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They’ve Got Next: The 40 Under 40 - Elaine Ewing of Cleary Gottlieb

July 14, 2021, 8:46 AM

Please describe two of your most substantial, recent wins in practice.
I have longstanding relationships with both Dow and Google, having represented both in numerous transactions over the years. I represented Dow in its $130 billion merger of equals with DuPont, which was effective August 31, 2017, successfully securing clearances in more than 20 jurisdictions. The main overlaps were in agriculture, which meant the facts and markets were quite different across jurisdictions, making it a real challenge to develop a global remedy package. Most recently, I represented Google in its $2.1 billion acquisition of Fitbit. The high-profile transaction, which raised a number of hot issues relating to digital markets and data, was completed on January 14, 2021, following a 15-month antitrust review process.

What is the most important lesson you learned as a first-year attorney and how does it inform your practice today?
One of the most important things I learned early on was to ask lots of questions. It is critical to dig deeper to make sure you fully understand the facts of a matter— particularly in antitrust law, where our cases typically turn on the underlying facts and industry economics. There are no shortcuts. Truly understanding the facts requires close coordination with clients to “get” how their industries really work.

Despite being in a remote environment, I continue to ask a lot of questions and find time to get to know my clients at the outset of a matter. Prior to the pandemic, I typically met clients in person. Even though ways to connect may look a bit different in today’s business landscape, this remains critical. And the remote environment makes it easier to get to know clients in some ways—I’ve never met so many clients’ pets before!

It’s also important to speak frequently with your colleagues, particularly those who are more senior. As a junior lawyer, find as many opportunities as you can to learn from others. I have been fortunate to work with some incredibly talented people at Cleary, and now I’m mentoring and teaching younger lawyers.

How do you define success in your practice?
Short-term success in my practice is closing antitrust investigations with minimal headaches and getting deals completed on the right timeline, with acceptable conditions (or, better yet, winning unconditional clearance!) for our clients. But, longer-term, cultivating an understanding of a client’s evolving goals is key to being a successful antitrust lawyer.

What are you most proud of as a lawyer?
I’m most proud of the opportunities I’ve had to work on matters when the issues in the matter dovetailed with big-picture trends in the antitrust bar. Dow/DuPont required two-dozen merger clearances globally, at a time when new merger control regimes were proliferating — indeed, new requirements arose while the deal was pending. It was also a tricky deal to coordinate globally because most of the overlap products were in the agricultural sector, which varies tremendously around the world with different growing conditions—but we needed remedies that would work globally. Google/Fitbit came at a time of heightened scrutiny of big tech and interest in data—despite those dynamics, we were able to secure clearance and allow the transaction to close, which was a major accomplishment.

I’m also very proud of the mentoring I’ve done, particularly with young women lawyers within the firm. I take pride in being able to nurture the next generation of female leaders, and I look forward to the great things that our junior women will accomplish in the future.

Who is your greatest mentor in the law and what have they taught you?
It’s difficult for me to pick one great mentor among the many fantastic Cleary antitrust partners who have guided me throughout my career, but in particular Mark Leddy, George Cary, and Dave Gelfand are phenomenal antitrust lawyers who have been great mentors to me. Learning from all of them has taught me the importance of building a case that is both intuitively compelling and supported by strong evidence. Often in antitrust matters, there’s economic evidence to support the deal, but you also want to have a persuasive narrative. This is the way I approach my work, and there’s a direct line from these mentors to how I think about the work I do for clients.

Just for fun, tell us your two favorite songs on your summer music playlist.
My kids and I love country music, and this summer we’re listening to “What’s Your Country Song” by Thomas Rhett and “Cross Country” by Breland.

To contact the reporter on this story: Lisa Helem at lhelem@bloombergindustry.com

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