This elite American institution wants trainees with the mettle to “take on responsibility and run with it” – and is turning to trainees for future growth.
The Sullivan Show
Sullivan & Cromwell's plan to grow its London office from within has got off to a flying start: since launching its training contract in 2013 it's kept on all eight of its qualifiers and still aims to recruit between four and six trainees each year. “In a few years' time the majority of our associates will hopefully be home-grown,” training principal Ben Perry tells us. “Previously all the UK associates – myself included – had trained elsewhere, so we'll see a pretty significant shift take place in the next couple of years.” Part of this strategy involves giving fresh-faced trainees experience in some of Sullivan's core practice areas: M&A, finance & restructuring, capital markets and project finance. “These four areas are the pillars of our UK practice and they're where we're looking to develop and expand in the future,” Perry explains.
New York-born Sullivan may have only launched its training programme in 2013, but its London office has been around for nigh on 40 years – giving it plenty of time to bed into the capital's competitive market. Chambers UK rewards its decades of graft with gongs for its capital markets, corporate M&A, energy and projects work. Over in the States, where Sullivan has lorded it over Wall Street since 1879, the firm is kind of a big deal and has something of a reputation for perfectionism –Chambers USA dishes out top rankings accordingly. Sullivan's London office's modest size bears no relation to the firm's global clout: Sullivan features comfortably within the Chambers Global Top 30. Alongside four stateside bases, Sullivan has lawyers on the ground in Frankfurt, Paris, Beijing, Hong Kong, Tokyo, Melbourne and Sydney.
Most lawyers at Sullivan act as generalists within their practice group. Accordingly, a training contract here usually involves trainees spending time in at least two out of four general seats in London: corporate/M&A; leveraged finance and restructuring; capital markets; and project finance. Stints in competition and tax are also up for grabs. In order to gain contentious experience trainees undertake a short external litigation course, which involves shadowing a barrister. Nearly all trainees soar off for an overseas seat; Hong Kong and New York are top of trainees' wish lists, but we hear the firm's all ears when it comes to considering other preferences. “One trainee was keen to go to Melbourne, and they managed to put a programme in place for him to do that.”
We ain't saying they're gold (and copper) diggers...
The firm's stellar reputation in the US gives it access to an elite band of global corporate/M&A clients, like Apollo Global Management, Fiat Chrysler and Goldman Sachs. Alongside their counterparts in Paris and the US, Sullivan's London lawyers recently advised French telecoms company Alcatel-Lucent on its mammoth €15.6 billion merger with Nokia. Aside from telecommunications, other sectors covered here include media, energy, insurance and banking. Deal-doing trainees told of tackling plenty of research, “especially on the Takeover Code [rules which protect shareholders' rights during acquisitions] and Financial Conduct Authority guidelines.” Another source reported: “I also drafted circulars for shareholders and helped to draft a share purchase agreement, but I didn't escape due diligence. You really work on whatever your supervisor can get you involved in, and they're good at giving you a first crack at things you've not encountered before.”
Sullivan's project finance team is big in the oil and gas, and mining and metals industries. Its undertakings can be pretty colossal, as this recent work highlight shows: the team advised British-Australian mining outfit Rio Tinto and project company Oyu Tolgoi on the glimmering $20 billion financing of a gold and copper mine in Mongolia – when completed, it'll snatch the title of the largest of its kind in the world. “It's a massive enterprise and we're constantly being told the work we're doing on the project hasn't been done before,” one source who'd worked on this deal stressed. Prepping for the signing “took forever as there were millions of documents and it was so important to get every last detail right.” Others with project finance experience had drafted confidentiality agreements and attended negotiations – we even heard of trainees being allowed to take the lead when negotiating non-disclosure agreements.
“The majority of our associates will hopefully be home-grown.”
The capital markets team serves a mixture of big-name corporates like Coca-Cola and BP, as well as investment banks like Goldman Sachs and UBS. IPOs, secondary offerings and debt deals are all covered here, and lawyers recently advised Ferrari on its IPO as it initiated a separation from its parent company Fiat Chrysler. It also advised TDF Infrastructure on its inaugural bond offering of €600 million. Interviewees reported “having a first crack at drafting prospectuses and working back and forth with supervisors until finishing a project. There's also a lot of scope to be the go-between for the firm when it's liaising with regulatory bodies. It's so interesting to see how we approach making an enquiry and discussing the response.” Trainees also get to show off their knowledge when handling enquiries from clients: “You have to conduct a lot of research, but it's a good way to learn how to apply the law to many different situations.”
Trainees may get to see one or two litigation matters in the competition team, but they're more likely to be handling clearances for mergers such as the $1.8 billion one between Ohio-based software company Diebold and German software providers Wincor Nixdorf. The five-strong team gives trainees “some fairly meaty tasks if you put your back into it, like drafting merger notifications.” The international nature of the mergers sees trainees “managing local counsel around the world and reviewing their notifications to check their consistency with ours.” You may need to grab a Brussels guide book as we heard trainees tend to tag along when partners visit the European Commission.
...but they ain't messing with no broke figures
Trainees make their debut at Sullivan with a stylish induction week at the New York headquarters. It all “starts with Champagne on the plane” and once stateside the trip includes a night out at lavish celebrity hang-out Cipriani 42nd Street. Speaking of lavish, Sullivan offers one of the highest trainee salaries in London, with £50,000 for first-years and £55,000 for second years.
"...we all showed up at his house with suitcases!”
With that kind of dosh being handed out, you'd be right to expect the protracted hours commonly associated with US firms, but interviewees were keen to stress that “it's not as bad as people think it is.” Consistently busy seats like tax or competition result in regular 8pm exits, while those deal-driven seats like corporate and project finance oscillate between 6.30pm finishes and 4am slogs. On the whole, US influences seemed to be pretty muted: we heard there are plenty of Americans in the office filling the canteen with heated discussions about Donald Trump, but apart from that “you won't come here and find the star-spangled banner flying everywhere. It's quite balanced; we celebrate Thanksgiving and St George's Day.”
With around 50 lawyers calling Sullivan's New Fetter Lane digs home, “it's the kind of place where everyone knows everyone and people are very friendly.” One source told us: “It's a lot less formal than I imagined; you can chat easily to the partners and they sit down with us at lunch.” The higher-ups are also known for putting on a good bash or two: one partner hosts a summer cocktail party at his house, while another recently “invited everyone to come and help themselves to his wine cellar as he was moving – we all showed up at his house with suitcases!” More low-key drinks occur on a weekly basis when trainees explore the pubs and bars of London; the White Swan, which is situated just around the corner, remains a convenient favourite.
Qualifying doesn't mean that you have to narrow your practice at Sullivan & Cromwell. “You can qualify as a general practice associate and might, for example, work on more project finance matters but still chip in on other types of corporate deals.”
How to get a Sullivan & Cromwell training contract
Vacation scheme deadlines (2017): 13 January 2017
Training contract deadline (starting 2019): 14 July 2017
Sullivan & Cromwell's training contract is both newer and smaller than most, taking on a maximum of only six candidates a year. Instead of the more typical online form, Sullivan & Cromwell applicants register their interest by sending in a CV and covering letter. These need to be tip-top perfect to stand out from the crowd, too – as the firm gets 400 to 450 applications for its training contracts as well as an additional 350-400 applications for the six to eight places on its vacation scheme.
So what's the secret to getting to interview? The firm's trainee solicitor recruitment manager Kirsten Davies explains that “some candidates copy and paste deals from our website, but we know that information already because, of course, we worked on those deals. What's more helpful is to let us know why they interest you, and how they match what you want from the job.” She also adds that “it's pointless to repeat what's on your CV already.” Instead, candidates should write a “punchy letter of motivation, covering no more than one side of A4.”
Candidates called back to the next stage come into the firm's offices for a morning or an afternoon session. This starts with an informal chat with Kirsten Davies. Candidates are interviewed by two partners separately and also have a tour of the firm conducted by trainees, including introductions to key members of the office. Kirsten Davies explains that “our assessments are very much a team thing here, so I will speak to the partners about my time with the candidates, and we'll also speak to the trainees who took them for coffee. More often than not everyone's on the same page.”
Candidates for the vacation scheme go through the same process of CV, covering letter and interview session as direct applicants for the training contract. Six to eight a year are selected to go on a two week placement at the firm in July. Kirsten Davies tells us that “they are allocated a supervisor and are fully immersed in the firm, as well as going for lunches and dinners with partners, outings with trainees, and educational tours such as going round Lloyds of London and the law courts. We aim to have a good balance so it's not about being wined and dined day in, day out.” Vac schemers get the generous sum of £500 a week for their trouble, as well as being considered for a training contract. Around half of Sullivan & Cromwell trainees so far have been through the vacation scheme.
Sullivan & Cromwell plays particularly close attention to grades. As Kirsten Davies tells us, “we take grades quite seriously, so that means we're looking for a high 2.1 or a First. We ask for a full percentage breakdown of academic results right the way through. We completely understand if there's the odd blip along the way but we do look for consistency.” Grades aside, she adds that the firm looks for “common sense, commercial aptitude, analytical skills, enthusiasm, resilience, initiative, and motivation to be part of the team at Sullivan & Cromwell. We have relatively small intakes so people are given a much higher level of responsibility, so it's also important trainees have the level of confidence to handle that level of work.”
Interview with training principal Ben Perry
Student Guide: September 2016 saw the firm's fourth ever trainee cohort arrive. Has the trainee programme changed at all based on the experiences of your first few intakes?
Ben Perry: We're always talking and thinking about what the trainee programme offers and delivers so we have seen a few changes; we now tend to take on six trainees rather than four and we've begun offering seats in specialist teams such as competition and tax. Those options have been a huge success since we rolled them out and they'll be available for all to join as we go forward.
SG: You recruit between four and six trainees but for the past couple of recruitment rounds you've taken on the higher of these two figures. Will you continue recruiting this number?
BP: At the present time I don't think we'd move beyond taking on six trainees per year. One of the successful elements of our training contract is the quality and degree of partner time our trainees receive and that's made possible by the small intake.
By 2017 we're hoping that 12 of our associates will have qualified with the firm through our trainee programme. In a few years' time the majority of our associates will hopefully be home-grown. Previously all the UK associates – myself included – had trained elsewhere, so we'll see a pretty significant shift take place in the next couple of years. Our first class of trainees have gone on to become successful associates at the firm which leaves us highly optimistic that our qualifiers will have long, successful careers with us.
SG: A large proportion of your trainees and NQs are Oxbridge educated. Are you focusing on those top institutions when recruiting?
BP: No and if you look at the different intakes more broadly, we're actually extremely diverse in terms of personal backgrounds. We by no means focus on those institutions and we receive a large number of applicants from people who have attended other universities.
SG: Let's talk about the wider firm. Which practices have been hot this year and which ones should we watch out for in the future?
BP: In London we've continued to be busy across the board, particularly in our core groups of M&A, finance & restructuring, capital markets and project finance. These four areas are the pillars of our UK practice and they're where we're looking to develop and expand in the future.
One of the most significant deals our M&A team handled was Concordia Healthcare's purchase of Amdipharm Mercury, where the London office worked hand in hand with our colleagues in the States. Within private equity we represented Apollo Global Management – as the largest shareholder – on its sale of Brit Insurance to Fairfax Financial Holdings. We've been involved with Apollo's investment in Brit for five years since we assisted them with their initial takeover of Brit alongside CVC Capital Partners in 2010, as well as with Brit's IPO in 2014. That's a fantastic example of the long running nature of many of our client relationships. On the capital markets side we've seen a lot of significant matters for our major clients, such as acting for Philips Lighting on its IPO. Our projects team, meanwhile, has been advising Rio Tinto on the financing of the massive Oyu Tolgoi gold and copper mine in Mongolia.
Sullivan & Cromwell LLP
1 New Fetter Lane,
- Partners 20
- Associates 57
- Total trainees 10
- Contact Kirsten Davies, trainee solicitor recruitment manager
- Method of application CV and covering letter
- Selection procedure Interview with graduate recruitment and two partners, meeting with one or two associates
- Closing date for 2019 14 July 2017
- Training contracts pa 4-6
- Applications pa 500
- Required degree grade 2:1
- Holiday entitlement 24 days
- Overseas/regional offices Beijing, Frankfurt, Hong Kong, London, Los Angeles, Melbourne, New York, Palo Alto, Paris, Sydney, Tokyo, Washington DC
Main areas of work
Remuneration: £500 pw
Apply by CV (including a full classification and percentage breakdown of all academic results) and a covering letter to firstname.lastname@example.org. We will be accepting applications for our 2017 summer vacation scheme from 1 November 2016 through 13 January 2017.