Q: How did you gravitate into turnaround and restructuring work?
Bucci: It was part timing and part initiative and flexibility. I began my career at what was then the Banking & Finance Department of Brown Rudnick in September of 1999. There were almost two years of robust, front-end, healthy lending deals. But then the economy became troubled in 2001. We had the dot-com bubble, and the stock market took a hit. The September 11 attacks occurred, and then there were a number of accounting scandals at major corporations. As a result, funds for new front-end loans temporarily dried up.
I realized that the best way to keep busy and build my skill set as a then very junior associate was to be flexible, so I pivoted from front-end deal work to workout and restructuring work. I was at the right place to make that happen. Brown Rudnick has a robust restructuring group. I volunteered to help with a motion for relief from the automatic stay in bankruptcy, and before I knew it, I was sitting in Bankruptcy Court assisting a colleague, Jeff Jonas, with the evidentiary hearing on the motion. It was pretty exciting.
Over the course of my career, this cycle has gone around a few times. I’ve worked through the recession from 2007 to 2009, then through some better financial times. More recently, things have been tough again with COVID-19 financial challenges. The bright note for me was that at Brown Budnick, we had the platform to be able to do both front-end deals and restructuring deals, so I’ve represented borrowers and lenders on both sides of the aisle and through the entire credit cycle through my whole career, from deal closing to workout to restructuring. I feel that two-sides-of-the-street approach really helps me add value for clients, and I keep busy, no matter what’s happening in the economy.
For a lot of people, change occurs during their career. It’s embracing that change and diving into new opportunities that will ultimately allow you to be successful.
Q: Are you surprised there haven’t been more bankruptcies and more distress in the current environment?
Bucci: I have been. At the beginning of the pandemic, I thought, “The flood is going to come.” For a couple of months, I helped clients with extensions, waivers, and PPP loan requests, but it has not been the full onslaught of restructuring that I anticipated.
I think a lot of the reason is because PPP loans and other government assistance have delayed some problems, but I’m not sure that’s permanent. I think that people kicked the can down the road. So far, the companies that have really struggled were companies that had problems pre-COVID. Lenders have worked with a lot of companies that had downturns during COVID, but if they can’t turn it around and capital isn’t still made available, I think we’re going to have some cleanup to do.
In the meantime, I have continued to do healthy front-end loans for the past few months because there’s still capital available.
Q: What have been some of your most gratifying or favorite engagements along the way?
Bucci: Two stand out as my favorites of all time. The first was a multimillion-dollar cross-border loan transaction. I represented the lender. The deal came up right before I made partner in 2007. A senior partner was leaving and left me with the case, which was a wonderful opportunity. I got to step up and lead that deal. I had to learn how to structure it and mitigate risks associated with all of these foreign loan parties. I had to extensively coordinate with my team, our London office, and a large range of foreign counsel.
There are a lot of issues that come up in cross-border deals around granting securities and guarantees. Some jurisdictions don’t even have a way to do a lien search to determine if there are senior liens, or if you take security, they sometimes have major barriers to enforcement. Some have unsettled insolvency proceedings. So, structure was really important. I had to understand what might never be recoverable. I think sometimes we forget how lucky we are in the U.S. to have a somewhat predictable Bankruptcy Code. Not every jurisdiction has that.
All of that effort paid off because there were some defaults a couple of years later, but the liens held up and the loan was paid off in full. I learned a tremendous amount on that deal. It was always a favorite because of the cross-border aspect and the unique issues it presented.
In another favorite a couple of years ago, I represented a lender who was partially underwater. The borrower was missing interest payments, and it looked like a major liquidity crisis was on the horizon. At that point the sponsor didn’t want to put in any money.
I had to manage the situation with my client and run the restructuring. We ended up putting in an independent board that was highly qualified and hired additional financial advisors and crisis managers. Ultimately, we came up with a new restructuring plan that made my client comfortable enough to put in new money in exchange for equity and oversight. We had to work with all of the constituents to make sure the deal worked for everyone.
We ultimately turned the business around. Once we had the right professionals and team in place and the liquidity needed to deploy the new business plan, it worked. It was a good example of a successful workout.
Q: What key milestones in your career helped make you the professional you are today?
Bucci: My first summer of law school, I worked as an intern in the Major Crimes Unit of the U.S. Attorney’s office. I was assigned to Kimberly Budd, who has gone on to become the chief justice of the Massachusetts Supreme Judicial Court. After I worked with her that summer on criminal law, I really wanted to do something completely different the next summer. I remember asking Kim about the last two law firms I was looking at. She had heard good things about Brown Rudnick, that it provided strong mentorship to associates.
I went to Brown Rudnick, and there I was introduced to finance and restructuring. I remember working on my first memo for Steve Levine, who is now the most senior member of my group and a deeply trusted colleague. He got me started on the right foot. The mentors I had whipped my legal skills into shape from Day 1. I had been a history major in college, so the learning curve to get into the restructuring and finance fields was pretty steep. But that was really a turning point with getting to the right place and getting the right mentors.
After I had been with Brown Rudnick for a couple of years, we merged with a firm in New York. That was a second milestone or turning point that really changed the trajectory of my career. The cases that I worked on went from being regional cases to larger, national cases. I ended up working on news-making cases. I had to grapple with thorny novel legal issues, and I was more and more challenged. I dealt with more sophisticated aspects of the practice. I’ve never been bored since.
Then, stepping up to lead transactions like that cross-border deal I mentioned earlier was a milestone. I’ve tried to be a strong client advocate and active listener ever since. I try to strike the right the balance among aggressiveness, judgment, and empathy. It’s worked out well for me. I made partner at Brown Rudnick in 2007, and after 22 years, I’m still at the same law firm that I joined as a summer associate. That is pretty rare in my profession.
Also, I’ve tried to really be engaged by embracing other aspects of the practice. I really like mentoring junior attorneys. I serve on the firm’s Associate Review Committee, and I get involved in staffing and training of associates. I think it’s important. Not only does it help the firm’s growth and profitability but it also helps with the overall success of the business strategy. I also get involved in our Hiring Committee and diversity efforts. It’s really fun to shape the future of the industry, and to me, the people are what’s important.
Q: What role has your TMA membership played in your career?
Bucci: I derive personal and professional benefits from being involved in the TMA. I’ve been a member for a long time, but I really became a lot more active in 2014. At that point, I was contacted by the Northeast Chapter chair of the Network of Women group, the NOW Committee. She was looking to take on a co-chair and had heard about me from a contact of hers.
I dove in, and I’ve really come to learn that if you just belong to a group, you’re missing the boat. You really need to soak up the opportunities. I got more and more involved. I joined the board. I’ve had various positions, including chair of the NOW group, co-chair of the programming committee, and secretary and treasurer. I still serve in several of those capacities. It’s really helped me meet a lot of contacts in the Northeast.
One of the things that I like most about TMA is that it’s been one place where I can really connect with people face to face—obviously pre-pandemic. A lot of my legal practice happens on the phone and over email. That was true even before COVID-19 hit. TMA is one place where I can go to a breakfast panel, a lunch and learn, a board meeting, or a networking event, and I get to mingle with people in the industry. I’m meeting all sorts of professionals—lenders, accountants, crisis managers, appraisers, you name it.
It really does add value. Recently I had a client who needed an appraiser and someone who could run an auction. It’s not something I’ve needed to line up for anyone before. I ended up calling some folks I met through the TMA Northeast, and I was able to give this client three names of people they could contact.
Another example was the recent PPP loan rush. A lot of banks only extended PPP loans to existing bank clients. I had a few contacts who needed leads on how to apply for a PPP loan, and they couldn’t even get through to the right person at the bank to have an initial conversation. I was able to pick up the phone and reach out to the bankers I’ve met through TMA events. Even though they were swamped, they were courteous. They spoke to my contacts on really short notice and helped get them to the right people to commence PPP loan applications.
In another deal recently, we had a firm client that needed an escrow arrangement. The escrow arrangement fell through on the eve of a closing. I had met somebody at a NOW wine tasting event who exclusively focuses on her shop’s bank escrow services, so I was able to make this referral, pretty much at the last minute, and connect those two professionals, and it worked out. Without that specific connection I had through TMA, the client would have been faced with a mad scramble to come up with an escrow arrangement.
Q: You mentioned that you mentor younger professionals. What advice do you have for someone who’s new to the industry or is thinking about getting into it?
Bucci: I would tell them to dive in. I think the skills you learn while assisting troubled companies or assisting lenders to recover troubled loans help you serve clients and constituents better in both distressed and nondistressed situations. That makes you marketable and employable. Whether you’re a banker, an accountant, an appraiser, a lawyer, a financial advisor, or whatever, this industry sharpens your skill set.
I’ve become a better front-end deal closer because of the work I’ve done in restructuring transactions. I know what happens when things go bad, even really bad, and the loan can’t be repaid. I’m better at drafting provisions in the documents because I’ve seen them court-tested on the back end. I’m better at drafting covenants in documents on the front end because I know how hard it can be to work out, for example, a failed rollup of a company on the back end.
The economy may be good, it may be bad, but if you’re a quality professional who can help a company improve its balance sheet and help it grow sustainably and strategically and course correct if it needs to, you’re going to be a valuable advisor to that company.
Our industry is full of really compassionate mentors who are accessible. It’s welcoming. There are real opportunities. I’ve been working in this industry now for over 20 years, and I’m still engaged, I’m still learning, and I’m still growing. It’s not a boring industry, and I think everybody in the industry feels that way.
So, my advice is to get really involved in a group like TMA. I used to go to the events and walk away with business cards but not really make a connection. Now that I’m very active, I plan programs and make decisions with board and chapter members. I’m really out there talking to people, lining up panelists. I get a sense of what the institutions do, and then I can make connections for them and they can make connections for me. Relationships are really important in this industry, so I would encourage people to get involved in TMA.
Q: What are you passionate about outside the office?
Bucci: I love history, art, and culture. I adore travel. Recently, my travels have been close to home because of the pandemic, but there’s no shortage of great historical sites in Boston. I’ve tried to visit every historical site we have around here, so whether it’s the John Adams homestead or the battlefield at Lexington and Concord or the Nathanial Hawthorne house in Salem—you name it, I’ve been there.
When I can travel more freely, I love to go to Europe. I’ve toured 14 capitals, been to 21 UNESCO World Heritage Sites, and visited more than two dozen palaces, castles, and parliaments. I’ve even attended some court proceedings while in EU countries, just to see how interesting and different it can be from how we practice here. London is still my favorite European city.
Q: What might people who only know you professionally be most surprised to learn about you?
Bucci: I’ve picked up a new hobby during the pandemic. I needed a creative outlet. I was really missing museums and plays and Red Sox games, so I took up card making. I went from 0 to 60, and I’ve learned dozens of intricate techniques over the past year. There’s a surprising amount of construction that goes into making cards from scratch. It’s been fun to learn it. I’ve gone all in on it.
Q: How did you happen upon card making?
Bucci: It was a little by chance. I was flipping through the television channels and I came across this show where people competed in making crafts. I did some investigating online and learned you can download card making techniques from a number of websites. It’s more intricate and more detailed than you would think. It keeps your mind engaged and your hands moving, and it makes you forget that you’re stuck in the house.
People are pretty happy to get a handmade card in the mail. Almost everything people get now is junk mail or bills, so the reactions I’ve gotten have been great. It makes me smile to make them smile. Now I just need to keep working to pay for my craft supplies. Bring on the restructurings!