by Brian DeChesare Comments (93)

Bottles and Bottles? How You Really Win Clients and Land Mega-Deals as an Investment Banker

Bottles and Bottles? How You Really Win Clients and Land Mega-Deals as an Investment Banker

Why does the mainstream media hate Wall Street so much?

You can think of dozens of reasons, but one of the biggest is that they don’t understand what bankers really do to earn their fees.

They see news of million-dollar bonuses and assume that financiers earn those bonuses by sitting around and playing Monopoly.

But you don’t earn massive fees by playing board games all day – it’s a process that takes years, which is one reason why bankers make the money they do.

And the infamous “pitch” has very little to do with it.

It’s All About the Pitch, Right?

The most common, wrong suggestion I’ve seen before is that “Bankers win clients by pitching them.”

But that’s like saying that you got into Harvard or Oxford by submitting a really good application – technically true, but not the full story.

Yes, the application is critical and if your essays suck, you’re screwed – but you got into a top school because you spent years developing the skills and experiences to do so, and you then presented them in the best possible light.

It’s the same with winning clients as a banker: your pitch needs to be on-point for you to win the deal, but the process of putting yourself in the position to pitch for the deal starts long before that.

What Really Happens

As you move up from Associate to VP and beyond, gradually you’re tasked with more and more sourcing work: finding potential clients, getting to know them, and then pitching for a deal when the time is right.

Managing Directors spend almost no time on deal execution – unless it’s a massive transaction that requires their involvement – and instead spend most of their time on finding new clients and serving existing ones.

If you already work with a company on all their M&A deals and your bank has been advising them for the past 20 years, you’ll probably continue to do so in the future.

Like legacy admissions in university or Roger Sterling and Lucky Strike, it’s a good bet that you’ll receive the benefit of all that history unless you make a colossal screw-up.

So it’s more interesting to look at how you find new clients – companies your bank has never worked with before.

This entire process is more applicable to smaller firms than to bulge bracket banks, because there the “legacy” factor is high and you mostly work with huge companies that everyone already knows about.

But even at huge firms, you still need to find new clients because existing companies get acquired, merge, and go out of business all the time.

Lead Generation

In sales, a “lead” is just a potential customer – someone who might sign up for the products or services you’re offering.

It’s the same idea in banking, but since your leads are fewer in number and are worth much more, some strategies don’t work so well.

What Doesn’t Work

Strategies like online marketing (paying for ads on websites, Google, Facebook, etc.), TV/radio/direct mail advertising, and posting flyers would never work.

It may sound silly to even point this out, but I’ve actually seen some banks use Google AdWords to market themselves to clients and I have no idea why they bother.

All these methods are too impersonal – it’s like walking into Armani and having a robot display a list of recommended clothes for you rather than having a real live person greet you, chat for a while, find out what you’re looking for, and then suggest something good.

When the number of clients is low and the per-client value is high, you need to get very personal to make deals happen.

PE / VC / HF Referrals

One way to do this is to go through your friends on the buy-side, see what portfolio companies they have, what sectors they’re interested in, and who else they’ve been speaking with lately.

Let’s say you’re an MD who has worked with a private equity firm for 10+ years. At your next catch-up meeting with them, you might casually ask how their portfolio companies are doing (translation: are any of these companies ready to sell, refinance debt, or go public?).

If the PE Partner likes you and wants to give you business, he might refer you to the CEO or CFO and say, “Hey portfolio company, this banker’s good – you should get to know him.”

Or if a deal is imminent, he might tell you directly: “They’re going public next year, and the pitch is coming up next month – we’ll be sure to include you.”

In tech and healthcare groups, venture capitalists are arguably more important and bankers get referrals to startups via VCs.

Cold-Calling/Emailing

Just like with your own networking efforts, cold-calling is less effective than meeting in-person first or getting referrals – but sometimes it works.

You’re far more likely to see cold-calling at smaller banks where you have to fight for every deal – and if you’re a summer analyst there you might get tasked with poring through lists of companies and finding contact information.

Cold-calling is also more common at small and middle-market private equity firms, some of which are notorious for making their newly hired associates cold-call companies all day long.

Conferences

Bankers also spend a lot of time on the conference circuit, meeting with executives at events (CES, Davos, etc.).

These are like information sessions: if you can stand out from everyone else and then follow-up appropriately, your chances of success go way up.

The real action at conferences happens offstage, so bankers skip keynotes and panels and schedule as many 1-on-1 meetings as possible during the day.

Inbound

Wouldn’t it be nice if banks just called you when they wanted to hire someone?

When companies want to sell or raise capital, they sometimes contact banks directly – this scenario is much more likely when a lesser-known company wants to work with a bulge bracket bank and has no other way to get on their radar.

Sometimes investors also contact bankers directly and provide the introduction, especially if they’re pressuring the company to sell so they can realize their returns.

Wining & Dining: Building the Relationship

Once you’ve contacted or been contacted by the executives at this potential client, you need to build the relationship.

If it’s an inbound contact and they urgently need to sell or raise capital, you won’t do this and you may be asked to pitch for the business right away.

But if the deal is further off in the future, you need to take time to build trust and convince the CEO that you’re not just another Gordon Gekko or Patrick Bateman character waiting in the shadows to decapitate him and steal all his money.

You do that by:

  • Coming up with acquisition ideas and meeting with the executives to discuss what areas they might want to expand into.
  • Giving market updates to the executives and telling them what’s going on in the M&A or capital markets.
  • Meeting casually for lunch or dinner to catch up on what the company has been doing and their future plans.
  • Being “on call” to answer whatever questions they have, whenever they have them.

The tricky part is that you don’t get paid for any of this – and the entire process could take years before you see any revenue.

Sure, making $10 million on a single deal sounds great – but if it takes 10 years of relationship building to get there, the NPV is much lower than $10 million.

This is the slowest and most extended part of the “client-winning” process, and if you’re not interested in relationships, this is where you’ll fail.

But if you like meeting and greeting and can’t stand Excel, then you might make a great MD – even if you’re a lousy analyst.

Deal Time

How does a company decide when it should sell, buy another company, go public, or raise capital?

Sometimes it’s forced to sell by investors who want to realize their returns (Amazon / Zappos) – going back to our theme of NPV, the longer an investment stays unrealized, the harder it is to get solid returns.

Other times the executives reach the decision themselves – the CFO looks at their cash flow projections and realizes their burn rate is too high, so they decide to raise debt or equity.

And still other times, bankers “plant” the idea in the CEO’s mind.

While you don’t have to plant this idea in a dream within a dream within a dream within a dream, you do have to be subtle about it – going out and blatantly pitching an LBO won’t work even if you really want a PE firm to buy the company you’re speaking with.

Instead, bankers are more likely to make casual references to private equity firms and leveraged buyouts elsewhere in the market when they meet with the company to discuss other topics.

Over time, if the CEO and Board buy into the idea or show interest, the bankers keep selling them on it and gradually start to reveal more and more information.

The best bankers – the true rain-makers – are the ones who are best at “selling” the company on a transaction, even if the management team had no interest initially.

Regardless of whether the idea was planted or original, once the company decides it’s ready to sell or raise capital, it then pits bankers against each other in a bake-off.

The Pitch

Sometimes if a company has a special relationship with just 1 banker and has never spoken to others, it will skip the pitch and give the business to that banker.

But that’s more common at private and smaller companies where there’s not as much oversight from the Board of Directors – at anything bigger the Board usually requires the management team to solicit competitive offers.

At this point they would contact all the bankers they’ve gotten to know over the years and tell them what they’re planning, send over relevant financial information, and invite them to pitch for the deal.

The number of banks invited depends on the deal type – IPOs have many banks, whereas in M&A deals there’s just 1 or 2 advising the buyer and seller – and whether or not the company wants to stick with the bankers it knows best or go for a broader set.

Who Wins the Deal?

This must come down to whether or not you’ve dotted all the i’s and crossed all the t’s in your pitch book, right? And whether or not you remembered to change the font size on every single page, right?

Nope – most of the time the pitch book itself is irrelevant to winning the deal, even if you pulled 4 all-nighters to create it.

What matters is how much the company likes the senior bankers, what the senior bankers say, and how they say it – and what they say compared to the other bankers pitching for the deal.

Let’s say you go in and claim that the company is worth $500 million and that you can complete the sale process in 6 months. Then another banker goes in and says the company is worth $400 million and that the sale process will take 12 months.

You might assume that you’ll win since your claims are more aggressive and will result in a better price for investors – and sometimes that’s true.

But the CEO and other Board members/executives could also look at your pitch and think that your numbers are unrealistic and that you’re not being honest – especially if everyone else there is predicting lower valuations.

So you need to use a careful blend of salesmanship and pragmatism to win deals.

After the Pitch

There may be a clear “winner,” but more often than not, the company will follow up with multiple banks to see what the fee structures are like and what their recommendations are in more detail.

For smaller companies and deals, the fees make a bigger difference and sometimes a bank will win the deal by promising lower fees or a structure that rewards them for better results (e.g. 0.75% under $500 million and 1.5% for the amount above $500 million).

Most of the time, though, it comes down to all of the above factors and the company considers everything when making a decision.

This is not a rational or logical processjust like selecting which applicants will receive interviews, it’s random and fraught with emotion.

If you think executives are rational just because hundreds of millions or billions of dollars are involved, nothing could be further from the truth – sometimes the more money that’s involved, the less rational the deal (AOL / Time Warner).

Sample Timeline

Putting everything together, here’s an example of how you, after you become a Managing Director, might meet a CEO, develop the relationship, and then pitch for the deal:

5 years ago you were having a catch-up meeting with a local VC and he mentioned that a tech startup in their portfolio was hot and would change the world of online media.

He gave you an introduction, so you met with the CEO, learned about his vision for the business, and got an idea of the company’s financial performance.

A year later, you caught up with the CEO once again and gave him an update on the capital markets and what IPOs were pricing at. The company was not yet cash flow-positive, but they had killer revenue growth.

The next year (3 years ago), the IPO markets were closed but the CEO wanted to use his stock to acquire smaller competitors – so you ran a buy-side M&A process for him over the course of 6 months. It never went anywhere since they couldn’t find anything good and got distracted by other issues.

Then, 2 years ago, the company finally turned cash flow-positive and started thinking about an IPO, which they told you about during your quarterly meeting with them.

You made your analyst monkey stay awake for 60 hours straight to prepare a 200-page pitch book laying out all the nuances, but then the CEO decided to hold off until the market got better.

Finally, a few weeks ago the CEO contacted you again just before another meeting and said that they are now serious about selling and want to hear your thoughts – so he invited you in to pitch for the deal.

Got Risk?

Not only did this process take 5 years, but there’s no guarantee that this planned sell-side M&A deal will even happen – or that the mandate will go to your bank.

Maybe no one will be interested; maybe the CEO will change his mind yet again; or maybe investors will pressure them to go public instead.

And you ran a failed buy-side M&A process for them a few years ago.

This is why investment banking is such a tough business: you could do everything right for 5 years and still lose the deal because your fees are 0.1% too expensive, or because the CEO gets emotional and happens to like an unknown banker more.

Wait, This Sounds Boring!

One time I was explaining this process to a friend who was still in university and he said, “Wow that sounds boring – I’d rather do modeling and analytical work.”

If your IQ is higher than your EQ, it may not sound too appealing to develop relationships like this and constantly pitch for new business.

But as Jonathan Knee points out in The Accidental Investment Banker (highly recommended), all deals start to look the same after a while.

You learn a lot at first and valuing and modeling companies seems exciting when you’re new, but they become routine and boring once you’ve done them 500 times.

We’re more interested in stories and inter-personal drama than we are in staring at Excel all day – so even if the process above doesn’t sound interesting right now, you may change your mind in a few years.

You might assume that you should move to the buy-side if you’re not interested in any of this, but that’s only partially true – in PE and VC you still do a lot of relationship-building, meeting with new companies, and so on.

So if it’s really not your cup of tea, think about hedge funds or trading – where you can make bank without talking to people or leaving your 8 computer screens.

M&I - Brian

About the Author

Brian DeChesare is the Founder of Mergers & Inquisitions and Breaking Into Wall Street. In his spare time, he enjoys memorizing obscure Excel functions, editing resumes, obsessing over TV shows, traveling like a drug dealer, and defeating Sauron.

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Investment Banking: Pakistan Edition

Investment Banking PakistanOK, I’ll admit it upfront: while this site has featured lots of interviews from readers in “hot” emerging markets such as China and India, I haven’t gotten too many requests for Pakistan.

But this is such a good interview and has such specific information that I wanted to publish it anyway.

Plus, the interviewee has been a long-time reader of M&I and captured the personality of the site very well. So let’s get started and learn all about banking, PE, recruiting, and the lifestyle in an emerging market that might be completely off your radar.

Introductions

Q: Can you tell us about your background?

A: I play the drums. I love buffalo wings with sour cream and ginger ale. I love stargazing. I’m a huge Tolkien fan. I find jazz very relaxing. I just discovered a hidden passion for photography and hopefully I’ll be traveling to Iceland in a few months after I buy a Canon DSLR.

I was born in Abu Dhabi and raised in Dubai. My father retired from his marketing job and we moved to Islamabad (Pakistan’s capital), where I completed high school and undergrad. I was a very distracted student during my O/A Levels because I really didn’t know why I was studying and what I wanted to do, so I definitely lacked direction for a time.

But during the first year of my undergraduate, I got really interested in corporate finance and M&A – so I actually performed decently and did much better than in high school.

After graduating, I networked my way into an investment banking analyst position at a bulge bracket bank in Karachi (Pakistan’s finance capital), and then I moved into private equity in the same city.

Q: Most Westerners know very little about Pakistan aside from what’s reported (accurately or inaccurately) in the news. What is the country really like, and how is the finance industry there different? Are the rumors of economic collapse / bankruptcy true?

A: A recent Newsweek cover described Pakistan as “The World’s Bravest Nation” – after describing it 3 years earlier as “The World’s Most Dangerous Nation.” I know the general perception is that it’s a country filled with corruption, religious fundamentalism, and no roads or women.

There is an element of truth to those claims, but for the most part we’re just regular people and most of what you read about in the news corresponds to a very small part of the country.

So don’t believe everything you read about the claims above (especially the part on roads and women) or the frequent accusations of terrorism – there are isolated extremists here but they are not representative of Pakistan at large.

Economically, we were always an underdeveloped country due to corruption from previous governments – but during Musharraf’s 10-year rule we were elevated to “developing country”status. Since that time the rulers have been questionable, so the progress has been disappointing since then.

The rumors of economic collapse are untrue. We’re not in the best shape right now, but we’re far from bankruptcy – the US and its allies also have too much of a stake in the country to let a bankruptcy happen. And we’re part of an IMF program that has pledged billions to us over the next 3-4 years.

Overall finance is still very much in a growth phase here, and private equity is at a nascent stage; Islamic finance is developing rapidly and corporate finance is also thriving. Hedge funds don’t exist yet, but many banks do have investment banking divisions and a handful of research and brokerage houses here offer investment banking and related services.

Q: What’s different about recruiting there? Do they prefer certain backgrounds or certifications?

A: The recruiting process for both IB and PE is highly unstructured.

Unlike the US or Europe where certain “paths” are preferred, here you can transition from almost any finance-related field into IB or PE.

I know people who have gotten into investment banking from industry, management consulting, and research, and people who have gotten into PE from Transaction Advisory Services, research, middle office trading support roles, and corporate banking.

Local banks here have a tendency to hire accountants and research analysts – and just like other regions such as India and South Africa, they love the CFA.

My VP (from the US) would always tell this analyst at my bank that the CFA was completely useless in banking, but in Pakistan people have been conditioned into believing that a CFA + an accounting degree is the key to achieving unprecedented glory.

Wheeling & Dealing

Q: You were at a bulge bracket bank there – do the other global bulge bracket banks have presences in Pakistan, or are local firms more common?

A: It’s a mix of both. JP Morgan has been here since the early 90’s, Citi even earlier than that, and Credit Suisse has been here since 2008. UBS and BoAML operate through local affiliates, but aren’t officially here.

Even though they’re bulge bracket banks, they usually work on deals worth around $100 million USD – sizable for here but small by US standards.

M&I Note: Middle market banks in the US would do deals of this size; most bulge brackets focus on $500M+ or $1B+ deals, though they do occasionally go lower depending on the market.

Since that’s “the bar” for bulge bracket banks, smaller, local firms – called “investment houses” – advise on deals worth less than $100 million USD.

They offer everything from research to mutual funds to M&A advisory and capital raising. Two of the largest investment houses also have consumer and corporate banking divisions that they use for syndications.

Pure-play boutique investment banks are still very rare here – off the top of my head I know of just one firm that offers only M&A advisory and restructuring services to clients.

Q: What types of deals and companies are most common in Pakistan?

A: The breakout for deal types is something like this:

  • Debt Financing: 70%
  • IPOs: 15%
  • M&A: 10%
  • Restructuring: 5%

M&A is most common in the banking and telecom sectors. Here’s a table of M&A activity from 2002 – 2010 that I’ve been updating from time to time:

Pakistan M&A 2002-2010

M&A in Pakistan rarely takes place to create value – this consolidation in the banking sector is driven by regulatory requirements (specifically higher capital adequacy requirements).

The actual rationale for M&A activity would be more interesting to look at – in my opinion it’s something like the following:

  • Regulatory: 65%
  • Gain Market Share: 20%
  • Divesting Operations or Exiting from Pakistan: 10%
  • Private Equity Investment: 5%
  • Value Creation: 0%

The government also has a massive privatization program in place (the numbers above exclude this, by the way) and so all the bulge brackets submit RFPs (Requests for Proposals) to the Privatization Commission for each deal.

Even some banks like Goldman Sachs, Morgan Stanley, and UBS that don’t have a direct presence in Pakistan will fly in, submit their RFPs, pitch, and fly out – they’re known as “parachute bankers.”

Some local firms also work on these privatization transactions, while the bulge bracket banks focus more on attracting institutional investors via road shows or finding international buyers for assets that the government is divesting.

Here are lists of completed and upcoming privatization transactions in Pakistan:

Got Networking?

Q: You mentioned how you networked into investment banking and then into private equity – how is it different in Pakistan? Do informational interviews and cold calls still work?

A: Right, so just to give you a brief overview first of how I networked my way in:

I went to a non-target school, but I did have 5 internships and decent extracurricular activities, as well as the resume template on your site. And I knew a lot about investment banking and private equity and kept up with global M&A deals and private equity activity via the NY Times Dealbook site.

A year before my graduation, I cold-called the bulge bracket bank I worked at – they’re known for only hiring summer interns from top US and UK schools, so it was a bold move.

A man picked up and I asked to speak to someone regarding summer internship opportunities in investment banking – the guy replied with, “I’m the guy” and he turned out to be my future VP.

I asked about the recruiting process for summer internships and he said they had already gotten started with interviews – but to email my resume anyway so he could send it to the team.

I did that, and about an hour later he replied and said, “When will you be able to join us for an internship?”

Q: Wait a minute, so you actually got an internship just by cold-calling a bulge bracket and asking for one?

A: Far from it, though that’s what I actually thought at the time – I didn’t even get an interview. I think he was just asking that to see when I would be free for an internship rather than actually giving me one on the spot.

He said they really liked my resume but were looking for a winter intern, which didn’t work for me timing-wise due to classes.

Over the next 5-6 months, I stayed in touch, emailed him on his birthday a la Bud Fox, added him on LinkedIn, and even sent the occasional random link.

Q: So you actually pinged him consistently – that’s interesting because I usually tell readers NOT to worry about constantly staying in touch and to focus more on making a good first impression and then asking for what they want when the time comes.

A: Right – you do have to be subtle if you want to take this approach. I didn’t want to give the impression that I was stalking him or wanted to be his best friend.

I did this more because I had an uphill battle given my school and background, and because there just aren’t as many banks in Pakistan – so it’s not like the US where you could easily go through hundreds or thousands of contacts to find the most helpful bankers.

Q: So what was the final outcome here?

A: In May I called him again, sent him my updated resume and “reiterated my interest” for an investment banking analyst position.

Despite being up against 100+ candidates from target schools, I was interviewed and offered the position.

What worked in my favor?

  1. I was myself and had the ability to laugh at myself – I didn’t act like some super-genius with perfect grades who claimed to know everything about finance.
  2. I had a burning desire to get into investment banking – I read everything and anything related to banking that I could find and this came across with how much I knew about the industry vs. the other candidates.

Q: What about your move into private equity? Did you go through a headhunter there or was that also networking?

A: Networking, once again. I cold-called my current PE firm’s Dubai office and spoke to a Partner there – we chatted about how Dubai has changed over the years and about the Middle East PE market in general.

I sent my resume, he forwarded it to the Partner in Karachi, and I interviewed a couple times and was offered the position.

M&I Note: This may seem ridiculous, but keep in mind that in certain parts of the world they are looking for very specific people and recruiting is less structured. It would be tough to pull off the scenario above in the US, but the same is not true in emerging markets.

Q: So it sounds like overall, the standard networking strategies still work and may even work better since recruiting is so unstructured in Pakistan.

You mentioned before how knowing so much about investment banking gave you a big advantage – but doesn’t everyone coming out of target schools there know the industry quite well?

A: No! A lot of students from top schools have absolutely no idea what investment banking or private equity are.

I’ve interviewed candidates from top schools here and this is how interviews often go:

  • Me: What do you think investment bankers do?
  • Interviewee: They make investments so that you get higher returns.
  • Me: Higher returns… um, ok, and why do you want to get into investment banking?
  • Interviewee: I’ve heard really good things about investment banking and [Interviewee inserts objective from his/her resume and “pitches” it] and how much I can learn there and bring my skills to the organization.
  • Me: Right, we’ll let you know.

One time I had a PE candidate try to convince me that he was a “private equity investor” because he invested in the stock market.

I’ve come across only one candidate who made a convincing argument for why he/she should work in investment banking or private equity. And I’ve met hardly anyone else who has networked his/her way into IB or PE here like I did.

But as you can see from my story, it’s definitely possible – if you’re hungry and motivated, you can do pretty much anything.

Private Iniquity, Pay, and Exit Opps

Q: Not to sound like those annoying kids in Harold & Kumar, but what’s it like working for a PE firm there? What types of companies do you invest in, and is your job more about sourcing or execution?

A: Work is very unpredictable, which makes the hours unpredictable as well. I’ve pulled all-nighters, and I’ve found that there is a massive cultural difference / work ethic difference between local firms and international firms.

PE firms here do not focus on specific sectors – they’ll invest in anything from green/brownfield projects to mature companies and even distressed assets.

LBOs are highly uncommon here and so most of these investments are minority stake acquisitions instead.

Work is a function of sourcing and execution – I’d say I spend 20% of my time on sourcing (looking for new investments) and 80% on execution (doing due diligence, modeling for investments, and coordinating our team).

Q: As with other emerging markets, I’m assuming that salaries and bonuses are lower on an absolute scale but higher on a relative basis if you take into account the cost of living – is that accurate?

A: Yes, definitely true. In a good year, an analyst at a local firm can make 10 to 15 times his monthly pay with his bonus (around 80% to 125% of his annual pay).

In average years an analyst’s bonus might be around 50% of his annual pay – which is quite a lot of money in Pakistan.

Q: And are your co-workers all from Pakistan or are you starting to see immigrants there as well?

A: Right now there are hardly any immigrants – it’s 99.9% Pakistani co-workers.

Q: What are your future plans?

A: I’m planning to attend business school in 2 years, ideally at Wharton. I do want to stay in PE, and post-MBA I’d want to go to a larger firm in the US and work there for a few years before returning to the Middle East or Pakistan. If all goes well, I might start my own buyout fund here one day.

I also want to take up stellar and extragalactic astronomy – it has always fascinated me. And if I have enough capital, I want to start a theme-based restaurant at some point.

Or I could just take the CFA…

Q: Please, don’t.

A: Yeah, I think my own restaurant would be more fun anyway.

M&I - Brian

About the Author

Brian DeChesare is the Founder of Mergers & Inquisitions and Breaking Into Wall Street. In his spare time, he enjoys memorizing obscure Excel functions, editing resumes, obsessing over TV shows, traveling like a drug dealer, and defeating Sauron.

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Free Exclusive Report: 57-page guide with the action plan you need to break into investment banking - how to tell your story, network, craft a winning resume, and dominate your interviews

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by Brian DeChesare Comments (23)

What You Do In Equity Capital Markets, Part 2: The Equity Syndicate

What You Do In Equity Capital Markets, Part 2: The Equity Syndicate

We continue our discussion of different groups in investment banking today by learning all about a group you might not have even heard of before: the equity syndicate.

While it’s more niche than some of the others we’ve looked at (M&A, ECM…), that also makes it interesting and worth discussing.

To make things even more fun, the interview you’re about to read was conducted with a reader who works in Asia – so you’ll learn about how it’s different there as well.

What Would You Say… You Do Here?

Q: Let’s start with the basics. I know pretty much nothing about the syndicate – what do you actually do?

A: I would describe it as “halfway between sales and equity capital markets.”

We talk to the sales people who pitch equity offerings, to sales-traders, and to the bankers who analyze the companies, and we coordinate the processes of initial public offerings and secondary offerings.

We keep everyone in the loop and make sure that all sides understand each other.

In terms of tangible work, we multi-task a lot: we speak to salespeople to get market color, speak to investors to tell them about the deal (as we advance in level), and track institutions that are interested in and have subscribed to offerings.

Q: You mentioned before we even spoke that it’s a very niche market. How small are we talking?

A: I don’t have exact numbers, but I wouldn’t be surprised if there are just over 100 people worldwide, altogether, in equity syndicate groups.

Even at large banks it’s common to have only 3-4 or even less at each desk, though that number might be higher in the US and more developed markets. Some banks might not even have a distinct syndicate desk.

Since the groups are small, many banks don’t even have junior people – it’s all just senior bankers and they outsource a lot of the grunt work.

Breaking Into the Syndicate

Q: With so few people, I’m guessing that you don’t exactly recruit for the syndicate right out of school. How do you get in and what’s the recruiting process like?

A: You’re right that fresh grads are pretty rare – banks don’t need that many people, and anyone working full-time in the field has been there a long time.

Pretty much all the hiring comes from lateral hires – people who have already worked in ECM, corporate finance, or sales, and who now want to make a transition.

Even this is not common, because there isn’t that much demand for fresh blood each year.

Q: What about the interview process? Are we talking about just the standard banking questions or is it quite a bit different for the syndicate?

A: You’ll get some of the same questions as in standard banking interviews, but there is not as much emphasis on the technical side because we don’t do as much valuation or modeling work – they’re more interested in your sales and communication skills as opposed to how well you can model.

However, they do stress “attention to detail” since you need to get order numbers and everything else in your allocation book correct – so you will be tested on that.

“Fit” questions will test how well you can coordinate and organize processes rather than your ability to crank out Excel 100 hours a week.

Example questions you might get in equity syndicate interviews:

  • What do you think the IPO market will do in the next 6 months?
  • What sectors are most likely to issue equity in the next year?

Q: So how do you find out about any of those if you’re not already working in the industry?

A: It’s really tough, which is why almost everyone in the equity syndicate comes from other groups – knowledge of market conditions and different institutional investors, banks, and prospective clients is critical.

It’s tough to know all that unless you have access to resources like Bloomberg and Dealogic.

You can access news on recent IPOs and block offerings from sources such as FinanceAsia, though that is a subscription-based service and it can get pricey.

A Day in the Life

Q: So what’s a typical day at work like? How much do you work and what do you do?

A: Analysts usually get in around 7:30 and work for 12-13 hours every day.

They can work a lot more than this – sometimes 15+ hours or staying up all night – during book-building, pricing, and allocation time.

Each day starts off with a morning call, where the sales people discuss the market and current offerings. As an Analyst, you are expected to listen to those calls.

After that morning call, when we are on a live deal, I spend each morning sending out term sheets on deals to sales people, coordinating analyst meetings, and sending term sheets to investors.

When we aren’t working on any live deals, I help out with updating databases, tracking offerings, and pitch books.

Multi-tasking skills are really important because I’m often asking the sales people for investors’ views on a company, sending out updates to sales people and bankers, staying up-to-date on current equity offerings in the market, and creating Excel spreadsheets to track companies’ performances.

Similar to Equities, the work you do is more of the “Take 15 minutes and do this quick task while you’re juggling those other tasks” rather than “Let’s work on this extended project for 6 months.”

Q: You mentioned before that you work on IPOs – is that most of what you do, or are there other deal types that you’re exposed to?

A: The 2 main types of deals are IPOs and blocks – also called follow-on offerings – where a company that’s already public decides to raise money by issuing more stock.

The process is similar for both of those, but IPOs require more work because the company has to be approved by regulators before it can go public.

One difference between the two is that you might get more downtime with follow-on offerings, because you have to wait for companies to decide whether or not they want to issue stock depending on what the market has done that day.

But you also might have to work all night and be ready to start again at 7 AM in order to ensure the allocation process is smooth – so just like traditional banking, the workload varies a lot.

Q: Right. So going back to IPOs, what do you actually do? Do you help out with due diligence, or are you just in charge of building the books?

A: The corporate finance team does the due diligence – we’re in charge of investor education, book-building and the allocation process.

That involves coordinating meetings with research analysts, coordinating road show meetings with the management team, knowing which investors are interested in investing in the deal, how much they’re investing, making sure that all the orders are entered correctly into the books, and that investors are allocated properly.

Attention to detail is even more important than in other areas of banking, because you need to proofread thousands of lines when reviewing these books, and a single “0” makes a huge difference.

I said I usually work 12-13 hours a day, but when we’re in the final stages of a deal and I’m building a book, that can often escalate into 2-3 AM nights or even all-nighters depending on what’s involved.

Sole book-run deals – where we’re the only bank rounding up investors – are easier to manage, while joint book-run deals – anything involving other banks – require more communication and coordination.

Beyond the book-building process, you monitor communications between different parties quite a lot as an Analyst. For example, we need to make sure that the sales people are representing the company truthfully but are also “selling” our client effectively.

We also need to make sure that all confidential information is kept confidential, and we have to consult with bankers to find out what a company’s real “story” is.

Co-Workers & Co.

Q: So it sounds like you need to interact with other people at your bank quite a lot. Can you give an example of how you would “monitor” communications?

A: Sure. Let’s say that the client wants to go public at a 15x P/E multiple. Bankers would come to us and say, “Is that reasonable?” and then we would ask the sales people to ask investors about their views of the company and to indirectly figure out what kind of valuation they would invest at.

Then we channel this feedback back to the bankers, being careful not to say too much or too little to anyone.

Another example: let’s say that investors have a certain concern over the company or what’s in its marketing materials. The sales force would then come to us, raise this concern, and we would go to bankers and say, “You might want to address this point in the materials you create for this company.”

In Asia – especially mainland China and South Korea – quite a few companies are dodgy, have spotty financial records, and avoid answering questions directly, so this function is very important here.

Q: You mentioned earlier that some equity syndicate desks don’t even have junior people. If that’s the case, what do senior bankers do, and how do your responsibilities change as you move up the ladder?

A: The senior people talk to investors directly, maintain relationships, and call investors to ask about their views on certain sectors. They also work closely with lawyers, because there’s a lot of overlap with the law in equity capital markets – all new issuances need to be legally valid.

The junior bankers, by contrast, do most of the grunt work in terms of building books, channeling feedback, and helping out with marketing and pitch books.

Associates and VPs become more involved with the allocation process – deciding what percent of a company should be allocated to different investors and deciding who gets what. There’s more art than science to that, so you need to be more senior to have a good handle on it.

Once Upon a Time in Asia

Q: You mentioned just before how many companies in Asia are “dodgy” – beyond that, what other differences do you see in the equity syndicate in Asia vs. other regions?

A: For one, training programs here are not as well organized as in the US and Europe – so you need to pick up a lot more by yourself once you start working.

The corporate cultures are also very different, and companies here are not as familiar with the capital markets and how an IPO works. Many companies in the US know IPOs very well, but firms here sometimes need us to hold their hands through the entire process.

Q: Do you need to know a local language to work in the syndicate in Asia, or is just English ok?

A: You have an advantage if you know Mandarin and you’re in Hong Kong working with companies in mainland China, for example, but it’s not required since you’re usually dealing with other syndicate desks (who are mostly expats) and other global desks.

In the syndicate everything we do is global, and we’re working with investors from all over the world – the lingua franca is English, so the ability to speak fluent English is critical.

In other parts of an investment bank, you can get away with knowing only passable English and being a native speaker of another language – e.g. Mandarin which is very important if you work in a region like Hong Kong, which is considered the hub of the Asian financial market.

But in the syndicate if your English skills are not 100% flawless, forget about it.

Pay & Exit Opportunities

Q: Let’s talk about money. How much do you make in the equity syndicate?

A: Base salaries are standardized at large banks and are the same as what you’d get in other areas of investment banking. You may also get a housing allowance depending on where you are in Asia.

I can’t say with 100% certainty how bonuses compare, but overall they’re slightly less than in investment banking – still good numbers and definitely better if you look at it on a $ per hour basis.

Q: What about exit opportunities?

A: Sales, equity capital markets, or continuing on in the syndicate. Everything we do is qualitative and relationship-driven, so it might be difficult to get into quantitative roles at private equity firms coming from here.

Headhunters – especially in Asia – are also useless if you’re at the junior level in the equity syndicate. They’re more focused on senior bankers who actually have client lists and relationships, and they don’t care too much about juniors.

Q: What about hedge funds? I’d imagine there’s some overlap there.

A: It depends on the type of fund and what your role is. Most funds are looking for people with due diligence and transaction experience – which is more quantitative – so you’d come up short by that standard.

If you wanted to work at a hedge fund, it would probably be in more of an investor relations or fund-raising role. You can also work in PE as a “placement agent,” but most placements agents have many years of experience.

Q: Great, thanks for your time.

A: No problem – enjoyed speaking with you.

M&I - Brian

About the Author

Brian DeChesare is the Founder of Mergers & Inquisitions and Breaking Into Wall Street. In his spare time, he enjoys memorizing obscure Excel functions, editing resumes, obsessing over TV shows, traveling like a drug dealer, and defeating Sauron.

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