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

Robert O’Leary is a partner in the Project Development & Finance practice.

With a focus in Latin America, Robert regularly advises on a variety of domestic and international project development and limited recourse, corporate and acquisition financing transactions in the energy, infrastructure, and natural resources sectors. His clients include commercial, multilateral, and development banks, and investors and sponsors from around the globe. Clients frequently look to him to advise on their more complex or first-in-kind transactions.

Describe your practice area and what it entails.

I’m a partner in the firm’s Project Development & Finance (PDF) practice and also a member of the Latin America Group. I regularly advise on a variety of domestic and international project development and limited recourse, corporate, and acquisition financing transactions in the energy, infrastructure, and natural resources sectors. My clients include commercial, multilateral, and development banks, and investors and sponsors from around the globe. 

What types of clients do you represent?

I represent developers of energy infrastructure and mining projects. In Latin America, we represent lenders in many types of corporate financings for companies in the region. We also represent governmental or multi-governmental entities that generally finance energy infrastructure and mining projects. 

What types of cases/deals do you work on?

At present, we’re representing the Department of Energy in a proposed financing for potentially the biggest lithium project in the world. The financing is for the processing plant that will produce battery-grade lithium for electric vehicles using the lithium mined at the same project site. Having a U.S.-based lithium processing plant with a huge source of lithium with the capacity to produce battery-grade lithium for electric vehicles is a strategic goal of the U.S. Government. I’m also working on a corporate financing for a bank that is lending to a major telecom company in Latin America. It’s important to emphasize that often when I’m working directly with one of my clients in Latin America, we are working both in Spanish and in English.

 

Additionally, we just signed a financing in which we’re representing a fund based in Guatemala that is building a private toll road in that country. Quite recently, we signed the financing documents to build that toll road, and in that transaction, all of the communication is in Spanish. 

How did you choose this practice area?

My career path was more direct than many lawyers. When I was an undergrad, I very much wanted to work in international development and, specifically, at the World Bank. Unfortunately, I couldn’t make that happen at the entry level after graduation. As a result, I pivoted and worked in education in a high-needs school, then went to law school, and I found the path to do this work. Since I was angling towards working in international development since my undergrad career, when I discovered that I could work in this field at a major law firm, I was very focused on connecting with the right firms to make that a reality. I researched all the firms with the strongest track record in international project finance and took classes in this area when I was in law school. To me, what’s most important isn’t so much what your day-to-day work is going to be as it will vary, but rather in what area you want to make a career. It’s more about the industries or the actual underlying businesses that you’re representing, what they do, and whether that’s going to keep you interested for a long time. I knew that I was interested in this work and so I really focused on trying to make that happen.

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

Today, for instance, I got into the office at about 8:30 a.m. and reviewed a proposal for a new matter in the power sector in the United States. Then I had a weekly call with a corporate finance client to go over managing all of their corporate finance facilities. Then I had another call to discuss a new potential client in Chile. Then I reviewed some documents in relation to our Guatemalan project and a project in Chile where we’re doing some work for a transmission line financing. In short, a wide variety of things, which keeps it very interesting.

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

I think if they are interested in this practice area, then taking particular courses relating to it can help, which would be international development financing, sustainable financing, and/or secured transactions classes because these are nearly all secured financings in the end. Just the same way as you would secure a financing or a mortgage for your house, we do the same thing but for a solar power plant, for example, on a larger scale and with more complexity. Bankruptcy is another good course as our secured transaction financing documents are generally designed to protect lenders when a company cannot pay its debt. If you’re not one hundred percent sure what you want to do, and even if you are, I think the key thing is to be focused on creating your own passion for what you’re doing.


What do you like best about your practice area?

I love the international aspect of my practice and working on projects that are helping to develop Latin America—it’s a region I feel very connected to and that I visit all the time for work and for leisure. Also, we are working on the most sophisticated transactions in the region. We’re at the cutting edge in terms of the legal documentation; we also get to see the cutting edge in terms of technology. Right now is an incredible time to be working in project development and finance because of the energy transition and the entire world shifting away from fossil fuels and towards renewable resources. That just makes it even more interesting to be part of that movement and to play a critical role in it.

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

For a junior lawyer, I would say that one thing about our particular focus is that there’s a steep learning curve in the first few years because there is so much information and so much sector knowledge that you just won’t have. You’re trying to learn all the legal language, in English and in Spanish, perhaps, then you’re trying to learn all the sector and industry language in the energy and mining sectors, etc., and on top of all that, you’re trying to do good, high-quality, error-free work. As a very junior lawyer, you’re going to be doing things like just getting the t’s crossed and the i’s dotted, but that builds the basis for your general understanding of the practice. Once you’ve mastered the basics, such as getting signature pages correct, getting a certificate correct, drafting resolutions for the companies to enter into the transactions, you’re able to move to the next level and, in effect, you’re building a pyramid where you’re continuously adding platforms until you get to the point that you’re able to understand the whole transaction.

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

I think that what is happening in project development and finance is that there’s old school project finance, which is where you have a special purpose company that receives a loan from one or more banks and has very strict covenants about what it can and cannot do. And everything is sort of structured and programmed about what that company can do because all its financing is based on it not having any existing value. It’s a brand new company made just for this purpose: the strength of the contract that the company has to sell its product—whether it’s energy, metals, etc. What’s happening across the industry right now is that old school structure is becoming less common and there are so many different permutations as to what constitutes project finance. The sources of the funding might be private equity firms, commercial banks, or development banks. In the mining industry, we have all sorts of variety of sources of funding such as metals companies that make upfront payments for future deliveries of metal, and that’s a different type of financing where you’re forwarding your payments to the company so they can develop the mine, and then you’ll get paid back for years via actual deliveries of metal. I think in the mining industry there’s more variety of these types of sources of funding, and that’s becoming more commonplace across energy and infrastructure as well. 

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

We give the summer associates a variety of research projects. They assist us with writing articles and doing other things that we refer to as thought leadership, where we are working on our own knowledge and promoting it externally to the market about the industries that we work in and the things that we’re seeing and doing. We also try to have them sit in on a lot of client calls and team meetings because learning the practice of the law is an apprenticeship. It’s not as if someone is going to sit down and tell you how do to everything. That’s not how it works, but rather you’re going to be around practitioners, and you’ll pick most of it up on your own. It’s an effort to create balance: trying to teach them the detailed tasks but at the same time making sure that they don’t lose sight of what we’re doing in the big picture. This is also why I am a proponent of the hybrid office and actually being together in person a few days a week. Much of our work can be done remotely but the key learning experiences are more likely to happen when we are gathered together.