Tuesday, May 19, 2015

Bloomberg BNA Levels the Corporate Deal Landscape with Launch of Corporate Drafting Platform Leveraging Analytics and Enhancing Workflow.


Today Bloomberg BNA is  announcing the launch of Bloomberg Law: Corporate Transactions, “a revolutionary new web-based product that includes a patented technology-driven drafting workflow tool, analytics powered by Bloomberg’s proprietary financial databases.”  Bloomberg provided me with an exclusive preview.  The resource leverages and integrates the Bloomberg BNA  deal repository, news publications, primary resources, secondary materials, and practical guidance. 

Since productivity and workflow process improvement are prominent themes in client discussions and law firm strategy this is a smart and timely development. It is also no doubt a response to Thomson Reuters’ Practical Law Product and LexisNexis Practice Advisor. Bloomberg BNA’s tight integration of resources into a single workflow has enabled them to leapfrog over the competition. Many competitors large and small have pieces of the workflow offered by Bloomberg BNA but I have not seen a product which has offers this level of integration. Competition among vendors sharpens everyone’s game and law firms are the beneficiaries.

I love the bold enthusiasm in Bloomberg BNA's press release “Just as searchable databases of case law revolutionized the way litigators approached their work 30 years ago, Bloomberg Law: Corporate Transactions is set to dramatically change the workflow for transactional lawyers. Leveraging data from the Bloomberg terminal they provide insights into over 500K deals and 7 million SEC exhibits.'

“For decades, corporate lawyers have been drafting and negotiating deal terms in relative darkness,” said David Perla, President of Bloomberg Law and Bloomberg BNA’s Legal Division. “Without clear knowledge of ‘market standards,’ protracted negotiations have become the norm; inefficient client service and less-than-optimal agreements, the result.  With Bloomberg Law: Corporate Transactions, lawyers can instantly access the language that is most current, quickly putting an end to any sort of boardroom blustering.  This addition to Bloomberg Law levels the playing field for all law firms, while allowing lawyers and their clients to close deals more efficiently.”
 
 The “Landing page” offers 3 big buttons representing different phases of transactional workflow: drafting, research on deals, current practice information. "Dealmaker" is used for finding precedents and comparing clauses. "Draft Analyzer" compares your deal terms with the market standards. "In Practice" provides practical guidance on  capital markets, M& Banking & Finance and Corporate Governance.



Draft analyzer  This is a “what’s market”  solution. The “draft analyzer” is the “big data” engine which enables a lawyer to analyze a firm template or a counter-party document by “cut and pasting” the deal terms into the analyzer page.  The analyzer compares the text with a repository of deal documents and produces a result showing market standards. You can produce a redline version showing how your language compares to the most common market terms. An attorney can further refine and focus these by limiting the analysis to deals from specific law firms or in a specific industry and other common factors.

Templates  This function can produce up to 10 market standard templates. It shows sources of standard,deal type, year and law firms that contributed to that standard. A lawyer can review the individual agreements; view the context of the language, filter results by a variety of criteria such as date, industry, underwriter or law firm.



Redline and market standard
 
Deal Analytics is a dramatically enhanced version of the “Dealmaker” function which has been available on Bloomberg BNA. The function searches a repository of all SEC filings and exhibits filed since the beginning of EDGAR in 198. It is updated in “real time.”  Lawyers can locate specific precedent language. Since they are leveraging Bloomberg terminal data they are able to include private equity deals.  Precedent deals can be identified by industry, governing law, equity offering criteria, offering type, exchange parties, underwriter, and law firm. A summary report can be produced comparing deal terms which can be downloaded into a spreadsheet.


Document Drafting



Practical Guidance This is an aggregation of legacy BNA products including their 90 practice portfolios and new “in practice” training guides authored by attorneys. They provide lawyers with timelines, checklists and practical guidance. These resources also link to precedent documents and templates.

Bloomberg’s Long Game
Unlike its competitors, Bloomberg is not trying to sell this product as an "add on."   Bloomberg BNA's approach to the legal market has been to sell a “desktop” and the pricing for that desktop does not increase even when they add significant new features. By taking this approach Bloomberg BNA immediately placed themselves at the front of the pack. The new functionality is now part of the Bloomberg Law product and integrated with their wide range of  primary and secondary materials,  as well as financial and deal content from the Bloomberg Business terminal. 
This integrated strategy by contrast exposes how Thomson Reuters lost ground by focusing on taking a product line approach to the legal market. They had the foresight to acquire high quality "add on" products such as GSI which became Westlaw Business and Practical Law but then failed to identify the powerful workflow synergies which these products could offer in a single workflow platform. Law librarians have been begging TR to integrate content from the TR Financial product lines into their legal products for over a decade.   

There is a perhaps apocryphal story that Michael Bloomberg has given Bloomberg Law 100 years to gain market dominance. As a private company Bloomberg has the advantage of being able to invest in products without the quarterly bottom-line scrutiny faced by their publicly held competitors. It will be interesting to see if Bloomberg Law: Corporate Transactions becomes a tipping point for firms which have held out on purchasing Bloomberg Law, Thomson Reuters Practical Law or LexisNexis Practice Advisor. Firms may see the benefit of opting for a single-solution workflow which Bloomberg BNA now offers in lieu of either the Thomson Reuters or LexisNexis practice and drafting solutions.It will also be interesting to see how LexisNexis and Thomson Reuters respond to Bloomberg Law: Corporate Transactions. Law firms are the beneficiaries as the market players compete to help them become ever smarter, faster and more efficient.

Here is the Bloomberg BNA Press release:

Research and Drafting Technology Identifies and Defines “Market Standard” Deal Terms

Arlington, VA. (May 19, 2015) — Bloomberg BNA today announced the launch of Bloomberg Law: Corporate Transactions, a revolutionary new web-based product that includes a patented technology-driven drafting workflow tool, analytics powered by Bloomberg’s proprietary financial databases, the industry’s most trusted set of news publications, and a deep set of primary resources, secondary materials and practical guidance.  This new offering instantly allows corporate lawyers to know what deal terms are “market standard.” 

Putting “big data” to practical use, Bloomberg Law: Corporate Transactions searches over one million documents, comparing agreements and clauses to yield “market standard” language.  Just as searchable databases of case law revolutionized the way litigators approached their work 30 years ago, Bloomberg Law: Corporate Transactions is set to dramatically change the workflow for transactional lawyers.

“For decades, corporate lawyers have been drafting and negotiating deal terms in relative darkness,” said David Perla, President of Bloomberg Law and Bloomberg BNA’s Legal Division. “Without clear knowledge of ‘market standards,’ protracted negotiations have become the norm; inefficient client service and less-than-optimal agreements, the result.  With Bloomberg Law: Corporate Transactions, lawyers can instantly access the language that is most current, quickly putting an end to any sort of boardroom blustering.  This addition to Bloomberg Law levels the playing field for all law firms, while allowing lawyers and their clients to close deals more efficiently.”

Bloomberg Law: Corporate Transactions features first-of-its-kind technology with a clean interface and intuitive workflow.  Consistent with its overall commitment to providing ongoing enhancements to its clients, Bloomberg BNA is offering Bloomberg Law: Corporate Transactions to its current Bloomberg Law customers at no cost. 

“We’ve developed an all-in-one solution that allows transactional lawyers to quickly draft, negotiate, and finalize a wide variety of agreements,” said Carl Sussman, Commercial Product Director for Bloomberg Law. “The product’s real power is the way it synthesizes over a million documents and returns results that are easily incorporated into a deal document.  This is what leveraging big data is all about and where we clearly differentiate ourselves from the competition.”

“This will raise market intelligence to a new level, and make it available to everyone on an equal basis,” said Mitchell Presser, head of the U.S. M&A practice at Freshfields Bruckhaus Deringer.  “The technology will also drive a lot of efficiency in the negotiating process.” 

Bloomberg Law: Corporate Transactions features a powerful array of tools, including:
·         Patented Technology.  Draft Analyzer: a one-of-a-kind analytic technology that helps transactional attorneys instantly find precedents, streamline drafting, and better protect clients.  Practitioners can use language from Bloomberg BNA’s extensive collection of transactional precedents or input their own language, and, with a single click, compare it paragraph-by-paragraph to market-tested standards derived from over a million other agreements.

·         Bloomberg Data & Tools.  Deal Analytics: this workflow tool, which provides best-in-class deal and financial data from Bloomberg, enables attorneys to search through nearly half-a-million public and private M&A deals, and filter by deal points including deal size, industry, advisors, advisory fees, and termination fees.  With access to this robust Bloomberg data, attorneys can get a more comprehensive picture of their market. 

·         Practical Guidance.  In Practice: this repository offers step-by-step guidance to help attorneys through the transaction process with checklists, timelines, sample forms, documents and clauses.

Bloomberg Law: Corporate Transactions is the latest in an ongoing array of additions to Bloomberg LawBloomberg Law is an all-in-one technology platform that helps law firms grow their top line revenue, provide world-class counsel by getting the right answer fast and efficiently, and maintain and increase their profitability.  This is done through a combination of proprietary market data, trusted content and legal analysis, and innovative technology - together enabling and accelerating client growth, client excellence and client profitability.


For more information on Bloomberg Law: Corporate Transactions and to request a free trial, visit here.  For existing Bloomberg Law subscribers, this product can be accessed free-of-charge with their subscription. 

About Bloomberg BNA

Bloomberg BNA, a wholly owned subsidiary of Bloomberg, is a leading source of legal, regulatory, and business information for professionals. Its network of more than 2,500 reporters, correspondents, and leading practitioners delivers expert analysis, news, practice tools, and guidance — the information that matters most to professionals. Bloomberg BNA's authoritative coverage spans a full range of legal practice areas, including tax & accounting, labor & employment, intellectual property, banking & securities, employee benefits, health care, privacy & data security, human resources, and environment, health & safety.






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