A trainee's role in...

In June 2023, Slaughter and May advised Vodafone Group Plc on its merger with Three to create one of Europe’s leading 5G networks. Rebecca Torrance worked on the deal in the final seat of her training contract.

At what stage did you become involved in the deal?

I joined the matter in March 2023 when I moved to one of the firm’s Corporate groups for the final seat of my training contract. My supervisor was one of the lead associates on the matter, which was at a fairly advanced stage, and I took over from her previous trainee for the final three months before the deal signed.

What did you find most interesting about the transaction?

It was really interesting to witness the interaction between all the different legal workstreams and the commercial points and negotiations. As a Corporate trainee, I got a great insight into the transaction as a whole and how the workstreams within it fit together. Perhaps especially with this transaction, due to its complexity, I saw how decisions made in any given area, whether commercial or legal, often had implications for other areas. It was rarely possible to consider emerging points and issues in an isolated fashion – a wider understanding and viewpoint were also required. This added a large dose of interest to the deal, but it also created a challenge in keeping abreast of everything!

How many lawyers worked on the deal and how was the responsibility allocated?

The number of lawyers involved varied over time but, at least during the final few months, approximately 70 lawyers – including partners, associates and trainees – were working on the deal in some capacity. The matter was divided into numerous workstreams across up to ten practice areas and responsibility was allocated according to those workstreams, with the Corporate partners and senior associates providing the general steer.

It was really interesting to witness the interaction between all the different legal workstreams and the commercial points and negotiations. As a Corporate trainee, I got a great insight into the transaction as a whole and how the workstreams within it fit together.

How did you help get the deal over the line?

In the days leading up to signing, I was part of the Corporate team that stayed in the UK whilst other members of the team, including my supervisor, travelled to Hong Kong for some in-person negotiations. On the practical side, I was involved with drafting the corporate approvals, putting packs of documents together for board approval and for signing, and collating the final versions of each document.

I also stayed in communication with my supervisor, researching points of law that were emerging from the ongoing discussions.

What kind of work were you doing?

I was given quite a lot of responsibility and had exposure to a significant range of work, including:

• liaising with, and collecting input from, the various matter teams, and participating in team meetings;
• feeding amendments into the key transaction documents, and researching points of law or searching precedent material to help with the drafting;
• participating in client calls for the disclosure process and completing the first draft of disclosures emerging from them;
• keeping track of, and reviewing where necessary, the documents being uploaded to the virtual data room; and
• helping with transaction management by updating a master issues list, documents list, signing checklist, and other tracker documents.

How did you feel when the deal completed?

Satisfied and fulfilled – I felt that I had become a part of the team and made a valued contribution to something which had come successfully to fruition because of a large amount of work and commitment. It was great to see the team’s effort pay off and there was a strong sense of shared achievement.

What was your favourite moment?

Probably the moment of signing! There is always an intense build up and sense of anticipation leading up to that moment and this was enhanced by the fact that, before signing, the team in Hong Kong had been working during the morning/afternoon (Hong Kong time) whilst the team in the UK was asleep, so it was already full steam ahead when I woke up that morning – I didn’t actually have time to get into the office and so spent about five hours at home completing my work on the signing documents whilst communicating constantly with the team through calls or Teams. This intensity all added to the feeling of satisfaction when signing then happened.

It also felt good to receive congratulatory emails from the partners and various other parties during the afternoon following signing, plus I was able to head straight to some team celebratory drinks having been given the rest of the week off work.