The following is an excerpt from Practice Perspectives: Vault’s Guide to Legal Practice Areas.
Sidney Troy Nuñez, Associate—Business & Regulatory Section, Oil & Gas
Sidney Troy Nuñez counsels Bracewell’s clients on complex business transactions involving upstream, midstream, and downstream oil and gas assets; merchant electric generation facilities; and electric utilities. He represents private equity sponsors, strategic investors, and financial institutions in the structuring and negotiation of joint ventures, leveraged buyouts, public and private mergers, acquisitions and divestitures, and portfolio company matters.
Sidney received his J.D. from Stanford Law School in 2014 and his B.A., magna cum laude, from The University of Texas at Austin in 2011.
Describe your practice area and what it entails.
I practice in the M&A and general corporate space. I advise strategic and financial sponsors in connection with various transactions involving acquisitions, dispositions, and investments in businesses.
What types of clients do you represent?
We represent a broad range of clients from publicly traded companies to private equity funds and pension investment vehicles, largely—but not exclusively—focused on the energy and infrastructure space. Clients include Phillips 66, Apache Corporation, and Rockland Capital. Our clients include U.S. and non-U.S. companies operating around the world.
What types of cases/deals do you work on?
The type of deals I work on include joint ventures in investment vehicles, acquisitions or dispositions of oil and gas assets or equity interests, and commitments to build out midstream or renewable energy infrastructure, to name a few. The energy and infrastructure space, which forms the basis of our practice, provides experience across a variety of deal types and counterparty dynamics. For example, we recently represented a large public company in the disposition of a business line to an independent sponsor who had successfully raised equity and debt capital to consummate the transaction. The process required creativity and persistence on behalf of both parties to get the deal done, and the structure developed overcame certain obstacles that had been previously viewed as insurmountable.
How did you choose this practice area?
The M&A and corporate advisory practice area is unique in the transactional space in that practitioners are given the opportunity to learn about different subject matter from leaders in their respective fields, which I found appealing. In the process of a business acquisition on the buy side, for example, the buyer will want to investigate various aspects about the target company that it intends to purchase (e.g., employment practices, environmental policies and history, intellectual property rights, any material antitrust dynamics and implications, etc.). It’s the responsibility of the corporate team to liaise with colleagues in the various practice areas, develop an understanding of the opportunities and risks, and present findings to the client or otherwise facilitate the client’s understanding of these matters as seamlessly as possible.
What is a typical day like and/or what are some common tasks you perform?
A few examples include reviewing and revising purchase agreements or NDAs, advising clients on due diligence findings, meeting with counterparties in person to discuss issues in connection with the transaction, or visiting clients’ offices to discuss status or strategy with respect to a particular transaction.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
A few core classes that would benefit an aspiring deal lawyer might include contracts, securities, corporations, bankruptcy, and tax. I would also recommend taking practical negotiation courses (where students are given the opportunity to practice live) and reading the foundational texts (e.g., Getting to Yes). It is also helpful to work as a summer associate within reputable firms in the space, since it can provide a glimpse into the life of a full-time associate and allow a more accurate picture of whether the work would be interesting in the prospective associate’s view.
What do you like best about your practice area?
I enjoy the negotiation and transaction process, and using accumulated legal and deal knowledge. Part of a transaction lawyer’s value-add is their repertoire of past deals, including the experience with issues that have arisen therein, seeing how these were resolved (or how a structure was created to solve for these issues), and using that framework to anticipate and structure around new deal issues or dynamics. It is satisfying to be able to assist in that way, but also to have an understanding of norms throughout the process and be in a position to provide guidance to clients based on your cumulative experience (relative to those norms).
What are some typical tasks that a junior lawyer would perform in this practice area?
The answer to this question can vary significantly from firm to firm. At Bracewell, new associates assist in the organization of the numerous processes and timelines involved and help to manage the work streams across different groups on the team. This might include keeping a catalogue of items completed and those outstanding (usually in the form of a checklist) and also reviewing the deal agreements, both to understand the context in which the various parts come together and to develop their legal judgement. As soon as this baseline is established, juniors are expected to contribute by taking the first cut of documents and interfacing directly with clients.
What kinds of experience can summer associates gain in this practice area at your firm?
Summer associates are given the opportunity to work on projects similar to those that would be assigned to junior associates. This includes helping to organize various items involved in the deal process, reviewing transaction documents, and attending calls with the client and/or counterparty.
What are some typical career paths for lawyers in this practice area?
Focusing within energy allows you to develop unique skills in a critical segment of the economy. A successful energy practice requires a working knowledge not only of oil and gas or renewables, but also of related subject matter, including real property interests and infrastructure systems, for example. The combination of these factors provides a transactional lawyer in the space with a unique value-add, which tends to have a favorable impact on future opportunities (and keeps things interesting). Also, looking forward, while the form of energy and the percentage of such forms’ usage may change, the need for energy (and its acquisition, storage, transportation, and distribution) has and will remain a persistent force in the world economy and, therefore, is a solid foundation upon which to build a career.