Brokering Billions

 

His timing couldn’t have been better. Graduating just after a recession, Hewitt found that many law firms had lost a number of their mid-level associates because of the sluggish economy. There was something of a vacuum at some firms, and newly hired attorneys often found themselves working at a level typical of senior attorneys.

 

“I got to work directly with partners almost from the beginning on transactions,” he says. “As a function of that I was given deals and responsibilities early. I was running deals from beginning to end as a second-year associate. When I left New York and came to Jones Day I had already been doing billion-dollar deals, or I had been the lead person on them.”

 

In 1997 Hewitt left New York, “lateralling over to an equally pre-eminent law firm,” Jones Day in Cleveland.

 

“We’ve done a lot of deals together,” Gaske says of Hewitt. “I can’t even tell you how many deals we’ve done, including a lot of so-called headline deals.”

 

 

One of those headline deals was the Federated-May merger that Hewitt engineered. The two companies had been eyeing each other for decades, Hewitt says, and the right time finally came in August 2005 — to the tune of $17 billion.

 

Despite the impressive price tag of the merger, Hewitt says the closing was anticlimactic. “All this work that goes into it and then you close and it happens by fax and by phone and no one has to go anywhere, and you say, ‘That was it?’

 

“In fact, I think that’s the hallmark of a good deal,” he says. “You know you’ve done your job if there’s that let-down at the end because that means nothing came up that was a problem, or caused anxiety or anything else. You made everything work smoothly and if you get to the point where the client says, ‘Wow! This is over? It’s done?’ without any fuss, then you’ve done your job well.”

 

Dennis Broderick, Federated’s general counsel, worked closely with Hewitt on the merger. “Chris was very insightful and responsive,” Broderick says. “He was there all the time and had an even-keeled approach to the work, despite all the pressure.”

 

Hewitt continues to work with many blue-chip companies and has managed several large deals, one of them even larger than the Federated-May merger. In January 2006 he helped in the sale of food and drug retail giant Albertsons to a consortium of buyers for $17.4 billion.

 

As impressive as these big deals are, Hewitt points out that he treats his small clients as carefully as he would his larger ones. “At the same time I was doing the Federated deal, I was also helping a client smaller than Federated that was doing a deal that was a key transaction for them,” he says, speaking of his client Axsys Technologies’ purchase of Diversified Optical for $60 million.

 

“An issue came up that was scaring away the other buyer and we were able to come in, understand the issue and get our client comfortable and find a solution to that issue that enabled us to basically take that deal away from the winning bidder,” he says. “At the end of the deal, the CEO of that company said, ‘But for your help on getting us over this issue, we would not have gotten this deal done. Even more than the bankers did, or anyone else did, you got us around this issue.’ When you see that you aren’t just a cog in the wheel, that your help was vital in getting the deal done, that’s when you’re appreciated, that’s where the job is fun.”

 

Hewitt says that 90 percent of the work he does on mergers and acquisitions is routine, so he says it is especially rewarding to be challenged by new issues that “cause you to stretch and to learn that new law.” One such deal involved one party selling its products on consignment. “I had never done anything on consignment before so I had to sit down and learn a new area of law to be able to help the client with that issue. That’s what makes the job interesting, to have these new issues crop up and to learn how to address them and, at the end of the day, having learned a new law.”

 

Another challenge Hewitt sometimes faces is opposing attorneys who “the law has passed by a little bit in terms of how they go about doing deals or how they practice law.”

 

“They’re throwing up roadblocks,” Hewitt says, “and sometimes you have to educate your opposing counsel. That’s probably the most challenging thing on these deals. But about 80 percent of the time, they’re people that know what they’re doing and it’s a very simple process. Every once in a while, though, you hit that person that makes you question why you are doing this for a living.”

 

Hewitt admits the workload can be demanding and takes up much of his time. He and his wife Robyn are building a new house in Avon for their growing family — a little boy and girl, with a third child due this spring — so it’s sometimes a challenge to balance his clients’ needs with that of his family’s.

 

“Some people could find that to be problematic, when you’re getting calls all the time, late at night and 6 o’clock on Friday, but that’s what makes this job interesting to me,” Hewitt says. “Obviously, you don’t want to be called every Friday at 6 o’clock, but being there for your client and having them recognize it at the end of the day, that’s what I try to do.”