asked, “And you all of course know Justin?”
Tyler shook his head. “We haven’t met. Hi, Justin, I’m Tyler Robinson.”
Justin barely looked at him. “Hi.”
Then Murph leaned over, and he and Justin greeted each other with the white male fist-bump. “Hey, Keating.”
“Hey.”
Just when had they gotten so friendly? As far as I knew, I was the only Corporate associate who had the misfortune to have Justin assisting on a deal. Adler leaned toward me and said, “So what’s new, Slugger?”
I tried not to look too pleased.
Murph grinned. “Slugger? Who’s Slugger?”
“Ingrid. Ever since last week.” Adler winked at me, then turned to Harold Rubinstein. “Seems that Ted Lassiter witnessed our very own Ms. Yung here dressing down some jerk on the street. He called me personally to tell me how impressed he was with Ingrid’s ‘gumption.’ Now he’s taken to calling her Slugger.” Adler looked absolutely delighted.
Harold Rubinstein grinned at me and raised his coffee mug in a little toast. “Here’s to you, Slugger.”
Tyler and Murph seemed amused.
“Speaking of our friend Ted Lassiter,” said Adler, “what’s the latest on SunCorp?”
The three summer associates all turned to look at me.
“Well,” I began, “I served up the binding term sheet to Binney’s lawyers last week and just got a redline back. I’ll have my markup to you on Monday, which keeps us on track for an on-time announcement,” I said.
In unison, the three summers swiveled their heads back toward Adler, as if they were at a tennis match.
“Any red flags I should know about?” he asked.
“None so far. They marked up the seller’s reps and MAC clause pretty heavily, but I’ll let you know if I see any showstoppers.”
“Impeccable, as always, Ingrid,” said Adler. “Keep up the great work.”
One of the summers spoke up. “What’s a MAC clause?”
“I’ll let Ingrid take that.” Adler nodded at me.
“Sure.” I turned to the guy who’d asked the question. He’d impressed me. Back when I was a summer associate, I would have been too scared to ask a question like that in front of a partner. I would have been terrified to admit that there was so much I didn’t know. “So, a MAC is a material adverse change,” I told him. “It just means a change in circumstance that affects a bargain after the deal is signed but before it gets closed. If a MAC clause gets triggered, a party might be able to back out of a deal.”
“So, for example?” prompted Adler.
“For example,” I continued, “if an embargo suddenly went into effect that cut off a main import supply, or a new tax law passed that substantially impacted an industry’s bottom line, you could pay your breakup fee—and it might be hefty—but you could walk away from the deal.”
The three summers nodded in actual or feigned understanding.
“And there you have it,” said Adler.
Murph cleared his throat. “So anyway, Marty, you getting in any golf this year?”
Adler looked at his watch. “As a matter of fact, Justin and I have a ten-thirty tee time. We better get going.” He clapped his hands to his knees. “Enjoy the day, everybody. Have fun.”
With that, he and Justin stood up, placed their napkins on the table, and walked off into the clubhouse. Murph excused himself to join Hunter at the tennis courts. Tyler peeled off for his squash court reservation.
It was hard not to feel a little lonely as I headed to the deserted women’s locker room, stowed my duffel bag, and then wandered down to the pool by myself.
The scene by the pool was in full swing by the time I got down there. No one was swimming, but a line had already formed at the bar. Coolers packed with ice, Perrier, Gatorade, and bottled beer were positioned at convenient intervals across the spotless pool deck. I did what I always did—got a club soda with a wedge of lime and then stretched out on a green-and-white-striped lounge chair, crossing my ankles
Tyler shook his head. “We haven’t met. Hi, Justin, I’m Tyler Robinson.”
Justin barely looked at him. “Hi.”
Then Murph leaned over, and he and Justin greeted each other with the white male fist-bump. “Hey, Keating.”
“Hey.”
Just when had they gotten so friendly? As far as I knew, I was the only Corporate associate who had the misfortune to have Justin assisting on a deal. Adler leaned toward me and said, “So what’s new, Slugger?”
I tried not to look too pleased.
Murph grinned. “Slugger? Who’s Slugger?”
“Ingrid. Ever since last week.” Adler winked at me, then turned to Harold Rubinstein. “Seems that Ted Lassiter witnessed our very own Ms. Yung here dressing down some jerk on the street. He called me personally to tell me how impressed he was with Ingrid’s ‘gumption.’ Now he’s taken to calling her Slugger.” Adler looked absolutely delighted.
Harold Rubinstein grinned at me and raised his coffee mug in a little toast. “Here’s to you, Slugger.”
Tyler and Murph seemed amused.
“Speaking of our friend Ted Lassiter,” said Adler, “what’s the latest on SunCorp?”
The three summer associates all turned to look at me.
“Well,” I began, “I served up the binding term sheet to Binney’s lawyers last week and just got a redline back. I’ll have my markup to you on Monday, which keeps us on track for an on-time announcement,” I said.
In unison, the three summers swiveled their heads back toward Adler, as if they were at a tennis match.
“Any red flags I should know about?” he asked.
“None so far. They marked up the seller’s reps and MAC clause pretty heavily, but I’ll let you know if I see any showstoppers.”
“Impeccable, as always, Ingrid,” said Adler. “Keep up the great work.”
One of the summers spoke up. “What’s a MAC clause?”
“I’ll let Ingrid take that.” Adler nodded at me.
“Sure.” I turned to the guy who’d asked the question. He’d impressed me. Back when I was a summer associate, I would have been too scared to ask a question like that in front of a partner. I would have been terrified to admit that there was so much I didn’t know. “So, a MAC is a material adverse change,” I told him. “It just means a change in circumstance that affects a bargain after the deal is signed but before it gets closed. If a MAC clause gets triggered, a party might be able to back out of a deal.”
“So, for example?” prompted Adler.
“For example,” I continued, “if an embargo suddenly went into effect that cut off a main import supply, or a new tax law passed that substantially impacted an industry’s bottom line, you could pay your breakup fee—and it might be hefty—but you could walk away from the deal.”
The three summers nodded in actual or feigned understanding.
“And there you have it,” said Adler.
Murph cleared his throat. “So anyway, Marty, you getting in any golf this year?”
Adler looked at his watch. “As a matter of fact, Justin and I have a ten-thirty tee time. We better get going.” He clapped his hands to his knees. “Enjoy the day, everybody. Have fun.”
With that, he and Justin stood up, placed their napkins on the table, and walked off into the clubhouse. Murph excused himself to join Hunter at the tennis courts. Tyler peeled off for his squash court reservation.
It was hard not to feel a little lonely as I headed to the deserted women’s locker room, stowed my duffel bag, and then wandered down to the pool by myself.
The scene by the pool was in full swing by the time I got down there. No one was swimming, but a line had already formed at the bar. Coolers packed with ice, Perrier, Gatorade, and bottled beer were positioned at convenient intervals across the spotless pool deck. I did what I always did—got a club soda with a wedge of lime and then stretched out on a green-and-white-striped lounge chair, crossing my ankles
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