Global Insights: Secondees at Hengeler

Guglielmo Ziani

Please briefly introduce yourself and describe your career path to date.

I’m Guglielmo — though most people call me “Gulli” — and I’m a senior associate at Hengeler. I joined the firm in May 2021 and work out of our Frankfurt office as part of the M&A team.

How did you come to start your secondment with Cravath, Swaine & Moore? Are there any specific reasons why you chose the firm? 

Ever since law school, I’d dreamed of experiencing life and work in New York. So when the internal secondment process kicked off, applying for New York was an easy decision. Thanks to Hengeler’s strong network with leading US firms, I was able to join Cravath, Swaine & Moore — a firm I’d long admired.

Which areas of law do you mainly focus on during your secondment? Which tasks or projects did you particularly enjoy during your time abroad?

I primarily work on complex cross-border M&A transactions, both private and public. What I enjoy most is the strategic thinking involved — figuring out how to structure a deal in a way that truly serves the client’s goals. I especially like working on corporate governance arrangements, since they shape how the company will actually be run going forward. There’s a real creative element to it. My most recent deal involves the acquisition of a NASDAQ-listed healthcare company by a strategic investor via a so-called “one-step reverse triangular merger“ — a common acquisition mechanism in the US that is unknown in Germany. Having read “Barbarians at the Gate,” it was particularly rewarding to witness firsthand how these types of transactions unfold in practice.

In your opinion, what are the most significant differences between the American and the German legal system? Were there any (unexpected) differences that particularly surprised you?

The biggest difference is conceptual: the US operates under a Common Law system, while Germany follows Civil Law. That said, in day-to-day practice, the work itself feels quite similar — there weren’t any major surprises.

How does the work at Cravath, Swaine & Moore differ from Hengeler? How is your team structured at Cravath, Swaine & Moore?

In many ways, the work at Cravath is quite similar to Hengeler. One difference I noticed is that Cravath’s approach can be a bit more “learn as you go,” which was a fun change of pace. My group includes six partners and around 20 associates, and deal teams are typically made up of two partners and two to three associates.

What did you take away from the secondment, professionally and personally? Did you gain any insights that you'll bring back to Hengeler?

Professionally, one of my biggest takeaways was realizing how well my German legal training and experience at Hengeler prepared me — I was able to hit the ground running from day one. On a personal level, working alongside so many talented colleagues from different countries and backgrounds was genuinely inspiring (and a lot of fun).

Getting an inside look at how US deals are put together — and learning from some of the top M&A lawyers in the field — gave me valuable insights into both deal management and drafting. I’m excited to bring those skills back to Hengeler.

What was your most memorable or unique moment during your time abroad? Is there a special place in New York that you have discovered?

The most memorable moment was meeting a distant relative who lives in New York and swapping old family stories together. As for a favorite discovery — the Century Association. It’s one of the oldest clubs in the city, a gathering place, especially for artists and art lovers. A truly unique spot where time seems to stand still.

A different viewpoint: What makes the US – and New York in particular – an exciting country and city for a secondment in the legal sector?

For M&A lawyers especially, the volume and complexity of deals in the US is unmatched. New York is where so much of that work happens, and it’s home to some of the most skilled dealmakers in the world — making it an incredibly exciting place for a secondment. There’s also a vibrant community of foreign secondees in the legal sector who meet regularly, which makes the experience both fun and a great networking opportunity.

What’s next for you – professionally and/or personally?

After the secondment, I’m planning to take some time off to travel and spend quality time with my family. Then I’ll start an internal secondment at another Hengeler office in Germany — something I’m really looking forward to.