Austin Whitmore: From real estate attorney at Reed Smith to associate general counsel at Compatriot Capital

Transcript:

Lauren: Greetings, and welcome to another episode of Reed Smith's Alumni Career Footprints Podcast. On Career Footprints, we explore stories and lessons from the careers of some of our most successful alumni with the goal of helping you find career success, however you define that. I'm your host, Lauren Hakala, and today I'm really excited to be speaking with Dallas office alum Austin Whitmore. Austin currently serves as associate general counsel at Compatriot Capital, a real estate investment firm. Austin practiced in Reed Smith's real estate group for about three years out of his 10-year career in private practice before he moved in-house. Austin, thanks for being here today. How's it going?

Austin: Good. Thanks for having me.

Lauren: Great. Well, we've got a lot to cover, so I'm gonna jump right in. So I wanted to start by asking about your current role. Can you talk a little bit about Compatriot Capital's business?

Austin: Yeah, so Compatriot Capital, we're located here in Dallas. We are a subsidiary of a much larger company called Sammons Enterprises. And I should probably talk a little bit about Sammons before I talk about Compatriot. Sammons is somewhat of a Dallas institution. There's a company started in the 1930s by a guy named Charles Sammons. He started it as a life insurance company, and over the years, he acquired a number of businesses throughout the 20th century. And today, Sammons is roughly a $160 billion enterprise with four primary businesses. One is Sammons Financial Group, which is a financial services company, the other is Sammons Infrastructure, which is an oil and gas and renewable power investment platform, Sammons Industrial, which is a logistics business, and then Compatriot Capital. So Compatriot, we're the real estate investment arm of Sammons. So we're a privately held real estate investment platform. We invest equity capital in real estate transactions as limited partners. We invest as limited partners in multifamily, industrial, retail, hospitality, office, all kinds of real estate projects. That's most of our business, so, you know, we're - our whole mission is to help grow the enterprise value of Sammons through accretive real estate investments. Most of our business is making direct investments in real estate transactions, and so, for example, for even numbers, let's say you had a $100 million real estate project, you know, you might have a $50 million loan on that. The developer or the operator itself might, you know, take five million of it. We would take the other 45, so we're sort of the majority equity investor in our projects. Also we have a portfolio of operating companies that we own significant stakes in, all real estate developers of different types. So we have a pretty interesting investment platform.

Lauren: Yeah, it sounds - I've really loved learning about the Dallas market, like business and legal world. So excited to talk more about that with you as someone who's been a member of it for a while. But tell us a little bit more about your particular responsibilities as AGC there.

Austin: Yeah, so I'm associate general counsel. We have three lawyers at the company. You know, I'm on the investment team, so I work alongside the group here at Compatriot that goes out and finds transactions that we want to look at, finds new sponsors that we want to invest with. And so primarily what I do is I help negotiate those deals, negotiate the joint venture agreements that we use to invest in these projects. And then I, you know, get to also participate in just sort of developing and maintaining the relationships with the groups that we do business with. So I get to kinda do a lot of what I did in private practice, but here at the company and then a lot more kind of business-minded stuff.

Lauren: Got it. That kind of almost anticipated my next question, which is what do you like the most about it?

Austin: Yeah, it's a good question. I really like, kind of big picture, I was in private practice for ten years and so, you know, kind of developed this skill set through a lot of hours, you know, over that decade of kind of developing these core competencies and skills and kind of figuring out what I liked and what I didn't like, what I thought I was good at. And then, you know, getting to package all that up and then take it into something slightly different and do it here at the company is really - it's really fulfilling. So I'd say big picture, I really like how I've gotten to figure out okay, I really like being a real estate investment lawyer, which is pretty niche. And now I've found a way to do it, you know, with a group of people that aren't lawyers, and they're just going out and evaluating transactions and, putting capital to work. So I really like getting to be kind of in that hybrid type of role, but all sort of founded on, you know, the things that I worked on at Reed Smith and the other firms that that I worked for, so - You know, some people fear going in house 'cause they think, oh, well, you're gonna lose your legal skills or you're gonna kinda, you're gonna become kind of a paper pusher. My my experience has been quite different. I have quite a bit more autonomy and really run a lot of transactions just like I did at a law firm, but I get to also kinda do a lot of stuff that I would have never done at a law firm. So I really like that.

Lauren: Yeah, I love that. I I'm hearing like that you honed this skill set and now you are kind of that legal expert, but as part of like a business team, right? All working

Austin: Yeah.

Lauren: towards the same goal. So I want to ask you more about that. You have practiced in a number of contexts throughout your career. So you were at two big law firms, including Reed Smith, you were at a boutique firm as a partner for a short time, and now you're in-house at a 30-person company approximately, if I'm right on that.

Austin: Mm-hmm.

Lauren: I'd love to just drill down with you on how those experiences differed, right? So what surprised you about being in house after being in private practice for about a decade?

Austin: Yeah, a lot. Like, comparing my in-house experience to my law firm experiences, a few a few big things stand out. So like at a law firm, perfection is the standard. Right? Like that's what we got paid to do, that's the value we provided is we never missed anything, and if there was an issue that we couldn't figure out, we had a 1700-person law firm to go figure it out with, right? Perfect legal work is definitely not the business at Compatriot Capital. So it's interesting, it's like I still strive to be excellent, and I think that our legal team is excellent and we do great work and we get deals executed, but our value is not in being excellent lawyers, although I think we are. Our value is moving the business forward. You know, sometimes, we have to make calculated choices to let things go, maybe that we wouldn't have let go in private practice. And that's a interesting learning curve to experience. And then there's the issues that we don't let go, and we figure out to be really savvy in how we go about those things right as as business people. We don't want to be very adversarial, right? Everybody we negotiate with we want to do more deals with. It's very different in the sense that we we negotiate very differently, and there's kind of a whole different relationship aspect to what we do. So that's really different and has taken some adjustment. Yeah, I think the other thing that I thought about as kind of just thinking through this question. Being around lawyers, I really liked. There's just like a there's a camaraderie in a law firm because we all have lots of shared experiences and and legal work is the focus of the law firm. And so when you're in-house in in my experience as a as attorney at a small company, personnel wise, it's not that the lawyers are like back office. I mean, we we interface daily with the folks we invest best in. So we have quite a bit of, you know, a role in relationships, but like the company doesn't doesn't exist to, you know, help its lawyers craft their trade, right? There's kind of like an identity crisis that happens occasionally that like, you know, what is my role here and how am I gonna be most valuable to this company? It's kind of a constant question mark. I was not expecting that.

Lauren: It's interesting.

Austin: I think I've found a really happy medium where I like really appreciate my kind of unique role here at the company but also get to find different ways to kinda add value beyond that. So yeah, I really think I've settled well into it.

Lauren: Yeah, I love the distinction you drew between perfection and excellence. I think about that a lot, right? And especially when when you're with business people, making decisions, setting up long term relationships, right? Like sometimes perfection needs to take a backseat, right, to excellence,

Austin: Mm-hmm.

Lauren: achieving your company's goals. So I think that's an important point and something that some of us, including me, have had to unlearn from our days as an associate. Yeah.

Austin: Oh yeah, absolutely. I certainly did.

Lauren: So let's talk more about that. For eight years of your career, you were at two big law firms. Tell us about what were the most important things you learned, right? That you've taken with you to be successful in house.

Austin: Yeah. Do you want me talk about like different law firm experiences at all or just more just like law firm versus what I what I do now?

Lauren: Yeah, yeah. if we all had to maybe unlearn a couple of things from our time as law firm associates, right? That's a very specific time in your career. What are the things that that you've kept and that you use every day from that experience?

Austin: I feel like I doubted myself a lot as a law firm associate. Even like going back to law school, I think when I got to law school, I kinda looked around, and like my classmates intimidated me. I thought everyone was like more qualified than me. And I don't know, maybe it was true. But I don't think it was as true as I thought it was. I'll say that. You know, I got out of law school, I went to work at a very, you know, highly regarded law firm. And I felt a lot of the same things, like, oh gosh, like I I don't know if I'm cut out for this. I don't know if I'm gonna be able figure it out. But after ten years of it, I looked back and I thought, gosh. No, this is - this has gone great. And so it's interesting, like day to day, I kind of constantly felt like I was always having to figure it out and like I was always worried that at some point, I was gonna not be able to figure it out. But then I looked back and and saw how I'd been able to be a a good law firm attorney. And so yeah, I think maybe my advice to law firm lawyers, and especially law firm associates, is to like, I mean maybe it's like, trust your training, you know? Trust that you've got what it takes and then when you get kind of in over your head, you've got a lot of people there to support you, and it's like whoever it is that's that's maybe a few steps ahead of you, if they figured it out, you probably can too. And I didn't feel that way as a young lawyer. I guess I'm still a young lawyer, hopefully. But yeah, so that's just like a constant mentality thing. So even in house, like there are times where I have tasks to do that are particularly difficult and I just kinda have to remember that, yeah, the practice of law is hard. And that's just kinda how it is. Maybe there's a few people it's not that way for, but I think it's that way for a lot of people. And you just continue to build those skills and it just becomes a lot smoother over time. So it's hard to see that day-to-day, but in the big picture I've realized it. So I think that's a big thing. You know, the other thing that I think I didn't appreciate quite as much when I started is just how important relationships are, especially coming into the business world, it's so valuable to just have contacts throughout the business and in your market. As an associate of a big law firm, you have so many resources to join organizations, take people to lunch and events, and do all kinds of stuff, and the firm will support you in it. And that has been so valuable to me because I took advantage of a lot of that when I was a second, third, fourth year associate. And it's funny how a lot of the the relationships I was fortunate to form have proved to be really helpful to me, both with lawyers and non-lawyers. When you're trying to bill 2000 hours a year and you're not in an active business development role, that kinda gets squeezed out. But I kinda - we've gotta be reminded that that that's a huge part of what we do.

Lauren: Absolutely. That's such a powerful point. I mean, I think also tying back to your point about self-doubt and learning to trust yourself over time, right? You're not gonna have all the answers. That's never part of it. But having people you can ask, right? And knowing that you can get the answers through that network is so valuable.

Austin: Totally.

Lauren: Yeah. So we would be remiss if we didn't also ask you about you as someone who is now in a position to engage outside counsel. So I wanna kinda pivot to to you in the role. You mentioned that you do a lot of legal work internally for the company, but you do hire outside counsel. So give us the down low on like what outside counsel can do to impress you or kind of the the dark side of that. What can outside counsel do to not impress you so much?

Austin: Yeah. yeah, you're right. I I do a lot of our legal work, but we do engage outside counsel on particular types of matters or where our legal team gets just too busy, and that's pretty frequent. I would say the outside lawyers, both partners and associates, who I find the most helpful to me are those that have a real filter for practicality and can keep their eyes on the issues that are important and also identify the issues that aren't important and don't spend time on them. That's really hard as an outside lawyer because you're always kind of worried that, well, if I don't catch something, is somebody going to point it out and use it against me, right? I always kind of felt that way at a law firm. In house, I don't see it that way. I see it more as okay, we need to get this deal moving forward. There's obviously risks present. There's obviously things that we need to try to improve, you know, in our favor, but we also don't want to overcomplicate things and over negotiate things and over redline and redraft and all that stuff. So some of the lawyers I I I most like to use are those that are able to keep it just - I shouldn't say simple because nothing's simple. But just being straightforward in okay, here are the big things, here are the not so big things. And that that's kind of what ends up helping take a lot off my plate because if - if we're negotiating a ton of issues and I'm looking through a lot of pages of stuff that we've hired outside council to take care of, I'm still spending a lot of time on it. And a lot of the times for me, the advantage of outside counsel is not so much, 'cause they're so much better than me, although many of them are. It's more that they're taking stuff off my plate and getting things done for us.

Lauren: Yeah. Yeah. So they are also applying that like not perfection. Let's not flag every single thing so it's perfect. It's like, how do

Austin: Yeah. Mm-hmm.

Lauren: I achieve this person's goals? i.e. you the client.

Austin: Yeah. And a lot of that's on me, right? Like I need to kind of from the beginning tell them, "here's kinda what we're after." And if I don't do a good job of that, they're gonna have to cover themselves by marking up everything. So maybe a tip for - for outside counsel is try to get a good picture of whoever it is that's that you're answering to at the client. Practically what do they want here? You know? I don't know if that conversation gets had enough.

Lauren: Yeah, yeah. It's I mean, just like taking an assignment from from a senior lawyer, right? If they don't give you the information you need, you can ask follow up questions as long as you do it, right, respectfully and appropriately.

Austin: Mm. Yeah, absolutely.

Lauren: So as an associate, I think it can be, especially if you're on a large team working with a big important client, it can feel like you are not noticed by the client. But I'm curious, do you notice associates on your outside counsel? And if so, what do you notice that impresses you or makes you think this is a top performer?

Austin: Yeah, no, absolutely. I absolutely notice associates that do good work. I can think of a few right now. Biggest thing is probably ownership of work product and ownership of a deal. You know, there's associates that just run with things and take care of things and give advice and make decisions as opposed to just spotting issues. Those associates are really good. Like I can I can think of an individual right now who has done a a significant amount of work for us, and he's an associate, probably, seventh, eighth year, fairly senior, but you know, he has the confidence to run a transaction, to get things accomplished in a timely manner, and I totally trust him, right? And and I kind of know that because he's able to run a deal like he does and get things done and just the confidence he exudes. I know that if he gets in over his head he's gonna he's gonna go ask the right person. Right? So I don't sit and worry about, well there's only an associate on this or gosh the partner's not very involved. I don't really think about that. Like if I see someone doing good work and just making things happen, it's real easy for that person to win me over.

Lauren: I love that, developing trust. So much of developing trust, it sounds like, is you realizing that person brings in their resources, right? So if it is a question that they can't answer, they're reaching out to their network, to their team to make sure that, you know, they have the confidence to admit that and then go get that help.

Austin: Yeah, absolutely.

Lauren: All right. So as always, one of my final questions is, you know, many of our listeners are associates who are thinking either they know or they suspect they might want to have a role in-house like you do someday. So what should they be doing now to set themselves up to to get that role and to be successful there?

Austin: Yeah, like get as much experience as you can. There's a lot that comes across my desk in house. And you know, if if I've ever maybe even even had experience with one matter in the past that is relevant, it's insanely helpful. So, at a law firm, especially at a big law firm like Reed Smith, there's just so much you can get involved in. And so I would say avail yourself to that. Try to get involved in as many deals as you can, or cases or matters. You know, you're working under really talented attorneys, and you can just gain so much from that. So yeah, I'd say that's probably the biggest thing. You know, definitely focusing on maintaining and keeping good relationships with people at the firm, at the firms you're working across, you know, clients, just folks in the - in the industries you work in. You know, that's super important. But yeah. One of the things that I liked a lot about Reed Smith is I worked consistently with practice groups all across the country. And so just got exposed to a lot of things. It really kind of increased my confidence, helped me get really good at running transactions, maybe even transactions that were a little new to me, and that's - that's exactly what you need to be an effective in-house lawyer.

Lauren: That's a great point. I think sometimes people can get wrapped up in developing a niche expertise. And while of course that's important, a little bit of going outside of your comfort zone can really help you when you are all of a sudden in house dealing with with everything, right?

Austin: Yeah. Absolute - yes, that is well said.

Lauren: Well, Austin, thank you so much for for having this conversation. It was really interesting to learn more about your career and your company and what set you up for success. And I wanna also thank our listeners for joining us for another episode of Reed Smith Career Footprints. Please join us again in the future. Thanks so much, everyone.

Outro: Career Footprints is a Reed Smith Production. Our producers are Shannon Ryan, Amanda Saunders, and Mason Kautz. You can find our podcast on podcast streaming platforms, reedsmith.com and our social media accounts at Reed Smith LLP. To learn more about Reed Smith's alumni network, or if you are an alumni of the firm who wants to share your career story, contact Laura Karmatz, Reed Smith's global senior director of alumni relations at [email protected].

Disclaimer: This podcast is provided for educational purposes. It does not constitute legal advice and is not intended to establish an attorney-client relationship, nor is it intended to suggest or establish standards of care applicable to particular lawyers in any given situation. Prior results do not guarantee a similar outcome. Any views, opinions, or comments made by any external guest speaker are not to be attributed to Reed Smith LLP or its individual lawyers. 

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