Hello fellow Partners in Good Standing and Associates Who Just Noticed the New Visitors Badge Policy,
Private equity has been quietly acquiring law firms, management services organizations are the new normal, and somewhere right now a partner is staring at a term sheet that promises “operational excellence” while his assistant has already been told her position is “under review.” This issue is for everyone already living it — and everyone who hasn’t been told yet.
The curtain rises. ⚖😂
| GERALD, 61 | Managing Partner. Has billed 3,000 hours. Has the Canali suit. Has the exit plan. Does not realize exit plans have terms. |
| CHAD, 34 | The PE Operating Partner sent to “embed” at the firm. Has never practiced law. Owns an extraordinary fleece vest. Uses the word “throughput.” |
| DIANA, 42 | Senior Partner. Has 47 clients. Has read the MSO agreement. Has said nothing for six weeks. Has a plan. |
| BRETT, 29 | Fourth-year associate. Has student loans. Has a mortgage. Has received the “exciting firm update” email three times this year. Still here. |
| LINDA, 55 | Office Manager. Has run this building since 2002. Knows where every body is buried, figuratively and, regarding the Henderson estate matter, possibly literally. |
| THE DECK | A 74-slide PowerPoint titled “Transformational Value Creation: Legal Services Platform Optimization.” The real antagonist. |
| What The Deck Says | What It Means |
|---|---|
| “Headcount optimization” | Layoffs. Specifically, Linda. |
| “Revenue per attorney improvement” | You are billing more. You are keeping less of it. |
| “Centralized administrative functions” | Your support staff now reports to someone in a city you have never visited. |
| “Technology stack rationalization” | New software nobody asked for, rolled out on a Friday before a holiday weekend. |
| “Culture alignment initiative” | Mandatory half-day offsite near the airport. Trust falls. Catered lunch that is worse than what the cafeteria used to serve before it was “right-sized.” |
| “Partner accountability metrics” | Gerald now has a dashboard. Gerald does not know what a dashboard is. Gerald is going to have a difficult Q3. |
Chad presents slide 47 on “throughput.” Brett writes the word down to look it up later. He will not look it up later because he will be billing.
Chad just restructured the team. Three people are now contractors. Two are in different countries. One is Linda, rehired through a vendor.
Someone needs to pay all of them correctly, on time, across jurisdictions, without a dedicated HR person because that position was “right-sized.” That someone is Deel.
Global payroll. Contractor onboarding. Compliance across 150+ countries. Equity and benefits administration. All the operational infrastructure the PE deck promised and forgot to budget for — handled, so the only thing between your earnout and your earnout is you.
Diana’s boutique runs on Deel. Just saying.
| GERALD | Is on the dashboard. His earnout has three years left and is tracking at 61% of target. He has discovered that “exit plan” and “exit” are not the same thing. He has been asked to attend a performance coaching session. He did not know that was something that could happen to him. He is attending. |
| CHAD | Has been moved to a dental group in the southeast. His dashboard is cleaner there. He wrote a “lessons learned” memo in which nobody mentions Diana. It says the culture “lacked alignment with scalability objectives.” |
| DIANA | Is at a boutique. Five partners. No dashboard. No Chad. She took Brett. She also took the Henderson file, because it belongs to the client, and the client went with Diana, and the client is in a very good mood. |
| BRETT | Is billing. For clients who know his name. His student loans are the same. His commute is longer. He has a window, which he did not have before because at the old firm windows belonged to partners and associates had a “natural light adjacency strategy.” |
| LINDA | Called Diana three days after her last day. Diana hired her by the end of the week. She now manages two offices and makes more money. The 14th floor bathroom floods every Tuesday. Nobody knows why. Nobody will ever know why. This is what “institutional knowledge” costs. |
| THE DECK | Lives in a SharePoint folder. Slide 47 is now presented to the dental group. Nothing has changed. The dental group has the same questions. Chad is giving the same answers. |
Private equity doesn’t come for your law firm to destroy it. It comes because it sees a profitable service business run like a corner store. Sometimes it makes it better. Sometimes it makes it more profitable while the soul of the thing departs with the people who knew where the bathroom situation came from.
The firms that survive PE are the ones where lawyers understand they are now operating inside a financial instrument. The ones that don’t are the ones where Gerald trusted the exit plan without reading the earnout, associates confused “exciting opportunity” with “good news,” and Linda was gone by week thirteen.
The barbarians are at the gate. They have PowerPoint and dashboards and very specific ideas about throughput. The only question is whether your Diana has already counted her clients and started drafting her exit email. Because Diana is always fine. Diana was always going to be fine.
The profession’s independence was always partly fiction. You were dependent on clients, landlords, technology vendors, and the person who knew why the bathroom flooded. PE just makes it explicit, puts it in a term sheet, and adds an earnout schedule.
The question isn’t whether the barbarians are coming. They’re in the conference room with a protein bar and slide 47. The question is whether you’re Gerald, Brett, or Diana.
Walter, Editor-in-Law
Still not disbarred. Still not on a dashboard. The ficus is fine. I took it home.
Living through a PE acquisition right now? Anonymous dispatches from the field are welcomed. Names changed. Dashboards not discussed externally. The Henderson file is its own matter.
Forward this to Gerald. He won’t read it. Forward it to Brett. He already knows. Forward it to Diana. She doesn’t need it. Forward it to Linda. She deserves to laugh.