The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Julia F. Bell, Associate—Energy, Infrastructure, Project Finance and Asset Finance
Julia Bell is a sixth-year associate in the Energy, Infrastructure, Project Finance and Asset Finance group. Julia’s practice focuses on international and domestic corporate and financing transactions, with an emphasis on project- and asset-based financing and related capital markets transactions. She has represented sponsors and financial institutions (including development banks, export credit agencies, commercial banks, and private equity funds) in the aviation, oil and gas, power, and renewable energy sectors.
Julia has worked in the New York and Mexico City offices of White & Case. She is active in a variety of pro bono matters involving international development and microfinance, and she completed a secondment with Acumen, a nonprofit global venture fund. She received her B.A. from the University of Chicago and her J.D. from New York University School of Law.
Describe your practice area and what it entails.
Our Energy, Infrastructure, Project Finance and Asset Finance(EIPAF) group has a range of structuring and financing expertise, including traditional project financing and capital-markets-based financings. The group also has construction, feedstock, offtake, and related contractual expertise in the power generation and transmission (including all forms of renewable energy), oil and gas (including liquefied natural gas (LNG) and petrochemicals), infrastructure (including roads, airports, bridges, railways, ports, and social infrastructure), water and wastewater treatment, and telecommunications (including towers, wireless, landline, and satellites) sectors. We also work on asset-based and structured financing transactions, particularly in the aviation, maritime, and telecommunications sectors. Most of our work (in EIPAF and throughout the firm) has multiple cross-border components, and our projects are located all over the world.
I have been fortunate to work on a variety of projects throughout the various sectors we cover, though as I have gotten more senior, my practice has focused more on energy and infrastructure financing. I am currently on secondment in our Mexico City office, where my practice has been more focused on Latin American deals.
What types of clients do you represent?
I represent both sponsors and financial institutions, including development banks, export credit agencies, commercial banks, and private equity funds. Representing clients on all sides of different transactions helps to build an understanding of the risks and mitigation strategies common in projects deals.
What types of cases/deals do you work on?
One of the big deals I worked on in 2018 was representing Goldman Sachs & Co. LLC, IDB Invest (the private sector arm of the Inter-American Development Bank), the International Finance Corporation (a private sector-focused member of the World Bank Group), and Swiss Export Risk Insurance (a Swiss export credit agency) in the structuring and financing for the design, construction, and operation of a 1,516 MW thermoelectric power plant and related liquefied natural gas receiving-and-transportation infrastructure in Brazil. At approximately BRL 5 billion (US$1.8 billion), this is the largest LNG-to-power financing in Latin America to date.
After we close an initial financing, such as the one above, we usually stay involved over the life of the deal. Underlying our financial transactions are real brick-and-mortar projects, so as things happen on the ground (e.g., construction delays, legislative changes, environmental decisions), we need to make sure lenders and noteholders are aware of material changes and take necessary actions to support successful completion of the project and repayment of the financing. This often means amending the documents, drafting new documents in connection with additional financing, and otherwise coming up with creative solutions to progress the project. As an example, after closing the financing for the above-mentioned Brazilian thermoelectric plant, I have continued to work with the commercial teams to make sure everyone understands their legal obligations and to draft amendments to the financing documents.
How did you choose this practice area?
I wanted to work in an area where I was making a tangible difference in the world, and my sector is really focused on improving infrastructure and making sure there is sufficient electricity and other goods available for use by individuals. While I usually work on the financing piece, the projects that are being financed help shape and grow communities around the world.
For example, in 2016, we represented Chilean and international banks in the long-term project financing for Transmisora Eléctrica del Norte S.A.’s development of a 600-km electrical transmission line and related substations connecting the Sistema Interconectado Central (SIC) electricity grid and the Sistema Interconectado del Norte Grande (SING) electricity grid in Chile. The SING power grid is in the sunny north of Chile, where multiple solar plants are located, and the SIC grid is in the center of the country, where most of the electricity demand is concentrated. The unified system is designed to result in a more efficient electricity market, with increased energy security and, among other benefits, lowered costs to consumers.
What is a typical day like and/or what are some common tasks you perform?
My practice is very project based, so depending on where we are in the life cycle of a project, the days can be very different—from drafting documents and meeting with clients and opposing counsel, to negotiating documents and coordinating documents, as well as handling the madness of closing a deal. We work on several different projects at once, so I am usually working on different parts of different transactions at any given time.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
If you’re looking for a class to take, I recommend a secured transactions class on Article 9 of the Uniform Commercial Code. It’s a very structured topic, but the legal basis for all deals that take an interest in non-real property in exchange for borrowed money (and, therefore, extremely relevant in the transactional field). This class was recommended to me as a law student and gave me a real advantage in understanding UCC issues when I started practicing.
I would also recommend trying to develop your project management skills. Lawyers do an incredible amount of project management, dealing with internal and external stakeholders, and it does not tend to be taught in law school. Being able to efficiently and effectively manage a project is a huge boon to any incoming lawyer (and the people who work with you).
What do you like best about your practice area?
Project and asset finance are unique because the value of the deal lies solely in the project or asset itself, as opposed to in the balance sheet of the sponsor (i.e., if a borrower building a power plant defaults on a project finance loan, the lenders generally have the right to recoup their losses by taking possession of the power plant itself). As a result, it is very important to lenders to fully understand and regulate the underlying deal.
As a lawyer on this type of deal, we get very into the details of our projects, speaking with engineers, insurers, and environmental specialists, as well as regulatory, real estate, and local counsel in jurisdictions all over the world to understand each aspect of the deal. Through this process, I am continuously learning, often about matters that have nothing to do with the law. As an example, I’ve learned a lot about turtle-hatching sites and protections in my time working on Latin American deals. I love that I can keep learning in this practice, often in unexpected ways.
What is unique about your practice area at your firm?
White & Case, particularly our EIPAF group (in my heavily biased opinion), is unique because of the wonderful people who work here. It really is true that your colleagues are the ones who make or break any job. My colleagues are brilliant, kind people who are always happy to answer a random question or talk through a thorny problem or just have a coffee and a chat, and that has made all the difference in my career here.
Generally, White & Case is very supportive of individual associates as they figure out their career path and practice, and people at all levels here have worked with me to figure out next steps. As an example, I was eager to learn more about work with our pro bono partners, and White & Case encouraged me to do a three-month secondment with Acumen, a nonprofit global venture fund. When I was on secondment to Acumen, I worked full time as part of its legal team, focusing on loans and equity investments from a nonprofit perspective, which really deepened my understanding of the analogous work I do at the firm. Similarly, when I was eager to try working abroad, the head of our EIPAF group in the Americas and other folks at the firm spent significant time with me to figure out the best place to move and all the various logistics to make it happen.
What are some typical tasks that a junior lawyer would perform in this practice area?
As a first year (or summer associate) in any practice area, the basic tasks are just to figure out what is happening around you and how to screw things up and move on (because as a junior associate, you will make a lot of mistakes).
White & Case’s EIPAF group is unique in that it encompasses both project finance and asset finance. These two practice areas have similarities in their legal issues, but the scale and pace of the projects tend to be very different. In general, project finance deals are long-term, high-value deals; whereas, asset finance deals tend to be smaller and shorter—sometimes just financing a plane or two. As a result, junior associates can take a leadership role in smaller asset finance deals early on, including drafting documents and coordinating with clients, and eventually taking the lead in running deal closings.
What kinds of experience can summer associates gain in this practice area at your firm?
In general, White & Case encourages summer associates to try as many different practice areas as possible. It is hard to understand the differences in pace and practice between different areas in law school, so it is important to get real experience working in different areas before committing to one (we also encourage first-year associates, and in the case of litigation, second-year associates, to try different areas within the transactional or litigation practices).
In EIPAF specifically, as a summer associate, you are a full member of the deal team. We look to summer associates to do similar work as junior associates, and often if you are staffed on the beginning of a deal during your summer, you can rejoin the deal team when you return as a first-year associate. That being said, there are lots of social and group events for summer associates in which everyone hopes you will participate.