This is the property of the Daily Journal Corporation and fully protected by copyright. It is made available only to Daily Journal subscribers for personal or collaborative purposes and may not be distributed, reproduced, modified, stored or transferred without written permission. Please click "Reprint" to order presentation-ready copies to distribute to clients or use in commercial marketing materials or for permission to post on a website. and copyright (showing year of publication) at the bottom.

Sean Z. Kramer

| Jul. 28, 2021

Jul. 28, 2021

Sean Z. Kramer

See more on Sean Z. Kramer

Kirkland & Ellis LLP

For mergers and acquisitions attorney Kramer, the last 18 months have been a tale of two pandemics -- right at the beginning of the outbreak, and six months later.

In March 2020, Kramer represented private equity firms TA Associates and Francisco Partners on their joint acquisition of Edifecs, a health care software company. Negotiated over months at the start of the pandemic, the large, complicated transaction required a shift in strategies.

"The risk allocation and risk preferences of clients was much different than it would've been in the year prior, or than it would be six months later. In that deal, we were thinking about the COVID type issues, like what happens in between signing and closing," he said. "Negotiations with our lenders were all of a sudden, for the first time in over 10 years, way different. The banks had all the leverage. The whole deal was just extremely different."

By the end of last summer, however, things were almost back to normal, according to Kramer. "Frankly, the M&A market has never been more robust than it has over the past nine months," he said.

Kramer has led more than 30 mergers and acquisitions totaling more than $15 billion in deal value during the last two years.

The Edifecs transaction, he said, highlights how his firm adds the most value to clients in times of uncertainty. Kramer said he is always searching for ways to add extra value to clients beyond the nuts and bolts.

Recently, he led Francisco Partners' acquisition of BARBRI from Leeds Equity. BARBRI is a technology-enabled legal exam preparation company that helped Kramer and many of his colleagues get licensed as lawyers.

"The deal was extra special because I got to learn more about a business that I already had been a customer of," he said. "But the most exciting thing for me went beyond the basics of the M&A negotiation. Knowing that I was going to be able to add value to my client's investments was extremely rewarding."

Kramer said the best mergers and acquisitions lawyers are always looking for ways to step back and remember what the client does as they get the deal done. "They need to be successful and they have a specific strategy. The more you can be involved in that, the more the partnership is fruitful," he said.

-- Jennifer Chung Klam

#363621

For reprint rights or to order a copy of your photo:

Email jeremy@reprintpros.com for prices.
Direct dial: 949-702-5390

Send a letter to the editor:

Email: letters@dailyjournal.com