The following is an excerpt from Practice Perspectives: Vault’s Guide to Legal Practice Areas.
Jorge Gutierrez, Partner—Energy Transactions
Jorge Gutierrez is an energy transactions lawyer who handles complex domestic and international energy matters. He advises oil and gas companies on projects that maximize the value of their assets and investors’ capital. Jorge’s primary focus is working with companies in the upstream and midstream sectors of the energy industry, and his diverse practice includes advising clients in structuring and negotiating terms for acquisition and divestiture projects; drilling joint ventures; farmout arrangements; joint operating agreements; and agreements for the transportation, processing, and marketing of hydrocarbons. Before becoming a lawyer, Jorge worked in commercial and investment banking and corporate finance for 11 years, most of which was devoted to energy finance. Jorge earned his J.D. from Baylor University School of Law in 2007 and his B.B.A from the University of Texas at Austin. He is certified in Oil, Gas and Mineral Law by the Texas Board of Legal Specialization.
Describe your practice area and what it entails.
My practice focuses on advising companies in their development, management, acquisition, and disposition of oil and gas assets. My primary focus is in the upstream and midstream sectors of the energy industry. I assist clients in negotiating all forms of agreements and arrangements that are used to acquire, sell, invest in, develop, and manage oil and gas assets, which include purchase and sale agreements; drilling joint venture agreements; operating agreements; farmout agreements; and transportation, processing, and marketing agreements. Our team also has market-leading experience in the administrative, environmental, regulatory, and tax aspects of energy projects.
What types of clients do you represent?
I represent all types of industry participants: exploration and production companies, pipeline companies,service and supply companies, and investors in those companies. Our clients range in size from global oil and gas companies to smaller independents operating in a single county and every size in between. We also represent individuals and families that own sizable mineral interests throughout Texas. Many of our clients are based in the U.S., but I regularly work with non-U.S. companies whose primary area of operations are in the lower 48. In the past 24 months, I have also worked with clients operating in Alaska, the Gulf of Mexico, offshore West Africa, and Chile. Collectively, the energy transactions group and other subject matter specialists at our firm have extensive knowledge of and experience working with companies all over the world and across the full value chain of the industry—from the wellhead to the burner tip.
What types of cases/deals do you work on?
I primarily work with companies that own, develop, and/or invest in oil and gas properties in the upstream and midstream sectors of the energy industry. In the past 24 months, I have advised clients on eight drilling joint ventures, where in some cases, our client was the operator/owner of the assets that needed a partner with the capital to develop the assets, and in other cases, our client was a financial investor. During that time, I also assisted clients in several transactions for the acquisition or divestiture of oil and gas leases, wells, and pipeline systems. Once a client has acquired assets, I advise them on matters concerning their operations, such as the negotiation of joint operating agreements, transportation, processing and marketing agreements, and service and supply contracts.
How did you choose this practice area?
Before I became a lawyer, I worked in commercial and investment banking. A considerable amount of my time was spent working with energy companies to raise capital in the bank loan market and executing merger and acquisition transactions. I became so fascinated with the oil and gas industry—how it operates and what it does for the economy
—that I was determined to become an oil and gas lawyer. When I graduated from law school, I was fortunate to work with two lawyers that had decades of experience in the industry and were willing to share their knowledge with me.
What is a typical day like and/or what are some common tasks you perform?
Approximately half of the projects I work on involve a non-U.S. client that owns oil and gas assets in the U.S. For the balance, much of it involves domestic clients that are headquartered on the East Coast and in the Rocky Mountains. Since most of these clients are not in my time zone, I work around their schedules. Often, I may be on the phone with a client or responding to their emails early in the morning or late in the evening (or both) in order to accommodate the client’s local-time work schedules. During the rest of the day, I will coordinate with other members of the client’s team in the U.S., talk with opposing counsel in the U.S., and draft the relevant agreements.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
My best piece of advice to anyone who wishes to enter this practice is to commit to reading about and studying the industry. For law school students, I recommend they take all the oil and gas and real property courses their schools have to offer. For everyone else, I suggest they read oil and gas primers. From a conceptual perspective, the industry is generally easy to understand, but beyond that, there are so many aspects that are unique. It makes a tremendous difference when a junior lawyer has a basic familiarity with the upstream, midstream, and downstream sectors of the energy industry and has a general understanding of the terminology and agreements used in the industry.
What do you like best about your practice area?
The people. I like the opportunity to meet individuals (clients and others) who work for oil and gas companies. The upstream and midstream sectors of the energy industry can reward individuals with tremendous financial upside, but it comes with a high degree of risk. Over the years, I have met people who earned sizable fortunes and others who have not done as well. That environment attracts optimists, risk-takers, and people who have an entrepreneurial spirit. I enjoy being around those types of people.
What is unique about your practice area at your firm?
Norton Rose Fulbright has everything a client needs in order to develop, finance, acquire, or dispose of an energy project. We have a deep bench and a breadth of experience that, when coupled with our truly global presence, allows us to comprehensively and seamlessly service our clients. In particular, we have robust capabilities in the commercial, regulatory, and dispute resolution aspects of energy projects, and we are unique among U.S. firms in that we have a strong Canadian and Mexico presence with colleagues that have extensive experience serving energy clients.
What are some typical tasks that a junior lawyer would perform in this practice area?
A lawyer with fewer than two or three years of experience will typically assist in preparing initial drafts and revisions to agreements and other contracts, which will be reviewed and revised by more experienced associates or partners before the document is sent to the client. During negotiations for a transaction, the junior lawyer will be asked to keep notes of all discussions with clients and opposing parties, which will be memorialized in written updates to the client. The junior lawyer will also have the primary responsibility for developing and maintaining a checklist of the documents to be prepared, correspondence to be sent, and steps that must be taken to finalize and close a transaction.
What are some typical career paths for lawyers in this practice area?
It is common to find oil and gas lawyers whose undergraduate degrees were in science or engineering and in fields such as geology and petroleum engineering. More often than not, these individuals worked for a few years in the industry before going to law school. It is also common to find oil and gas lawyers that worked as landmen before law school. Generally, however, many of the oil and gas lawyers I have worked with earned undergraduate business degrees and had little, if any, work experience prior to law school. Although industry experience is helpful, it is not a requirement.