We spoke with Martin Wellington, managing partner of Sidley’s Palo Alto office and a member of the M&A, Private Equity, Capital Markets and Emerging Companies and Venture Capital (ECVC) practices, about how the office is responding to the business opportunities posed by the ever-evolving technology industry.
You joined Sidley in 2015. What first drew you to the firm?
Martin Wellington: I was looking for a firm that could support the three different elements of my practice: public company work; private equity work and work with underwriters in the capital markets realm. I was drawn to Sidley because there was such a breadth of practices that addressed so many more elements of what was critically important to my clients. In particular, the corporates and private equity sponsors increasingly needed advice around everything from regulatory to commercial litigation to international matters. It was such a broad platform and a real opportunity for me to uplift my practice.
I should add that what pulled me over the top was the firm’s culture – and not just the culture of cross-selling and team-tackling in terms of client relationships – but really the atmosphere of people who respect one other. I’m from Ohio so, like Sidley, I have Midwestern roots. What I really like about the firm is that it’s a thoughtful place. We give thoughtful advice in a respectful way. We’re not the ones pounding the table the loudest. We win arguments because we have the best answers.
What do you find interesting about the Palo Alto office in terms of its culture?
MW: The vibe here is different, in part, because it’s organizationally really flat. We’re small and everybody knows each other really well. We all come from the Valley and we have the Valley ethos: very intense, but in a very comfortable and unpretentious way.
When we have office meetings, everybody gets in the room together. At our weekly lunches, you don’t see a table full of lawyers and a table full of staff. We’re all in it together. There’s a feeling – I don’t want to say “family” because it sounds kind of hokey – but there’s a different vibe professionally here that’s special.
In thinking about your practice, what most intrigues you about the work?
MW: On the regulatory side, just about every one of my clients has some sort of privacy or data security issue, whether it’s a breach or just counseling and compliance where they feel exposed. I actually just landed a very interesting fintech client because we were able to offer that privacy and data security functionality for the GC. They already have indigenous counsel for their corporate work. Yet, we leveraged the entrée through privacy to introduce global finance and broker-dealer experience for advice on a host of issues related to the core business.
Going in the other direction, another new client I have is a high-profile e-commerce company that originally asked me to do their corporate work. We’re now working with them on FDA matters around CBD production and sales. We’re landing privacy and data security work with them, and also products liability matters, because they’re worried about that exposure. It’s all about “land and expand.” And, Sidley is uniquely positioned to bring that to the Valley.
There’s this incredible ability, due to the firm’s wealth of talent, to sit there and look at a general counsel and say, “What’s on your plate? Where do you feel like you’re not being served well?” They’ll always say, “I know you don’t do this Martin, but what I really need is somebody who does competition law in Europe” or “somebody who does export control.” Or what have you. And I can look them straight in the face and say, “You know, we’ve got a really great practice in that area. I’d be happy to put you in touch with somebody who can talk with you about your issues.”
How are we helping clients in the marketplace in Palo Alto in a way that other firms aren’t?
MW: To give some historical perspective about the landscape, what we were seeing in the late ‘90s was that transactional structures were changing. We started having convertible debt and eventually junk bonds on the financing side. And we were starting to see bigger companies coming in and doing cash for stock deals or divestitures. Private equity started increasingly coming in. The structural complexity of the deals was becoming such that you needed firms that had exposure to a bunch of different structures and pattern recognition that was really being developed elsewhere in the legal ecosystem – mostly with Wall Street firms.
This eventually led to the bringing, if you will, of the Fortune 500 side of the law to Silicon Valley. Fast-forward to now and the local firms have caught up. They’ve been doing these deals for 15 or 20 years and they can offer that kind of transactional expertise as well as anyone. But what’s happening now is that technology is disrupting, really, every industry. We’re revolutionizing logistics, rail systems, the way you drive your cars, food delivery, agriculture – you name it.
The entrepreneurs we’re dealing with are focusing on industries that Sidley has historically served, but not from the technology end of it. So technology is now becoming front and center of what is driving the next generation of growth in the economy. That’s why, regularly, you see tech companies in the regulatory spotlight, at Congressional hearings or dealing with government investigations. We’re positioned to provide advice in those situations, and a host of others, in a way that the local firms are not. What we’re providing is a differentiated platform that can actually service all of the needs of the ever-evolving technology industry. And we do it from the base of having worked with the Fortune 50 and the Fortune 500 for years and on these same issues.
What are some of your must-have goals for the Palo Alto office?
MW: I’d like to go deeper on the corporate end so that we’re doing more IPOs and capital markets, in addition to M&A. We’ve been successful in terms of doing private equity up here, although I think there are opportunities to get bigger in private equity. Having said that, I think the core of what we need is here – the opportunity for leverage and also cross-selling to other participants in the ecosystem. If investment banks start seeing us doing a bunch of IPOs on the company side, then we’re going to start getting the underwriters hiring us for IPOs, right?
We’ve been here for 10 years, and we’re only at the beginning of the opportunity. We have so much we can accomplish, and the interesting part is that we’re bringing this platform, and all the strength of the platform, to this market in a very highly relevant way. That is something where we’re seeing an inflection point now – the market is coming to us.
