Extracted from Law360
Aimee M. Cummo is a partner in Alston & Bird LLP’s finance group in the firm's New York office. She advises financial institutions and other capital market participants on all aspects of the finance, acquisition and disposition of financial assets. She principally focuses on structured lending backed by performing and distressed residential and commercial mortgage loans, single-family rental properties, servicing rights, small business loans, equipment leases, tax liens, securities, factoring, receivables and a panoply of other financial assets, and advises on the acquisition, management and liquidation of these assets.
In 2011, American Lawyer named Cummo to its "45 Under 45" list of outstanding women lawyers in the AmLaw 200. She was recognized for her work representing the U.S. Department of the Treasury in its $19 billion-plus loan to General Motors Corp. as part of the Troubled Asset Relief Program, as well as her leadership roles within her prior firm.
As a participant in Law360's Q&A series with dealmaking movers and shakers, Aimee Cummo shared her perspective on five questions:
Q: What’s the most challenging deal you’ve worked on, and why?
A: In mid-December 2008, we were asked to spearhead the TARP program for the U.S. Department of the Treasury, specifically, the emergency bailout of the auto industry. While Ford declined the government assistance, both General Motors and Chrysler accepted. I prepared the template lending agreement that would be used for both deals and led the team handling the GM transaction. This deal was the most challenging deal I have ever encountered, and probably will ever encounter, due to a confluence of circumstances.
First, we had essentially two weeks to close a $19 billion loan that was secured by all of the assets of the company. This necessitated some level of diligence and analysis of the worldwide assets, which is difficult and time-consuming to do for any deal, much less one with this short of a fuse. Second, this came right on the heels of Bear Stearns, Fannie and Freddie, and AIG and the public appetite for bailouts had significantly waned. Luckily, the pace of the transaction did not afford me much time to see what was going on in the media, much less take calls from my father who is very much a proponent of free-market theory and vociferously opposed the bailout.
Lastly, I was working at Thacher Proffitt, one of the law firms that met an untimely demise as a result of the financial crisis. The last two weeks of December were the last two weeks the firm was in existence, and we were laying off significant numbers of staff and attorneys, including members of my deal team. That said, the closing of this transaction, the rescue of this important company and the preservation of thousands of jobs as a result yielded a sense of gratification that I doubt I will ever experience again.
Q: What aspects of regulation affecting your practice are in need of reform, and why?
A: Being in the finance business, and currently acting for many banks, I am currently grappling with myriad new regulations that have been or are intended to be implemented for the purposes of reforming the industry. The regulators left few stones unturned here, so I am loathe to point out other areas that may need reform.
Q: What upcoming trends or under-the-radar areas of activity do you anticipate, and why?
A: Thankfully, over the last 18 months, we’ve seen an uptick in the availability of credit, particularly in the mortgage loan space, and we’ve also seen some product innovation that has kept deal flow fairly robust even while the market has been somewhat shaky. Rental homes, borne in part out of the need for aspiring or former homeowners who don’t currently qualify for a mortgage to have a primary place to live, are now financeable and securitizable assets. I expect this trend to continue for so long as mortgages remain elusive to sectors of the market, and maybe even beyond, as the crisis may have spawned a new generation of people who are less willing or able to take on long-term mortgage debt.
Q: What advice would you give an aspiring dealmaker?
A: Be flexible and organized. You need flexibility in order to get deals done — flexibility in your schedule to accommodate the deal timeline that your clients have set, as well as the mental flexibility needed to structure deals that may be unconventional. Unlike the days before the crisis, deals today are not programmatic. They tend to be fairly bespoke, each with unique features and issue spotting the structure is key. You also need to be highly organized in order to run a deal. Running a deal requires a constant front-of-mind command of outstanding issues and what is needed to get to closing. Having a solid deal team is essential to staying organized.
Q: Outside your firm, name a dealmaker who has impressed you, and tell us why.
A: I have always admired the career of H. Rodgin Cohen of Sullivan & Cromwell. He has been advising the banking industry, and in particular, Wall Street, for decades, including, and especially, through the crisis. To me, he is the quintessential dealmaker — the go-to lawyer for bet-the-company transactions, acting as the trusted adviser and the business right hand. Plus, by all accounts, he seems to be a nice guy!