With primary market activity at an all-time low, many of the larger firms that rely on big-ticket deals are under utilised. We find out what theyve been doing with themselves

When is an M&A lawyer not an M&A lawyer? When insufficient deal flow is jeopardizing their billables target.

Or at least that is the story with some firms.

In fact, there are two schools of thought on this. The first is that mergers and acquisitions falls under the corporate area and that therefore the skill set between M&A and other forms of corporate-related work is of a similar ilk.

Barbara Mok, partner-in-charge of Jones Day in Hong Kong, says: "When the market is moving away from pure M&A, their M&A experience might still be relevant for other transactions, such as non-performing loans."

To prove the point, Jones Day recently acted for Morgan Stanley, which led a consortium including Salomon Smith Barney, Lehman Brothers, KTH Capital and Huarong that purchased a US$1.3bn portfolio of NPLs from China Huarong Asset Management Company: the largest portfolio sale of non-performing assets in Chinas history.

The ability to put together the resources very quickly, so the argument goes, illustrates the flexibility of these lawyers.

Jones Day has nine offices across Asia, with at least 80 lawyers able to cover the M&A area, says Mok.

"Because we dont have to keep a large office in each jurisdiction, that allows us to mobilize people on the ground within a very short time," she says.

"Where we can practice local law, we have a good solid local M&A practice. Where we cant, we have the US and UK capability. And if you look at any cross-border transaction, the larger ones are invariably either governed by US or UK law. So we think that were in a very good position to cover M&A work in the region, both for domestic work and any cross-border transactions."

Mok adds: "Without a strong local capability, it can sometimes be very difficult to attract the larger international transactions. International deals do not exist in a vacuum. They touch on individual jurisdictions and therefore require domestic knowledge and experience. So the two are very much interwoven. You cant have a pure international practice without a strong domestic practice."

The second school of thought is that re-badging, as it is commonly known, is inconsistent with the principles of a firm trying to uphold the highest standards of client care and service.

Freshfields corporate group does a mixture of M&A and securities work. "Both are slightly in a downturn at the moment but that doesnt mean we make them into project finance lawyers," says head of the firms Asian corporate practice Robert Ashworth.

"Client care and service is one of the things that we try to focus on very hard because, in some ways, were offering the same product as Clifford Chance, Linklaters and Allen & Overy. Were all peddling the same thing, so its the way in which you deliver that which counts," he says.

"We dont really re-badge people that often. Turning an M&A lawyer into a restructuring lawyer when, in some ways, quite separate skills and expertise are required in those areas €¦ I think youll get found out quite quickly."

Ashworth says that if the firm has need for a greater restructuring headcount, this will come either from internal secondments from other parts of the firm or externally.

He says: "Weve had to make sure that resources are properly managed, which means in quieter times turning some attention to non-fee earning activities. The important thing is to keep morale and interest levels up. Keep up the production of standard forms, the delivery of training seminars the sorts of things that, in a large firm when youre very busy, tend to go by the wayside."

But he admits that a continuous focus on non-fee earning activities is unsustainable in the longer term and that that is where the size of the firm can help.

At the end of the day, a firms ability to manage its resources effectively in a way that does not result in its humble exit from the region may mean incorporating either or both of these methods at any one time.
To the victor go the spoils.