Karen C. McConnell is a partner in Ballard Spahr LLP's Phoenix office and chairwoman of the firm's national M&A practice group. Her entire career has been spent as a business lawyer, focusing on mergers and acquisitions, securities and general corporate law. Her clients, many of whom she has worked with for more than a decade, include large public companies as well as smaller startup companies. She also works with a number of high-net-worth individuals and family offices that devote a portion of their wealth to encouraging new business ventures. In recent years, much of McConnell's time has been spent representing financial investors on a wide range of private equity and venture capital transactions. The variety of her clients has meant a constant, varied and exciting deal flow. She says she stopped counting the number of deals she had done a few years ago when it topped 300, though she is looking forward to doing many more.

Q: How did you become a rainmaker?

A: Most of my business has been referral-based. I learned how to practice law from some wonderful attorneys/mentors who modeled professionalism. They taught me that simply being a good lawyer will not result in business generation; rather, personal relationships are critically important. If your clients want to work with you, they will refer you to their colleagues and friends. If other attorneys trust that you will take good care of their referrals, they will think of you when a conflict arises. If the opposing party in a transaction observes with favor your demeanor and negotiation and drafting skills, that party will hire you after the deal closes.

When I was a senior associate, I was staffed to represent a company in what was then the largest reported venture capital transaction ever in the state of Arizona. The transaction was enormously successful for the two venture capital firms, and for the company, and within six months I was leading the legal effort for the IPO. While this was happening, one of the VC firms was pursuing an educational technology company in Phoenix without much success. The target company did not have corporate counsel, and the VC was confident that I could convince the target that the VC firm would be an excellent partner. I interviewed with the owner of the target firm, who notoriously hates lawyers, but I managed to get myself hired. I have now represented him and various of his family members for about 25 years.

In the end, he didn’t do the deal with the VC firm and opted instead for an outright sale to a large public company. He stayed on for a few years until his entrepreneurial spirit won out. He has since formed and sold half a dozen businesses, and I suspect that I will retire before he does! He later referred me to one of his colleagues in the educational services market, who I then represented in the sale of his company, and the subsequent repurchase of the business a few years later. I was able to thank the VC firm for the referral by sending some investment opportunities back to them.

Q: How do you stay a rainmaker?

A: First, I keep my clients happy. The easiest source of new work is from those who already know you, and if your clients are happy they will refer you to others needing your skills, knowledge and experience. Excellent service and responsiveness are critical, but so is taking a genuine interest in the clients’ businesses and in them personally. Many of my clients are Facebook friends; I have met their spouses and children, and have attended their weddings and the weddings of their children. They know all about my family, by name, and ask about them regularly. We care about each other.

Second, when I am referred to a new client by a third party, and especially when that referral source is another attorney, I always treat the new client in a manner that I know will reflect well on my referral source, and I always reciprocate when possible. Conflicts arise often, and referral networks are highly valued.

Third, I stay engaged and get out of my office, both to visit with clients and to meet new people, as often as I can. No number of touches by email or even by telephone can substitute for face time over a meal, a cup of coffee, or a glass of wine.

Q: What advice would you give to an aspiring rainmaker?

A: Generating business takes a lot of time and patience. Choose a strategy that fits your personality and interests. If you are not comfortable walking into a room full of strangers and shaking hands (as I am not), look for an opportunity on a smaller scale, such as joining a board or speaking on a panel. You also should schedule client development activities into your calendar. Our days are so busy that if we don’t plan for client development activities they simply won’t happen. Finally, put your ego aside because you will occasionally be rejected (but hopefully not often!).

Q: Tell us a tale of landing a big client.

A: Even though most of my business has been referral-based, I did get a new client once from a speech. I was on a panel at an M&A seminar, and was approached afterward by an executive of a private company who was interested in undertaking a management buyout. I was hired for that purpose, including a concurrent investment by a private equity firm.

Over the years, I served as the lead lawyer as the new venture acquired several businesses and technologies and grew significantly around two main business lines. We later sold those two business lines in two transactions to public companies. The PE investors were extremely pleased with their investment. The management team concluded they were too young to retire, so they started again. We formed a new venture with a new PE partner, and have since bought half a dozen companies for them. This relationship started in 1999 and it is still going strong almost 15 years later. All from a speech!

Related Practices

Business and Finance
Mergers and Acquisitions/Private Equity