The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
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.
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.