GC Impact: Alex J. Tolston Led Spanish-Language Media Company Through $124M Acquisition Deal

Alex J. Tolston is executive vice president, general counsel and corporate secretary of Hemisphere Media Group.

What professional lessons have you learned from the COVID-19 pandemic?

One of the many consequences of the pandemic for lawyers has been the redesign of the general counsel role to become more strategic. During the initial response to COVID-19, rapid decision-making was necessary in an ever-changing regulatory environment. Lawyers were needed to interpret the rules so decisions could be made. This demand for legal advice has brought more experienced lawyers to the table. CLOs and General Counsel are now in a better position to take a more strategic approach to risk management in the future. Internal teams have long been under pressure to demonstrate how they add value to the business, rather than just being seen as a cost center. Acting strategically and becoming a trusted adviser to the board — as many have done during the pandemic — shows just how much value the general counsel can add. In a climate where there will be increased pressure to do more with less, this was a valuable skill for seasoned lawyers to develop.

Along the same lines, post-pandemic we have seen an influx of government-backed cash into capital markets, which has led to a flurry of corporate transactions, including mergers and acquisitions and in the capital markets. Traders operate in a once-in-a-lifetime market. After successfully meeting the challenge of virtual transactions, they find themselves in the middle ground between optimism about the economic outlook, historically low funding and record amounts of dry powder of private capital.

What are some of the accomplishments you are most proud of in 2021, and why?

In 2021, Alex led Hemisphere’s deal team in acquiring the remaining 75% stake in Pantaya, the leading Hispanic subscription video-on-demand service in the United States, for approximately $124 million. in cash at Lionsgate. Prior to the transaction, Hemisphere owned 25% of Pantaya and, following the transaction, is now a wholly owned consolidated subsidiary. Pantaya was launched in August 2017, through a joint venture formed between Hemisphere and Lionsgate. Pantaya is the premier premium streaming destination for American Hispanics, with an unparalleled selection of blockbuster movies and exclusive series. Pantaya has experienced outsized growth and is the undisputed leader in Spanish-language subscription video services.

As part of the acquisition, Alex led a deal team that secured a $50 million top-up to the company’s Term Loan B on the same terms as the existing Term Loan. Separately, the company has set up a $30 million revolving credit facility. This transaction was transformative for the company.

How are the roles of in-house counsel changing and how have you or your team adapted?

As noted, the role of in-house legal counsel has evolved to become more of a strategic business partner who supports the organization, gets involved in strategic decisions by providing legal advice, works to improve processes and helps solve challenges. complex. This evolution is particularly accelerated by the challenges created by the pandemic, as well as other hot-button areas, including data privacy issues as well as the focus on ESG. Our team has transitioned and embraced the shift to a more strategic role and helped develop new processes in this regard.

What’s your best advice for corporate lawyers trying to make an impact, with their corporate clients, their communities and beyond?

Many lawyers, by nature and training, working particularly in large transactional law practice areas, are talented negotiators, with incredible verbal and communication skills, and often (in the life of a law firm lawyers) conduct much of the communication on behalf of their clients. This makes sense in the vacuum of transactions where law firms have expertise. However, when transitioning to in-house life, successful legal leaders should devote much of their time to developing and maintaining relationships within the organization and honing their listening skills.

A good corporate lawyer should take a lot of time to listen to the various stakeholders in the organization and understand their real (not theoretical) motivations and business concerns. Only then can an in-house lawyer bring significant value to an organization.

Plus, life internally is faster, where agility and the ability to prioritize and re-prioritize a mountain of competing demands are critical to success. This skill is clearly linked to the development and maintenance of lasting relationships with stakeholders. Arriving in an organization, an aspiring corporate lawyer is by definition an outsider who must first develop trust within every part of an organization in order to be effective. This trust is developed through a detailed understanding of the industry in which your business operates, beyond purely legal and regulatory requirements, by understanding an organization’s values, culture and personal relationships. Lawyers who don’t embrace this mindset or who find comfort in operating in a cocoon of behind-the-scenes analysis and error-free work products will rarely, if ever, find success internally.

Cathy W. Howerton