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Overview

Attorney practicing in the area of Project Finance assist in just that—the financing of large construction projects, often in the energy sector (dams, power plants, wind farms) or infrastructure (railroads, airports, canals). Because the projects are large and complex, they are document intensive and can take a long time to close. Project finance attorneys deal with the negotiation and drafting of financing documents, generally involving many companies and often government entities partnering on one deal. The practice often has a significant international bent to it and can be a good area of law for international or multilingual attorneys and those who enjoy international travel. Attorneys regularly interact with multinational corporations, sources of private equity, large banks, and international government agencies and the ability to negotiate with these disparate actors is key to this practice.

Featured Q&A's
Get an insider's view on working in Project Finance from real lawyers in the practice area.
Nate Galer, Partner
Mayer Brown LLP

Describe your practice area and what it entails.

I work in project finance and development, where we help lenders, owners, and contractors develop and finance large-scale energy, infrastructure, and/or industrial projects. These projects are often cutting edge and contain new or unusual risk, whether due to their locations in emerging markets, their involvement with new technology, or the general complexity of the transactions.

What types of clients do you represent?

On the finance side, we represent a full range of lenders and investors, including commercial banks, export credit and other governmental agencies, international financial institutions, and development finance institutions. We also represent owners/developers who are seeking financing from such lenders/investors.

On the development side, we represent owners/developers of projects as well as major contractors who are tasked with engineering and building those projects.

What types of cases/deals do you work on?

Below is a sample:

  • Representing government-affiliated lenders in connection with a $10.5-billion-dollar petrochemical project in Egypt.
  • Representing a government authority in connection with construction and project development matters for the $5.25 billion Panama Canal Expansion Project.
  • Representing manufacturers, contractors, owners, lenders, and investors for renewable energy (wind, solar, and biomass) power projects totaling more than 6,000 MW throughout North and South America.
  • Representing an export credit agency as lead credit provider to a $650 million petrochemical project in Egypt.
  • Representing an export credit agency in connection with multiple power projects in Asia, including the $2.5 billion Paiton I and $1.7 billion Jawa (Paiton II) power projects in Indonesia.
  • Representing a government-affiliated lender in connection with the financing of a maritime export terminal in Egypt.
  • Representing a power producer in connection with the construction and operation of wind and traditional power projects in the Caribbean.
  • Representing a multinational company in connection with a post-transitional, government-sponsored power project in Afghanistan.
  • Representing a multinational company in connection with a high-altitude power project in Chile.
  • Representing a multinational company in connection with the development of hybrid solar/gas power plant packages.
  • Representing a multinational company in connection with the development of power projects in Brazil.

How did you choose this practice area?

When I was in college, I studied international relations and was interested in “international law.” When I got to law school, I discovered that much of what was labeled as international law did not particularly interest me, as it was focused on public international law or was oriented towards disputes or statutory work (such as international arbitration or trade), when I knew I was more interested in transactional work. At that point, I stumbled upon project finance which—at the time—was not really taught in any law schools in the U.S. I did some research on it, and it seemed really interesting to me. When I interviewed for firms, I focused on those with significant projects practices. As a summer associate, I tried out the work and really enjoyed it (and still do).

What is a typical day like and/or what are some common tasks you perform?

There is no typical day, as the work that we do depends on the type of deal, where in the deal timeline we are, and the specifics of that deal process. At a very high level, we are relied on to discover and investigate all the various puzzle pieces that make up the project and figure out the best way to put them together. This is done in many ways, including, for example:

  • Performing diligence on the proposed project; technology; key players; and physical, political, legal, and cultural environment.
  • Conducting calls and meetings with clients.
  • Conducting analyses with co-advisors (specializing in tech-
    nical, market, financial, insurance, environmental, and logis-
    tics, among others).
  • Assessing risk and brainstorming strategies for mitigating such risk.
  • Negotiating and documenting final solutions and structures.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

Being smart and driven is necessary to succeed in any legal field. However, in projects, there are two specific skills that I think are invaluable.

First, from an intellectual standpoint, is the ability to sift through huge amounts of information, assess legal and non-legal risks, and have the ability to work with the appropriate client and co-advisor teams to properly structure the deal. This paradoxically involves the ability to pay attention to large amounts of detail, but also see the forest for the trees and be able to think creatively about big-picture solutions. Law school helps with the former, but law school is often the place where people’s creativity goes to die. Any class or activity that focuses on creative thinking and/or drawing connections among seemingly disparate datapoints would be helpful.

The second key skill is a “soft” one. Despite the large size of our projects, the project finance community is actually made up of a relatively small number of key firms and players. Moreover, lawyers are often involved in projects for a very long time—usually from inception through to when the project is complete and any project finance debt is paid in full. In some cases, this can be decades. Finally, projects (particularly those in emerging markets) often involve a number of different, strong personalities and cultural sensitivities. Taken together, this means the people you meet on a deal may, for better or worse, be like a second family to you for the rest of your professional career. Knowing how to work patiently, cooperatively, and creatively with people on all sides of the deal is, in many circumstances, as important as the substance of what you do. Some people are born with this type of skill; for others, it is something that needs to be developed and practiced, particularly when under pressure to get the deal done.

What do you like best about your practice area?

As someone who wasn’t entirely convinced that he wanted to go to law school, I really enjoy the interdisciplinary aspect of projects work. Lawyers need to understand not just the legal aspects of the project, but often also the commercial, technical, geopolitical, and social/cultural aspects. In addition, virtually every deal we do at this level is novel in some way, and it is exciting and fun to be able to think creatively to solve a problem for the very first time. And, at the end of the day, the project that you’ve built will likely be around for decades, if not longer. It is rewarding to see something physically built (not just a binder on your shelf) as the culmination of all your hard work. I will always be able to tell my grandchildren, for example, that I worked on the Panama Canal expansion. That’s meaningful to me.

What is unique about your practice area at your firm?

Mayer Brown’s Projects practice is unique in that we’ve been involved on the cutting edge of many different kinds of projects, from renewable energy to public-private partnerships in infrastructure to first-of-their-kind projects in emerging markets. It is an interdisciplinary and inter-office practice where attorneys from finance, corporate, government, litigation, tax, and other areas work collaboratively regardless of where they sit. This means that from early on in their careers, associates are able to work with people from all over the world on interesting, novel problems.

What are some typical tasks that a junior lawyer would perform in this practice area?

We rely on our junior lawyers to learn as quickly as possible and to help us keep on top of the details. Some of our deals are so large that more than 1,000 pieces of paper are needed to reach closing. Understanding what each of those is and how to advance them is a key task of a junior lawyer. They also would be expected to learn about the type of project we are working on (including the relevant technology), distill data into easily digestible presentations for the clients, and attend meetings and keep track of follow up. As they develop more and more substantive knowledge, junior lawyers are given particular parts of a deal and the autonomy and responsibility to bring those parts to a successful resolution.

How important is it for project finance lawyers to keep abreast of and develop strategies regarding economic trends and market cycles, and how can junior attorneys develop these skills?

It is critically important, particularly when operating at the top of the legal market. Projects work, by its very nature, focuses on novel areas that are risky for various reasons. As soon as one particular type of project is done successfully, it becomes less risky, and others in the market are eager to jump in and tackle similar projects—often at a lower price point. When that happens, we have essentially put ourselves out of business by solving the problem well. So we move on to other types of projects with new risk factors and problems to solve. Take our Domestic Renewables practice, for example. We were on the cutting edge of wind energy work in the U.S. when the modern wind industry was first finding its footing. Nowadays, that market is fairly well developed, and so while we still do lots of wind (including in emerging markets), we’ve been doing more and more industrial-scale solar and biomass, which are earlier in their developmental curves. Next up could be projects focusing on battery storage and carbon capture. A good projects lawyer needs to be up to date on the current trends and market cycles to understand where the key players are investing time and money. A great projects lawyer, however, is one that can anticipate where the next trend will be and do whatever it takes to become the early expert in that field.

Nate Galer, Partner—Finance

Nate Galer is a partner in Mayer Brown’s Global Projects group and concentrates on project finance and project development. He regularly represents lenders, government and multilateral agencies, investors, owners, developers, and contractors in various facets of the financing and development of complex projects. He has experience in a wide variety of sectors, including energy (coal, gas, wind, and solar), oil and gas (petrochemicals, pipelines, storage, and other facilities), infrastructure (ports, transportation, stadiums, and other facilities), and other complex construction projects.

Nate has worked on transactions around the globe with significant experience in emerging industries or markets in North America, the Caribbean, Latin America, Middle East/North Africa (MENA), and Asia.

Nate’s experience includes preparation and negotiation of a wide range of financing documentation; security documentation; engineering, procurement, and construction (EPC) agreements; professional services agreements; equipment sale/purchase agreements; warranty agreements; operations and maintenance agreements; and joint development agreements, among others.

Isabelle Whitehead, Associate
Allen & Overy LLP

Describe your practice area and what it entails.

I am part of the Projects, Energy, Natural Resources and Infrastructure (PENRI) group at A&O.  We work on all types of transactions involving infrastructure and energy assets, ranging from traditional road, rail, and airport projects to university and municipal utility systems to (more recently) renewable energy projects, grid-scale batteries, electric vehicles, and data centers.  I often feel like I have a front row seat to watch—and participate in—the evolution of the U.S. economy!

What types of clients do you represent?

I represent corporates, private equity firms, and banks who are looking to invest equity or debt (or a hybrid of the two) in infrastructure and energy projects. For example, I have recently worked with private equity firms KKR and Carlyle, ENGIE (the French energy utility), DIF (the Dutch Infrastructure Fund), and Deutsche Bank. While these clients vary in their style of investment, they all have an increasing interest in ensuring that their projects are environmentally sustainable and have a positive impact on the surrounding communities.  These are values that I also feel strongly about, and this motivates me to go the extra mile to help make my clients’ transactions a success.

What types of cases/deals do you work on?

I see quite a variety of different deal structures, which keeps things interesting! We aim to be a one-stop shop for any investments that our clients want to make in the infrastructure and energy sectors—whether they be mergers and acquisitions (M&A) of existing assets, joint ventures to develop entirely new infrastructure, Public-Private Partnerships (P3s) with government agencies, or bank loans or note issuances to finance any of the above. While this variety can be challenging (as no two deals are the same!), there is a lot of room for creativity and innovation.  I feel like I am always learning something new and am a better and more engaged lawyer as a result.

How did you choose this practice area?

As a student, I loved science and geography and wanted to travel the world, and I was particularly interested in how well-designed infrastructure (such as mass transit, renewable electricity grids, and social housing) could make big cities better and more sustainable places to live. During my law degree, I spoke to a number of people working in project finance and realized that I could combine these interests with my legal skills, and I was sold immediately!

What is a typical day like and/or what are some common tasks you perform?

As is the case for any transactional practice area, the “typical” day (and level of busy-ness) varies depending on where I am in the deal cycle. At the beginning of a deal, I spend a lot of time getting to know the client’s aims and priorities and doing due diligence on the project that they would like to buy, build, or finance (so that I can help the client to assess its risks and opportunities and what value they should attribute to it).  As the deal progresses, more time is spent on drafting and negotiating sale agreements, loan documents, and other contracts with counterparties—and working together with the counterparties’ lawyers to make sure everything is in place to close the deal (and that our respective clients are well set up for a long and productive relationship). Once a big deal closes, associates are encouraged to take some down time to relax and also to catch up on business development and training activities.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

Projects lawyers spend a lot of their day drafting, negotiating, and analyzing commercial contracts, so a strong grounding in contract law is a good start. However, as a junior transactional lawyer, what will really set you apart from the pack is your skill set, rather than your substantive knowledge. We look for great problem solvers and communicators who can interact with clients from day one. As such, I would recommend doing as many practical courses that involve negotiation skills, pro bono placements, and other “real world” experiences as you can.

What misconceptions exist about your practice area?

People often assume that we only work with loan documents, and indeed it is true that in some firms the “project finance” and “project development” and “energy and infrastructure M&A” teams sit in different silos. However, in the A&O PENRI team, we support our clients in doing all of these things and more. We find that, by following a project throughout its life cycle from permitting and construction to financing and through the operational phase and beyond, we can develop a deeper understanding of how the project works and offer our client more perceptive advice as a result.

What kinds of experience can summer associates gain in this practice area at your firm?

We try to give summer associates a taste of real transactional work, such as preparing the first drafts of documents, reviewing information provided by asset sellers and loan borrowers, and sitting in on client meetings and phone calls. Often, the best way to learn is by having a go!  Being immersed in a transaction also gives our summer associates the opportunity to work directly with partners and more-senior associates, who are generally more than happy to explain the background to an issue or the reason for pursuing a particular strategy.

An important part of our client outreach is to provide briefings and analysis on new legal and market developments (for example, the passing of new state and federal legislation in relation to infrastructure Public-Private Partnerships), and so we also involve summer associates in the research and writing for these publications.

What are some typical career paths for lawyers in this practice area?

We have a pretty good track record of promoting talented A&O associates to partner, so that is certainly one option! In the early and mid-career years, the PENRI practice is also well known for giving its associates the opportunity to work on cross-border deals and move between different offices in the A&O network (and I am indeed an example of this). PENRI alumni can also be found in investment banks, government departments, renewable energy companies, and many of the other organizations involved in the infrastructure and energy sectors (and which we count as our clients).

How important is it for project finance lawyers to keep abreast of and develop strategies regarding economic trends and market cycles, and how can junior attorneys develop these skills?

The success and profitability of energy and infrastructure projects are closely linked to the performance of the economy as a whole. For example, the onset of COVID-19 has created cashflow challenges for some airports and other transport assets (because less people are travelling), but at the same time, it has increased demand for data centers and other types of infrastructure that support the growing online economy. As a junior projects lawyer, it is helpful to read widely and to take an interest in your clients’ businesses (rather than just focusing on the narrow task at hand), so that you can start to anticipate what risks and opportunities might arise in the future. As you get more senior, this ability to spot issues and see the bigger picture will enable you to become your clients’ trusted strategic advisor, rather than just another service provider who drafts documents for them.

Isabelle Whitehead, Associate—Projects, Energy,
Natural Resources and Infrastructure

Isabelle Whitehead is an associate in the Projects, Energy, Natural Resources and Infrastructure practice based in the New York office. Isabelle specializes in infrastructure and power sector transactions, with a particular focus on the development and financing of water infrastructure and energy efficiency projects. Her clients include a range of investors in these growing sectors, such as private equity firms, large industrial companies, and global financial institutions.

Isabelle transferred to the New York office of Allen & Overy in early 2019, having previously spent five years working in the firm’s Asia-Pacific Projects practice (based out of Sydney and Bangkok). She is dual-qualified as a New York and Australian attorney and enjoys working on cross-border matters (and also on legal technology and pro bono projects) involving multiple A&O offices. She is also actively involved in the firm’s U.S. Women’s Committee.

Isabelle received her B.Sc. and L.L.B. from the University of Sydney, Australia, and was a summer associate in A&O’s Sydney office in 2012-2013.

Roland Estevez, Partner • Carolina Walther-Meade, Partner
Milbank

Describe your practice area and what it entails.

We advise clients in the structuring and execution of highly structured financings involving projects and assets in the energy and infrastructure sectors. Project finance generally focuses on the financing of a specific project in which lenders or investors look principally to the revenues generated by the operation of such projects for the source of funds from which loans will be repaid and investments returned (e.g., revenue from the sale of power from a solar plant). The primary security for the loans consists of the assets of the project, including—most notably—the cash flow generated thereby and the contracts that assure the stability of the project’s costs and revenues. This type of structured finance is deployed most commonly in the development of large infrastructure projects and the development of energy and natural resources.

What types of clients do you represent?

We generally represent developers, private equity sponsors, investors, debtors and creditors, and other major parties in both domestic and cross-border transactions. Some are sophisticated, experienced institutions, including Google, Citibank, Goldman Sachs, and BlackRock, while others can be newly formed private equity funds or startup developers looking to develop an innovative energy solution.

What types of cases/deals do you work on?

Our clients are involved in high-profile projects involving some of the largest transactions in the energy and infrastructure sectors across the globe. Over the last few years, we have acted as legal advisor in more than 200 transactions that have raised more than US$150 billion of limited and non-recourse debt for a wide variety of renewables and conventional power, pipeline, oil and gas, power, metals and mining, and other infrastructure projects. Our expertise extends to asset acquisition, restructuring, portfolio securitization, and political risk mitigation techniques, making for a very interdisciplinary practice.

How did you choose this practice area?

Roland: As a summer associate, I found myself working on the financing of a project that involved the construction and launch of a communications and imaging satellite for a large European country. To me, the review and allocation of the risks involved in executing such an endeavor was the ultimate challenge. Milbank puts you at the forefront of pioneering new and innovative financial technology. I constantly find myself challenged to think creatively and develop new skills. The skills learned and sector expertise gained over 16 years at Milbank allow me to advise clients—from Brookfield to Google to Citibank—throughout the world.

Carolina: Project finance was a natural fit for my interest in international work. I enjoy working with clients either located in or developing projects throughout the Latin America region (and I appreciate the daily opportunity to speak Spanish and Portuguese!). The development aspect of this practice is also very appealing to me. By representing infrastructure and energy project developers, we are supporting projects that provide foreign investment and other benefits to the countries in which they’re located. For example, when we advised Cerro Dominador, an independent power producer, on the financing for its concentrated solar power plant in Chile, a first-of-its-kind project in Latin America, we supported our client in helping to incentivize green electricity generation in Chile through state-of-the art technology.

What is a typical day like and/or what are some common tasks you perform?

Roland: My work depends largely on the stage or phase of the particular transactions I am working on. One day, I could be advising a developer in the construction phase of a wind farm in the Atacama Desert of Chile or a financial institution looking to invest in residential solar portfolios for a U.S. solar company. It is also not unusual to find myself in Bogotá, Rio de Janeiro, or Beijing negotiating a transaction, restructuring an existing deal, or speaking at a renewable energy conference (sometimes in the same week!)

Carolina: Every day is different! But most include a negotiation with anywhere from 5 to 30-plus people, whether with a group of clients (either developers, financial sponsors or strategic partners, or diverse financing providers) or counsels (both counsel for the other side as well as local counsel). I also spend time strategizing with my team on deal management and training. Often, our teams are made up of Milbank attorneys across our London, Asia, or São Paulo offices, which further adds to the international element of my work. My days are also spent reviewing documents prepared by associates, and we discuss my revisions and their rationale to collectively ensure that the documentation achieves what our client wants.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

Roland: No single path will lead you to a career in the energy and infrastructure finance practice. The group at Milbank is comprised of individuals from diverse and varied academic as well as personal backgrounds. That said, I would advise seeking out academic exposure in secured transactions and bankruptcy, which would certainly provide useful tools in analyzing, negotiating, and allocating risks within a transaction. Nonetheless, associates’ real work experience here will facilitate the development and strengthening of those skills.

Carolina: Fortunately, junior associates are not expected to know how to structure a project finance deal—this is the kind of expertise you will acquire “on the job”!  That said, a class on secured transactions, capital markets, and perhaps restructuring can be helpful in teaching you the general framework and terminology in these areas of the law. More holistically, a junior associate would benefit from having a detail-oriented focus, good communication skills, and a willingness to ask questions.

What is the most challenging aspect of practicing in this area?

The best thing about our practice is also the most challenging. You are constantly pushed out of your comfort zone as a result of the varying nuances from project to project and client to client. Financing a hydropower plant in Peru or developing a thermal plant in Laos is very different from financing a port in Brazil, an LNG terminal in Louisiana, or an offshore wind project in the U.S.

What misconceptions exist about your practice area?

We find that the inclusion of the word “finance” in the name of our group dissuades candidates without a business background from inquiring into our practice. In reality, on any given day, we are equally as likely to find ourselves negotiating a construction and engineering contract, a guaranty, a political risk insurance policy, or a Mexican fiduciary trust as we are a loan document. Hands-on experience and our professional development programs will give you the finance tools you need to be successful. Our practice is concentrated in energy and infrastructure, but associates learn that the work within these industries is extremely broad and affords the added challenges of working in different jurisdictions and cross-border transactions.

What is unique about your practice area at your firm?

The breadth of knowledge that an energy and infrastructure finance attorney must master extends far beyond the legal aspects of a transaction. In order to make the many complicated pieces of each unique transaction come together, it is incumbent upon us to have a working knowledge of the technology, industry, and country, as well as the various parties involved in these complex transactions.

Energy and infrastructure finance lawyers have to stay ahead of trends and keep track of many moving variables, including capital liquidity, global commodities prices, interest rates, renewables technology, geopolitical change, and changes in law. The core skills of deal architecture will translate across these spaces.

As the power infrastructure around the globe experiences a generational shift to gas and renewable power and the commodity-based economies face unprecedented challenges, our clients find themselves needing to be nimbler and more strategic than ever.

What are some typical tasks that a junior lawyer would perform in this practice area?

Early in your career, you will find yourself taking control of a particular workstream for a transaction. We tailor our assignments around constantly giving associates the opportunities to expand their skill sets. It is not unusual for junior associates to be the day-to-day interface with clients, keeping them apprised of relevant action items or answering questions. Finally, as a junior associate, you will find yourself taking the initial attempt at drafting the varied types of legal documentation that comprise the framework of a transaction. All of this is done within a supervised environment focused on training but also challenging associates. We benefit from the firm’s reputation and ability to attract the most complex, world-class, and largest project financings in the world, creating unique learning opportunities for junior associates.

Roland Estevez, Partner, and Carolina Walther-Meade, Partner — Project, Energy and Infrastructure Finance

Roland Estevez is a partner in Milbank’s Global Project, Energy and Infrastructure Finance group in New York. Mr. Estevez’s practice is primarily focused on the representation of financial institutions, multinational corporations, and developers across a broad spectrum of sectors, including renewable and conventional power, social and transportation infrastructure, and mining throughout the Americas and particularly in Latin America. He is recognized as a leading project finance lawyer by Chambers Latin America, Chambers USA, and The Legal 500.

Carolina Walther-Meade is a partner in Milbank’s Global Project, Energy and Infrastructure Finance and Latin America Practice groups and is consistently recognized as a leading project finance lawyer by Chambers Latin America, Chambers USA, and Legal 500 Latin America. She has extensive experience representing clients in cross-border financings and international project finance and development, with an emphasis on transportation, oil and gas, infrastructure, mining, and energy projects throughout Latin America. Many of these transactions have been recognized as “Deals of the Year” by publications such as IJGlobal and LatinFinance.

Greg Jehle, Associate • Jessica Springsteen, Partner
Clifford Chance US LLP

Describe your practice area and what it entails.

Greg: My practice is primarily project finance, focused largely on energy and infrastructure projects. I also work on development finance transactions more generally, for example, on-lending transactions to small and medium enterprises (SMEs) or loans to corporates and industrial entities for projects designed to help increase development and support the economy in developing countries. I work on LatAm deals; domestic projects and transactions; and a number of projects around our global network, including in sub-Saharan Africa and a key region of interest to me, the Middle East and North Africa (MENA). I have studied, worked, and lived in several places in the region, including Damascus and Dubai.

Jessica: I work for the Americas Energy & Infrastructure Group. Our practice is focused on supporting commercial bank lenders, multilaterals, and sponsors in the financing of energy and infrastructure projects, primarily in Latin America.

What types of clients do you represent?

Greg: I have represented lenders and financial institutions, along with borrowers and sponsors of major international projects transactions. The nature of my work largely focuses on supporting lenders, mostly development financial institutions (DFIs), including the multilaterals, such as IFC and International Development Bank; European DFIS, such as Proparco, FMO, and DEG; and the U.S. agencies, such as DFC and U.S. EXIM.

Jessica: I have two buckets of clients: lenders and sponsors. The lenders are commercial banks, like JP Morgan and Credit Agricole, or multilateral institutions, like IDB Invest and IFC. These are organizations whose mission is to be lenders of last resort in emerging markets. That means their role isn’t to merely profit—they also have a mission-based mandate (e.g., IFC’s mission is to eliminate poverty). In the current situation with COVID‑19, we’re seeing multilaterals more active in supporting countries struggling with the pandemic. My sponsor clients are those like AES—a Fortune 500 energy company—which I’ve been working with as they move towards a more green/carbon neutral portfolio of assets.

What types of cases/deals do you work on?

Greg: I’d say the biggest component of my project finance work is on power projects. There have been a lot of renewables projects over recent years. I’ve done a few deals in Argentina through the RenovAr renewable energy program, including wind and solar projects. The geographic scope is wide—I’ve advised on a wind project in Texas and a port in Ecuador and am currently working on a port expansion project in Iraq. In terms of general development finance transactions, I’ve worked on several on-lending deals where the DFI client is lending to a local financial institution for on-lending to consumers or SMEs in the host country. These projects have ranged from Central America to Tunisia, and even a Green Bond issuance in Egypt.

Jessica: I’m representing IDB Invest in the financing of a Floating Storage Regasification Unit (FSRU), which is essentially a ship that receives shipments of LNG, turns it back into gas, and delivers it to an on-shore gas-fired power plant. They came to us because we have an incredibly strong maritime practice, coupled with a deep knowledge of the LatAm energy sector. This project plays perfectly to our strengths as a global firm—our E&I Group has worked seamlessly with our Maritime team out of Singapore, Hong Kong, and Australia.

How did you choose this practice area?

Greg: I was looking to work in a field with an international focus—somewhere I could use my language skills and capitalize on my regional interest. I wanted exposure to deals across the world. Project finance seemed like a really good fit.

Jessica: I think the practice area chose me! I worked at International Finance Corporation in the legal department right out of college, which at the time was primarily a project finance lender. There was no strategic decision on my part—simply, fate!

What is a typical day like and/or what are some common tasks you perform?

Greg: Of course, this past year has been a little different from most years. In the morning, I usually have calls, particularly when working on projects with clients and counterparties in different time zones. Those calls can be conditions precedent (CP) checklist calls, or if you are at the negotiation stage, you meet to go through issues and discuss documentation or to provide general updates. I usually just have a written list of things I need to do during the week (which changes daily)—drafting documents, looking at comments, marking up feedback, or handling business development tasks. I usually take a break in the evening to get exercise, eat dinner, spend time with my wife, and be a “normal human being.”

Jessica: Since we’re now working remotely, I start by getting my children and husband squared away for the day so I can work in peace! No two days are the same, and that’s why I love this job. I usually start with calls to clients and external counsel and also to stay in touch with junior team members to help them to deliver what they need. I also spend a lot of time going through and responding to emails. As you progress in your career, your responsibility increases. I am now at the end of every decision for our clients. I try as best I can to be responsive and to stay on top of things. I always try to walk, jump on the Peloton, or practice yoga at least one hour every day. For me, it’s the best way to stay sharp, focused, and—most importantly—find balance.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

Greg: One of the basics would be to enroll in a class on secured transactions. You need to know some of the essentials—for example, the Uniform Commercial Code (UCC) and perfection mechanics for NY law deals. These are important in project finance transactions because the lender generally takes a security interest over all of the borrower’s assets, including physical assets and contracts. I’d also recommend looking into classes on general project finance principles (if available at your law school) or international business transactions more generally. Language is also something that really does come in handy. Many of my colleagues speak a second language, which when you work in a global firm, can be a real help when building and nurturing relationships with colleagues or clients across the network.

Jessica: It really depends on where you’ve come from. There are two paths from college—straight into a law firm or other work experience. Both are valid and useful! If you’ve joined a firm straight from law school, it is important to have some sort of course work relating to transactional law. If you want to be “useful” from the start, having an understanding of what the team is actually doing, their pressures, and influences will be quite helpful. I’ve always been so impressed with law school grads I’ve met who have taken the time to invest in reading and learning about the type of work that we do and what’s involved. For those who decide to work first, seek out mentors or work experience relating to project finance where you can. The experience that comes from working in the “real world” can’t be undersold.

What do you like best about your practice area?

Greg: I like the tangible impacts my practice delivers. Project finance has a direct connection to the real economy, actual physical projects that are benefiting people, and the development of countries. You feel like your work is contributing to change—you’re actively working on real-world problems and have to consider a wide range of influences and challenges to bring a deal to fruition.

What is unique about your practice area at your firm?

Jessica: What is unique about project finance in general is that there isn’t a regulatory book or code that you can look to for answers. The practice is contract-based and everchanging. Because we advise on renewable energy and infrastructure projects, you have to at times put on your engineering hat and consider the implications to your project of a number of highly technical factors. You also have to understand local law issues and the local political environment. Finally, you need a thorough grounding in financial matters, since our projects are operating companies!

What are some typical tasks that a junior lawyer would perform in this practice area?

Greg: I think you get a fair amount of responsibility early on at Clifford Chance. So you can expect to be working on the full range of tasks—you lead calls and can be coordinating the CP process early on. I remember drafting main loan agreements by the end of my first year. You learn a lot on the job and learn very quickly how projects work, including analyzing other counsels’ documents and considering what needs to be changed for your client.

In what ways has the coronavirus pandemic affected your practice? How have you adjusted to lawyering in the wake of COVID-19?

Greg: I think the impacts of the pandemic haven’t hit us as hard as other practices in terms of how we do business. It has been a smooth transition as so much of our work has historically been to coordinate with people working in many different jurisdictions. You can be working from Washington with a lender in New York or Paris, local counsel in Sierra Leone, and a sponsor in Abu Dhabi, for example. We’ve always relied heavily on conference calls. One point to note is that multilaterals and other DFIs have a mandate to fill funding gaps where the commercial banks can’t lend. Because many of our clients are in that space, the current environment is a bit less challenging. 

Jessica: This year has proven that working remotely does work! For a business, it can save money and time, and we have also seen working parents afforded the opportunity to stay practicing and develop. How we engage with clients has also changed. We cannot travel to see them and negotiate transactions face-to-face; we have to get creative in terms of how, and how frequently, we connect with clients and stay in touch with our peers.

Greg Jehle, Associate—Energy and Infrastructure;
Jessica Springsteen, Partner—Americas Energy & Projects Group

Greg Jehle is in the Energy and Infrastructure group. His practice focuses on project finance and other cross-border development finance transactions.

Jessica Springsteen is a member of the Americas Energy & Projects group. She regularly advises commercial banks, multilateral organizations, and export credit agencies in all aspects relating to the development and financing of energy and infrastructure projects worldwide, with a particular emphasis in Latin America.

Robert Freedman, Lead Industry Coordinator and Partner
Shearman & Sterling LLP

Describe your practice area and what it entails.

We describe project finance as a sector-specialty practice as opposed to a product-specialty practice. In a product-specialty practice, you focus on one particular kind of transaction or a group of types of transactions regardless of sector. So, if you’re an M&A lawyer, you could be working with companies spanning various industries, such as health care, media, and sports. At the end of the day, M&A is M&A. When it comes to our work in project finance, we consider ourselves specialists in the energy and infrastructure sectors and work on all different types of products that apply to that sector. Within our group, we handle M&A, finance, and capital markets with the common theme being that they all relate to the energy and infrastructure sectors. Project Finance is one of the few practices that is like that.

What types of clients do you represent?

One of the things we are very proud of in our group at Shearman and one of the reasons why we are ranked so highly globally is the diversity of clients that we have. Our clients span every type of institution that invests in the energy and infrastructure sectors. They range from governmental entities, like the U.S. Department of Transportation and the U.S. Department of Energy; multilateral entities, like the International Finance Corporation (part of the World Bank); development finance institutions; export credit agencies; and the private sector, such as General Electric, ENGIE (French energy conglomerate), and Dow. We also represent private equity and infrastructure funds, including OMERS, CPPIB, and Fortress, as well as large financial institutions, including commercial banks and investment banks.

What types of cases/deals do you work on?

As previously mentioned, one of things that really sets our group apart from other groups globally is the depth and breadth of sub-sectors and products that we cover. Our team is specifically designed to cover all sub-sectors in the energy and infrastructure space, including renewables, power, and other forms of alternative energy. In the infrastructure space, we cover everything from transportation to social infrastructure. Within these areas, each of us has a major, an area that we focus on and specialize in, and a minor, an area that we are proficient at but not what we are better known for.

My major is power and renewables with a focus in the U.S. My minor is general infrastructure-related work. The types of work that we’ve done even just this year range from the financing of a biomass pellet production facility in Arkansas to the refinancing of several power projects throughout the country to the financing of a portfolio solar project. We’ve also done a number of deals in the U.S. renewable space this year. On the M&A front, the firm represented CPPIB when it took private Pattern Energy, which is one of the country’s largest renewable energy developers.

How did you choose this practice area?

I have an undergrad degree in finance, so I felt like I wanted to do something business related.  I was also really interested in using my law degree to build something constructive. In researching different practice areas, I found the project finance practice area which focuses on actually building things like roads and power grids. In our group, we like to say we “turn the lights on in those places in the world where the lights were not turned on.” We build infrastructure in areas where that’s needed—in other words, we really do build necessary assets around the world.

What is a typical day like and/or what are some common tasks you perform?

That’s a hard one to answer because there is no typical day and that’s the beauty of working for a firm like Shearman. I would divide up my workload at the partner level into three different areas. My overall business is composed of deal and client-related work. Another part of my work is devoted to thought leadership or just market knowledge and research, and the third area is administrative. So, it depends on what is going on at a particular day, week, or month.

During a heavy deal-related month, my days are spent working on documents, closing matters, managing deal-related issues, and negotiating with different parties. On quiet days, I tend to focus more on thought leadership. I always try to devote some portion of my time to thought leadership or market knowledge, which means I spend a lot of time reading about what’s going on and thinking about how I can present myself to the market and how I can build my brand. In terms of the administrative work, as a partner, I’m responsible for helping to run the firm. I sit on the firm’s Recruiting Committee which oversees our recruiting efforts and summer program.

What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?

There tends to be two dominant camps on this issue: those who believe you can take a broad set of classes in undergrad and in law school and those who believe that you should focus on classes more tailored toward what you want to do. I don’t believe there is a “right answer” here but because I went to business school in undergrad, I tend to fall on the side of taking classes that you think are going to be relevant at some point to your practice. It’s important to hit the ground running. Classes that are appropriate to a project-related practice focus on topics like secured lending, corporate tax, bankruptcy, securities law, some type of administrative law class, and corporations. If you can take a negotiations class, that’s great. Some law schools also have actual classes in project finance. If you are at a law school that has that available and it’s something you are interested in, you should take it!

What is the most challenging aspect of practicing in this area?

By far the most challenging aspect is the breadth of knowledge and skills that you’re expected to have because it’s a sector practice, as I mentioned previously. In other words, you’re expected to know a lot about the sector, and then you’re expected to be able to cover all the different products in that sector. So you not only need to be well versed in how energy and infrastructure projects work, but you need to know how an M&A transaction is done, how a debt financing works, and how an equity investment works. There are certainly people within our group who focus more on one particular area than another, but I would say the best trained associates and partners in the group are those who have a very wide skill set. But by the time you’ve been doing project finance for seven or eight years or so, which is often the lifespan of an associate before they start looking into partnership, you really do get well versed. And at Shearman, we have a great flow of work to get you experienced.

What do you like best about your practice area?

One of the main things I like best is the diversity of deals and matters that you get to work on. This is the same aspect that makes the practice challenging. It’s constantly changing, so you’re not doing the same deal multiple times. You’re always doing something different—even similar deals across different sectors have different nuances to them. Second, this kind of work truly makes you feel good about what you do. For example, I work a lot in the renewable energy space—helping to reduce the effects of climate change. At the end of the day, you can drive along the coast in Hawaii and see wind farms up in the mountains and you know that you either bought or sold those, or you helped somebody develop them. As mentioned earlier, there are places in the world that never had the lights turned on until we helped somebody build a project there. It’s very rewarding work in that way.

How do you see this practice area evolving in the future?

I think it will evolve in a way that the economy evolves. The biggest topic right now in the energy sector is the transition from fossil fuels to alternative energy resources, and we’re one of the firms that’s very heavily involved in that energy transition. A lot of our clients who used to focus on the traditional energy sources—oil and gas, etc.—are setting up vehicles to invest in the “transition economy,” and we’re helping them on that. That includes things like large-scale battery storage, hydrogen fuel, and offshore wind, for example. We really try to be at the forefront of where our technology and the economy are taking us.

What kinds of experience can summer associates gain in this practice area at your firm?

We give summer associates as realistic an experience as regular associates have. Summer associates are really able to participate in a lot of deal-related work and thought leadership. For deal-related work, they’re going to be a member just like any other associate on the deal team. Regarding thought leadership, summer associates may be writing articles with me. During the last two summers, we worked together with an organization called The Deep Decarbonization Project on a large project drafting green bank legislation for different localities. This legislation is helpful for local municipalities that want to form a green bank and need the legislation to do that. That is an interesting project that summer associates have been working on with us over the last two years.

Robert Freedman, Lead Industry Coordinator—Energy;
Partner—Project Development & Finance

Robert Freedman is a lead industry coordinator for Energy and a partner in the Project Development & Finance practice at Shearman & Sterling LLP.

He focuses on finance and development, asset acquisitions and dispositions, and complex work-outs and restructurings of infrastructure assets across the breadth of infrastructure sectors, including power, renewables, and sustainable development.

Robert’s clients include major corporations, private equity and other institutional investors, banks, and financial institutions.

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