leap to Ropes & Gray, she said. Hwang said she remembered being impressed by the “collaborative process when working on a deal” with the Ropes lawyers she sat across from while at other firms.
Hwang’s ease with a variety of corporate finance instruments—including acquisition financing, recapitalization and asset-based credit facilities—was on display when she helped clients navigate deal risks and unusual structures during the difficult period, said Stefanie Birkmann, who co-heads Ropes & Gray’s global finance practice group in New York.
“She is someone who is very thoughtful, very thorough in reviewing and thinking through issues,” Birkmann said.
The pandemic’s pervasive effect on corporate finance and attorneys’ need to shift quickly were underscored when Hwang worked on private equity firm Advent International’s agreement to acquire connected devices security company Forescout Technologies Inc. in February 2020.
Advent sought to terminate the deal just days before it was set to close, alleging a material adverse affect at Forescout that was related to the pandemic.
The companies ended up in litigation in the Delaware Chancery Court where Forescout asked the court to force the deal to go through. Advent countersued in the same court, seeking out of the $1.9 billion deal. The parties ultimately settled the litigation just days before trial was to begin and closed the deal in August 2020 after renegotiation a lower price, $1.4 billion, for the cybersecurity company and restructuring.
Working on the deal provided a great learning experience for Hwang. She saw how her colleagues in the mergers and acquisitions practice navigated their side of the deal during the difficult period, she said.
“It was a completely different experience for me to be on a deal where it might’ve turned out the parties didn’t want to close,” Hwang said.
The experience also reminded Hwang of the difficult economic environment she stepped into as a young lawyer in 2007 after graduating from the University of California, Los Angeles School of Law, shortly before the financial crisis. “It’s not a situation you ever want to be in” as a corporate lawyer, she said.
Hwang was drawn to corporate transactions work even as a junior associate. “Everyone in the world has some sort of debt or credit,” she said. That made many of the legal and business concepts “more relatable or tangible,” she said.
When not structuring finance deals, Hwang participates in the firm’s summer associate program and corporate counsel diversity programs.
A fan of traveling, Hwang found one of her favorite passions curbed during Covid. She took up running as a way of keeping herself centered. “It’s important to have that time for yourself,” she said.