Melanie S. Cibik is general counsel for Teledyne Technologies Incorporated (NYSE: TDY), which is based in the Los Angeles area. She is responsible for the M&A, SEC, IP, environmental, health and safety and sustainability, trade compliance ethics and corporative governance practices of TDY, a $2.4 billion diversified global high technology public company. Ms. Cibik is also senior vice president, chief compliance officer and corporate secretary for TDY.
Marie DeForest (MD): You have had a significant and interesting career. What was your career path to general counsel?
Melanie Cibik (MC): Growing up in Pittsburgh, Pennsylvania, the city was the headquarters of many large public companies like Gulf Oil, Mellon Bank, PPG Industries, U.S. Steel and Allegheny Ludlum. I first saw these companies as large physical structures, or skyscrapers, and then learned they were big businesses and how they were supporting the community. I knew from a young age that I wanted to work for a corporation. As for the legal connection, my mom, an educator talked about how she had wanted to go to law school, but as a young woman from an Italian immigrant family she garnered more acceptance of a teaching career. After hearing this for years and having the support and encouragement of both of my parents, I was determined to become a lawyer. After law school, I focused my practice in M&A. I worked for general counsels and saw that they were responsible for a multitude of issues. This was not all that different from my work as an M&A attorney. When acquiring a company, you deal with a variety of issues. You learn how to spot issues, and then, over time, how to resolve those issues. I thought the job of general counsel would provide broad and diverse practice opportunities and be fun.
MD: Is there a particular moment that has defined your legal career?
MC: Meeting Dr. Robert Mehrabian, TDY’s current Chairman, President and CEO, was very significant to my career. When I first met him, Dr. Mehrabian was an executive in charge of three segments of Allegheny Teledyne Incorporated (NYSE: ATI), including the aerospace and defense and electronics segments of ATI. Initially, he gave me assignments and deadlines. I would beat his deadlines and do good work. I continued to do several deals for him. Then, when TDY was being spun off from ATI in November 1999, he recognized what a worker I was and that I wasn’t fearful of tackling areas that were not necessarily the areas in which I had been trained. While ATI had a long history, when TDY was spun off, there was a core group of people, including myself, who had basic talents and capabilities. But, we were the “spinnee”, and once spun off, the generally large support structure of our former parent organization was no longer there. We had to work together to build the structure that is TDY today.
MD: Let’s talk about business development. TDY is a large, international corporation. You deal with outside counsel on an almost every day basis. What do you value the most in outside counsel?
MC: Responsiveness, competence, conciseness and practicality. Those are all very important things from my perspective to being a good outside counsel. When I ask for advice, I am not usually looking for a long treatise or memo. I want something concise and practical. I need to know what the law is, what the risks are, and help in assessing the risks. It also is important for outside counsel to understand the business, along with the business’ needs, and then to help in evaluating the risks. I value an open and frank discussion. The answer is not always black and white.
MD: You must be approached often by outside counsel looking to begin a relationship with TDY. What marketing strategies do you think work best in getting your attention?
MC: I find legal alerts, along with speakers at conferences to be helpful. We spend so much time at our computers. One of the things that I like is when law firms send out articles, the article might be 10 or 15 pages, but summarizing five key take-aways is very helpful. Condensing a 10-page article into clear points that somebody can quickly grasp is important. It also may make me go back and spend time reading the article. And if I need assistance on a particular topic, I have been known to call the legal alert writer. On the seminars, I recognize that it isn’t easy being a speaker or panelist. You have to know the subject matter well. I have hired attorneys who I met at conferences. As a prime example, I went to a trade compliance conference and met a Canadian trade compliance specialist. I had seen his name in literature and email alerts relating to the topic for years. I later had a related issue, so I contacted this person for advice. But let me stress that nothing beats hard work and meeting deadlines. I expect this from my outside counsel, and sometimes after a deal where I have been particularly impressed with counsel on the other side, I have gone on to hire that counsel later. I watched how they serviced their client and I assessed their responsiveness, competence, conciseness, and practicality from observing them on the other side. Seeing people in action is always helpful. Just because you are in a deal or in litigation doesn’t mean that you should isolate yourself from the other side. I will watch how someone worked on the other side and if I liked that person and their manner, if I have another matter, I might think of that person.
MD: What strategies do you recommend to outside counsel that has an existing relationship with a client and is looking to cultivate and build the client relationship?
MC: Nothing beats good, hard work, meeting deadlines, and being there for your client. If working on a deal, you should be responsive, knowledgeable about the particular issues, show interest in the client’s needs and be a part of the solution. Also, it is important for me to have existing relationships with lawyers that I can call on no matter what. They have experience in particular issues that I often have to deal with and I have worked with them, like them, and can count on them. These relationships develop over time. Advice I can give in this area is, once you have an existing relationship with a general counsel, don’t give the relationship up. Just because you aren’t knowledgeable about a particular issue, connect me to the person who is knowledgeable about that issue, but stay involved. Don’t necessarily bill me, but be sure that the lawyer that you suggested is doing what you believe they need to be doing to service the client well.
MD: What are three tips that you would give to a lawyer who wants to be a successful rainmaker?
MC: Figure out your area of competence or what area of practice you want to be known in, and learn that practice area. Find related associations and become involved with groups. Speak at related practice conferences. Get yourself out there and know the field. I can remember going to conferences as a young attorney and there were a wide range of panelists. Some were closer to my age and some were more experienced. Over time, I saw those particular younger panelists evolve and watched their careers grow—as they became the experts in the particular field. These young speakers put themselves out there and learned the field. Second, you need to work continuously to develop relationships—and trust. As an M&A attorney, it was relatively easy to establish relationships with a client. Doing deals, you spend a lot of time with a client, conducting due diligence, which often involves traveling, negotiating agreements and then closing the transaction. We would be working together at all hours on a deal—often working through lunch and dinner, and sometimes all night, and being constantly together. You really get to know someone that way, and when the deal closes and the relationship develops, you are the one helping with post-deal integration and issues. And the third tip, in hindsight, I wish I played golf. I now get it—the importance of a good golf game. Over 18 holes of golf and four hours of time, I have seen how attorney-client relationships get developed. You can really get to know a client playing the greens, and also get some exercise. You can pitch yourself in a more relaxed and subtle manner.
MD: What else? Is there anything that I haven’t asked you about that you believe is important to rainmaking success?
MC: My biggest thing is that once you get a client, you need to service the client. You need to be there at all times and not pass the buck. Also, women sometimes do not boast about their accomplishments. We need to speak about our accomplishments and be a proponent of ourselves. Women seem more inclined to say, “I’m not ready to do that yet, give me another five years.” To quote Nike, “just do it.” Women need to also support other women in their careers and business development. We need to realize that we can’t expect ourselves to be perfect in everything. My mother received her doctorate’s degree before I was born and tended to be a perfectionist in everything she did, particularly when it came to taking care of my sister and the house. After I was born, when my mom returned to work full-time, most of her salary went to the hiring of a housekeeper. But even with the help, the house was never as clean as it used to be when she cleaned it. My mom learned to accept that small trade-off as she excelled in her career and steered her daughters on to their career paths. This is something from which all women can learn.
About the Author
Marie DeForest is a partner with DeForest Koscelnik Yokitis & Berardinelli, focusing on commercial litigation and white collar matters. She can be reached at 646.202.2588 or mdeforest@deforestlawfirm.com.