The following is an excerpt from Practice Perspectives: Vault’s Guide to Legal Practice Areas.
Christopher Richardson, Partner—Project Development and Finance
Chris Richardson is a global energy transactions lawyer who focuses his practice on domestic and cross-border acquisitions and divestitures; strategic joint ventures; project development and construction; energy and commodities trading transactions; commercial and operational agreements for upstream, midstream, downstream, petrochemical, LNG, and other energy and infrastructure projects; and general corporate matters.
Chris regularly provides counsel to independent E&P companies, national oil companies, oil majors, trading companies, oilfield service companies, project sponsors, private equity funds (and their portfolio companies), strategic investors, and sovereign wealth funds in relation to deal structuring, investment risks, joint venture management, dispute resolution, operational and commercial matters, new country entry, and relations with host-country governments.
Chris has advised clients on conventional and unconventional oil and gas, petrochemical, and LNG transactions and projects throughout the United States, as well as in dozens of foreign jurisdictions, including across the Middle East, Latin America, Asia (with particularly deep experience in India, China, and Southeast Asia), Africa, Russia and Central Asia, Europe, and Australia. He has also advised clients on mining, chemicals, power, and manufacturing-related projects and transactions worldwide.
Describe your practice area and what it entails.
My practice includes advising energy companies, governments, and investors on transactions involving oil and gas assets, liquefied natural gas (LNG) projects, energy infrastructure assets (such as pipelines and plants), chemical and petrochemical projects, and related corporate and commercial matters on a global basis. Over my career, whether I have been based abroad or in the U.S., much of my work has been cross-border in nature, and even though I am now based in Houston, I often work on deals overseas or involving international players.
What types of clients do you represent?
I work with a wide variety of clients who are active in the oil and gas industry, including national oil companies, sovereign wealth funds, major international oil companies, smaller independent oil companies, commodities trading companies, petrochemical companies, private equity and infrastructure funds, banks, developers and project sponsors, operating companies, oilfield service companies, and foreign governments (for example, I am currently representing the Republic of Trinidad and Tobago with respect to their LNG export project).
What types of cases/deals do you work on?
My work generally falls into three primary areas of practice: (1) acquisitions and divestitures of oil and gas properties and of energy and infrastructure assets; (2) strategic joint ventures, which involve structuring two or more energy companies, investors, and/or governmental entities joining together to own and operate assets and entails complicated corporate governance and corporate finance issues; and (3) project development work, which entails drafting and negotiating the complex web of contracts that underpins large projects, including supply and offtake agreements, operations and maintenance agreements, construction contracts, marketing agreements, host-country agreements with foreign governments, etc. Examples of my acquisitions and divestiture include experience representing Vitol, Inc. in its acquisition of the North American oil trading business of Noble for US$1.4 billion and helping Hilcorp Energy acquire more than US$2 billion worth of natural gas properties in New Mexico from ConocoPhillips. Examples of my project development work include representing the operator in the structuring and development of the Gladstone LNG project in Queensland, Australia, and advising Reliance Industries in India on the development of their cross-continental pipeline. In many of my deals, there is also a joint venture aspect, where a company or partnership is formed to buy, own, or operate the assets that are the subject of the M&A deal or of the project development work I am doing.
How did you choose this practice area?
I wanted to practice internationally and had an interest in spending at least a portion of my career as an expatriate. Fifteen years ago, oil and gas work out of Houston, Texas, was one of the best ways to pursue those objectives. It still is a good career path for international work, but other opportunities (international arbitration, for example) exist now for law students interested in working globally. I am from Louisiana, so Texas was attractive for cultural reasons as well. Since I started my career at a Houston firm in 2004, I have lived in Hong Kong (for six years) and Abu Dhabi (as a general counsel for a sovereign wealth fund’s oil and gas company), as well as three stints in Houston. Over that time, I have worked on matters involving clients, counterparties, projects, or targets located in more than 50 countries across the Americas, Asia-Pacific, Africa, Australia, Europe, and the Middle East, with much of that work focused on developing markets (such as India, China, Brazil, Indonesia, Russia, Oman, Egypt, etc.).
What is a typical day like and/or what are some common tasks you perform?
Much of my time is spent reviewing, drafting, and negotiating complex contracts for the purchase and sale or development of energy infrastructure assets and projects. Some of the major projects may contain dozens of contracts running into the thousands of pages. All of those contracts have to work together, and each is typically heavily negotiated (sometimes over the span of several years). In other instances, such as an upstream asset purchase in an auction situation, there may only be one or two key documents (the purchase and sale agreement, for instance), and the deal may take place over the course of just months instead of years, but there may also be substantial legal due diligence to review on the underlying assets or target company. In many overseas upstream oil and gas deals, the work may also involve negotiations with foreign governments. Another key aspect of the work is that you have to be commercial—we often find ourselves leading the overall negotiations for our clients, and that includes helping our clients achieve their business objectives as well as their legal goals. I find that aspect of the practice most interesting—you are often acting as a business consultant as much as a lawyer. In any case, to be successful in this practice, you have to understand the underlying assets or projects, so you get to know the energy industry quite well over the course of a career in this practice.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
If your law school offers classes on oil and gas, that is a helpful introduction—but not critical if you do not have that on offer at your law school. Other good classes include those on international transactions or emerging markets transactions, M&A, sales of goods, and corporate law generally. Additionally, consider joining
—as a student member—the Association of International Pet-roleum Negotiators (AIPN) and the Rocky Mountain Mineral Law Foundation. Both of these institutions host a number of events and prepare key industry publications, and both welcome students (and for a discounted membership cost).
What is the most challenging aspect of practicing in this area?
You rarely do the same deal twice. Many of our transactions are bespoke, and as such, you cannot rely as much upon precedents or documents from prior deals. This makes a lot of lawyers uncomfortable, since many attorneys prefer to work on similar matters over and over again in order to become experts in one type of transaction or practice area. That’s very hard to do in a global oil and gas practice, where each deal is unique and you are often working on projects that have never been done before, or are being done by a rather idiosyncratic client. Another challenge is the unpredictability of travel—I often don’t know whether I will be in some faraway country next month or next week, or how long I will be away (but that is because my practice and law firm are particularly internationally focused—sometimes oil and gas lawyers in the U.S. rarely travel overseas, depending on the nature of their practice).
What do you like best about your practice area?
You rarely do the same deal twice! While this is also a challenge, it is my favorite part of the practice. You have to be creative, flexible, and commercially minded, and you have to think outside the box. You develop an expertise in the industry more than in any particular type of deal. I also love the travel, although it is a bit unpredictable at times. Another great thing about the practice is that the scale and scope of the work means that your work as a lawyer is highly valued—because the deals are so complicated and large (many of my deals are more than US$1 billion in value), and because the client’s long-term success depends largely on the terms of the contracts that you are drafting and negotiating, outside counsel often plays a central and critical role in the deal or project (more so than in many other types of transactional or corporate work).
What is unique about your practice area at your firm?
White & Case is unique among law firms in the breadth and depth of its coverage of oil and gas matters. Geographically, the firm operates not only in major energy, government, and financial capitals—such as Houston, New York, Washington, DC, London, and Singapore—but also in emerging markets—such as Moscow, Beijing, Abu Dhabi, Riyadh, Doha, São Paulo, Kazakhstan, Uzbekistan, Istanbul, Mexico City, Johannes-burg, Cairo, etc. (with 45 worldwide offices in total). We also have a deep and varied bench of specialists in all of the key practices relevant to the oil and gas industry: project finance and development, construction, private equity, mergers & acquisitions, international arbitration, white collar and compliance, regulatory and environmental law, bankruptcy, real estate, competition and antitrust, etc. I do not think there is a firm better placed to serve the needs of the global oil and gas industry than White & Case.
How do you see this practice area evolving in the future?
The shale revolution in the last decade in the U.S. has already greatly altered the oil and gas industry and shifted much attention to the U.S. market, but change is constant in this particular practice group. Geopolitics and technical innovations will continue to play a pivotal role as well, making it even harder to predict the future of the practice. The dynamics of the oil and gas market are always fluid and unpredictable, which makes a career in this area of law interesting and exciting. You have to be adaptable. I expect for at least another generation, the world will be dependent on fossil fuels for transportation and energy generation (and will likely always need petrochemicals), but the energy mix is changing—moving away from oil and into more natural gas. Natural gas is abundant and versatile and produces substantially less CO2 and pollution than coal or crude oil products. LNG project development, for example, has become a major part of my practice. Because of the abundance of natural gas in the U.S. as a result of the shale revolution, we are also seeing more activity in the chemicals and petrochemicals industry, where natural gas is often used as a feedstock or key component. Many of our clients are also investing more heavily in renewables and alternative energy, and no doubt, those of us with oil and gas practices will continue to move with them.