Rainmaker Q&A: Bilzin Sumberg's Scott Baena

by Bilzin Sumberg

Originally Published in Law 360 - August 26, 2013.

Scott L. Baena is a senior partner in Bilzin Sumberg Baena Price & Axelrod LLP's Miami office and chairman of the firm's restructuring & bankruptcy group. His practice focuses on creditor's rights, workouts, bankruptcy and commercial loan transactions. Moreover, he is an accomplished trial lawyer in bankruptcy-related matters.

Baena has counseled high-visibility clients in many major bankruptcy proceedings, including Fontainebleau Las Vegas LLC, W. R. Grace, Tousa, US Gypsum, Celotex, Heilig-Meyers, ContiFinancial, Crown Vantage, USA Floral, NAL Finance Group, Southeast Banking Corp., Land Resources, Beverage Canners, Jumbo Sports, Cenvill Development, National Merchandise (Pic 'N Save), Empire Toy, Hillsborough Holdings, Lillie Rubin, Zimmer Corporation, Atlas Air, TradeWinds Airlines, Eastern Airlines, Pan Am, Air Florida, Braniff II and Rich International Airways.

He has served as a commissioner on the Uniform Law Commission. For more than 30 years, Baena has been active in the development of Florida's commercial laws beginning with service as co-sponsor of the 1980 revisions to Article 9, Uniform Commercial Code (Chapter 679, Florida Statutes). He is a frequent lecturer and author on subjects within his practice specialties.

Q: How did you become a rainmaker?

A: The very first law firm I worked for after graduating from law school was exceedingly entrepreneurial. The senior-most partner was a larger-than-life character who founded two community banks and co-founded a major life assurance company. From the first day I was at that firm, senior partners were graciously introducing me to their clients, local businessmen and bankers, and encouraging me to forge relationships with those junior to their client contacts who were my contemporaries. They theorized that by doing so, the firm’s relationships with its clients would be seamless and succeed to each new generation of lawyers.

Moreover, they recognized that when those junior client representatives migrated to new employers or ventures of their own, they would consider those who befriended them at our firm to serve as their counsel. The firm was far less concerned about so-called “client origination” than about taking responsibility for client retention and development. As a direct consequence of the firm’s enlightened attitude about business development, by the fifth year of practice, I was responsible for a seven-digit book of business. More importantly perhaps, the firm’s business development strategy actually led to me becoming a bankruptcy lawyer.

Among the firm’s clients was Citibank (to date myself, the bank was then known as First National City Bank). Thus, among the first relationships I built was with a junior officer at the local Edge Act branch of Citibank who reported to the president of the bank who, in turn, was the firm’s principal client contact. At that early point in my career (1974-76), my practice was principally transactional; however, one day, the junior officer called me of all people in the president’s absence to say that they were served with a summons, complaint and notice of an emergency hearing in a recently filed bankruptcy of the manufacturer of military avionics equipment which sought to enjoin the bank’s payment of a letter of credit in favor of the president of India.

I immediately reported the call to the partner in charge of the bank relationship, who inquired if I had any idea where the bankruptcy court was located as he did not. I said I did and he told me I would be on the team handling the matter. That turned out to be my very first bankruptcy case and the beginning of my career as a bankruptcy specialist. Moreover, that junior officer rose in Citibank’s ranks and the Citibank relationship ultimately inured to me. Almost 40 years later, I continue to handle matters for that former bank officer, from time to time.

Q: How do you stay a rainmaker?

A: While the development of relationships is a key component of becoming a rainmaker, ultimately, it is the results achieved that keeps clients coming back, as well your calling card for more business. The best source of new business for me has always been across the table or across the aisle. Sophisticated clients do in fact overlook meeting lawyers as their adversaries and engaging them as their own counsel when the need arises if they were impressed by that lawyer’s performance and expertise. After almost 40 years of practice, I still work very hard to ensure that my written work product and my appearances, whether in a court room or in a board room, are testimony to my preparation, expertise and enthusiasm for my clients’ causes.

Many years ago, when I was a fourth year associate, I was engaged to represent a hardware distribution company owned by the father of a college classmate in the bankruptcy of a regional chain of lumber stores. It was a fairly big case in that time period but my client’s claim was not particularly meaningful and I was instructed not to involve anyone else in my firm in the matter. Throughout, the antagonist was the secured lender, the commercial finance unit of a major national bank. An ad hoc committee of unsecured creditors emerged and I was assigned the task to review and later, to challenge the bank’s liens.

I left no stone unturned and ultimately avoided the bank’s purported liens on a substantial tax refund due the debtor and on the proceeds of certain meaningful collateral. It was a stunning victory for unsecured creditors and a major embarrassment for the bank’s usual counsel and the bank itself. After the case was concluded, the head of the bank’s commercial finance unit called to visit with me and when he did he told me, “You will never be adverse to our bank again.” With that, I represented that area of the bank, and subsequently its captive leasing company and floor plan financing area, in both transactional and bankruptcy matters for a decade until its assets were acquired by another institution.

Q: What advice would you give to an aspiring rainmaker?

a. Differentiate yourself from other lawyers and be able to articulate and demonstrate just what differentiated value you bring to the table.

b. Develop stature in your business and legal communities, not only by your accomplishments on behalf of your clients, but also by becoming an authoritative speaker and author on subjects in your specialty area; and, becoming meaningfully involved in community affairs, charitable causes and other good works.

c. Identify client prospects and become totally conversant in the economic and market forces that drive their businesses; determine how you can add value to the prospect’s business beyond mere problem solving on an episodic basis; do not wait to forge a relationship until there is an actual matter to be handled; remember that getting a client is a marathon, not a foot race, and it requires sustained efforts, contacts and entreaties.

d. Build your referral network and keep renewing those relationships. Remember too that it is a two-way street and those you look to for business likewise look to you to reciprocate.

Q: Tell us a tale of landing a big client.

A: In 2001, I secured the role as committee counsel in a mid-sized Delaware Chapter 11. That committee held its initial meeting shortly thereafter in Wilmington on the very same day that the U.S. Trustee was conducting the organizational meeting in the W.R. Grace case. During lunch break, I decided to walk over to the Grace meeting just to observe how that process was managed in a mega-case. It was quite a spectacle as the meeting virtually engulfed the Dupont Hotel. As I stood at the back of the room at the coffee table, I exchanged pleasantries with another lawyer at the coffee table whom I had never met before. I also ran into a lawyer from South Carolina whom I knew from a matter as he grabbed a cup of coffee.

When the U.S. Trustee announced that she was establishing an asbestos property damage committee, both of those lawyers remarked that was the committee their clients wished to be appointed to and departed for the assigned breakout room. When I subsequently learned that both were in fact appointed to the committee, I reached out to express my interest in interviewing for committee counsel. Shortly after that, I got a call from the lawyer I had met for the first time at that coffee station to invite me to participate in the “beauty pageant” for committee counsel. More than 12 years later, I continue to serve as that committee’s lead bankruptcy counsel. While the experience is no playbook for client development, it nonetheless reminds that half the challenge is identifying the opportunity.


DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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