In a little more than a dozen years of practicing law, Simpson Thacher & Bartlett partner Atif Azher has established himself as a go-to lawyer for private equity funds, including Centerbridge Partners and Silver Lake Partners.
This past year he represented Silver Lake property Dell Inc. in its $67 billion acquisition of data storage company EMC Corp. Azher recently told The Recorder a bit about how he’s quickly managed to become a central player in private equity legal circles.
What were your professional highlights of the past year? What made that deal or those deals stand out? My M&A deals over the last year have spanned a wide range of industries, from technology to sports and entertainment, and an array of industries in between.
In the past year, my deals have included advising Dell in the $2.4 billion sale of Dell Software Group to affiliates of Francisco Partners and Elliott Management; ClubCorp Holdings, an operator of golf and country clubs, in its sale to an affiliate of Apollo Global Management for approximately $1.1 billion; WME Entertainment and affiliates of Silver Lake Partners and KKR in the acquisition of UFC, the most watched pay-per-view sports network in history; and Centerbridge Partners in its $1.26 billion acquisition of Syncsort Inc. and Vision Solutions from Clearlake Capital Group, paving the way for Syncsort and Vision to combine to create a leading data management company. Each of these deals had their own unique set of challenges that we helped our clients overcome.
For example, the acquisition of Syncsort Inc. and Vision Solutions raised a number of issues regarding the allocation of purchase price between two distinct companies (with different stockholder bases) and overcoming a very tight timeline to sign up the transaction. The sale of ClubCorp involved navigating the traps involving an activist investor agitating for change with whom our client had ultimately settled by agreeing to nominate the activist’s directors to our board. The acquisition of UFC involved a complicated consortium and financing structure that involved a broad team from Simpson to help manage, showcasing our teamwork and dedication to client service.
Which clients do you have the longest relationships with? How far back do those relationships go? Some of the clients with whom I have worked the longest include Centerbridge (2010), Hellman & Friedman LLC (starting in 2011), Silver Lake Partners (2013) and Dell. I assisted Silver Lake and Dell in their historic $67 billion purchase of EMC, the largest-ever tech deal, which closed in September 2016. I also helped advise Silver Lake in its $24.4 billion acquisition of Dell in 2013. My relationship with Centerbridge began when I was an associate in our New York office and has lasted for quite some time.
What do you think clients come back to you for—what can they get from you that they don’t get from someone else? I’d like to think it’s the creativity and business savvy I add to each deal, which stems from my deep understanding of each client’s unique business and industry niche, along with a breadth and depth of experience across a wide array of transaction structures.
I try to “cut to the chase” and not fight for issues that are not important to my clients—and they appreciate the commercial lens through which I operate. I have experience in a variety of domestic and cross-border transactions that include acquisitions, dispositions, carve-outs, leveraged buyouts, venture financings, joint ventures and other direct investments. I also represent public companies in unsolicited transactions and corporate governance matters, as well as representing investment banks in connection with advising on M&A transactions.
What’s more important in the current market and why: offering bespoke services or being efficient? They are both important. Clients want lawyers who can creatively and efficiently solve their problems, whether it’s a complex, multilayered acquisition or taking a public company private and preparing for its next step. I tailor services to fit each clients’ specific needs and make sure the proposed transaction aligns with their business objectives.
It’s a given that clients expect their outside lawyers to be as efficient as possible and to utilize technology, but they’ve told me they hire me (and by extension, Simpson Thacher) because of the creative solutions we provide and seamless integration amongst all of our practice areas. If I get a phone call and I am not the best person for the matter, we as a firm ensure the best, most knowledgeable lawyer at the firm will be front and center with the client providing the advice—because client service is the most important objective at Simpson Thacher.
Outside your partners, who is another corporate lawyer you admire and why? Karen King, managing director and chief legal officer at Silver Lake, is at the vanguard of developing a large and comprehensive in-house legal function at a private equity firm. During her 13 years at Silver Lake, she has built a 16-member legal team with personnel in Menlo Park, New York, London and Hong Kong.
During her tenure, Karen has on-boarded sophisticated deal and regulatory counsel who provide advice across the spectrum of matters that touch Silver Lake and its portfolio companies in the U.S., Europe and Asia.
She has been directly involved in every major Silver Lake transaction and has advised portfolio companies on multiple acquisitions, divestitures, financings, senior management transitions, IPO processes, intellectual property protection, cybersecurity, investigations and various other major and complex matters. Karen’s involvement in firm management and strategy includes having played an instrumental role in the firm’s transition from its founders to the next generation of leadership, which is increasingly becoming an issue of significant importance for many of the largest private equity firms in the United States.