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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.
Omar Nazif, Partner and Local Chair of the Finance Department • Kelly Cataldo, Partner—Finance
Latham & Watkins

Describe your practice area and what it entails.

Omar: Our Project Development & Finance practice advises industry participants across the full spectrum of the energy sector, including renewable energy, energy transition, conventional power generation, oil and gas. We represent parties on financings of and investments in energy projects, as well as on the revenue contracts, construction contracts, and other project documents that underlie these projects.

Kelly: The lawyers in our practice bring technical sophistication, industry knowledge, commercial focus, and global coverage to our representation of investors, lenders, and sponsors in nearly every energy and infrastructure sector and geography. We regularly execute more than 100 project financings worth billions of dollars in the aggregate every year, including many transactions that have been honored as “deals of the year” in markets around the globe.

What types of clients do you represent?

Kelly: My practice includes representing investors, lenders, and sponsors in all phases of constructing and operating renewable energy projects and infrastructure assets.

Omar: I also advise lenders, investors, and sponsors on financings and other transactions involving energy projects. Working for each of the different types of parties involved in these matters provides us with an understanding of what is important to each party, which allows us to help parties find commercial solutions that work for everyone.

What types of cases/deals do you work on?

Kelly: Some of my recent work includes financing (a) the first large-scale offshore wind project financed in the U.S. to date; (b) the largest single-site wind project financed in the U.S. to date; (c) the largest standalone battery project financed in the U.S. to date; and (d) the largest solar and storage project financed in the U.S. to date.

How did you choose this practice area?

Kelly: I wanted to work in a “green space” without knowing exactly what that would mean. In law school, I discovered project finance, where I could build a transactional practice substantially focused on renewable energy, which felt right—I could do well while doing good.

Omar: Before becoming a lawyer, I was an engineer. One aspect of project finance that captured my interest was the way the work revolves around enabling the construction of a tangible project. I also liked the way the documents are highly structured and well laid out—similar to the computer code I used to work on as an engineer.

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

Omar: We spend a lot of time counseling clients on how best to structure their projects to achieve their goals and discussing financing documents with them to help them ensure that the legal terms reflect the commercial deal. We also spend a lot of time on calls and in meetings negotiating deal documents with our clients’ counterparties. On most days, we also devote time to drafting or reviewing drafts of documents. Finally, we often take the lead on coordinating deal process—running checklist calls and the like—to ensure that all of the parties are working together to close the deal in as efficient a manner as possible.

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

Kelly: While I was fortunate to take a course specifically covering project finance in law school, I also discovered that the classes covering practical skills were particularly illuminating for the type of work we do—especially those focused on negotiation or finance concepts.

Omar: We spend a significant amount of time negotiating deals, so I would echo Kelly’s recommendation of negotiations classes. Accounting or “economics for lawyers” classes can also be very useful, as they provide transactional lawyers with the background to understand concepts that their clients focus on. Of course, for finance, courses on secured transactions or bankruptcy can be helpful, but they are definitely not a prerequisite.

What do you like best about your practice area?

Kelly: Many of the transactions we work on are the first of their kind—we guide our clients to novel solutions. The projects we work on ultimately provide communities with clean, domestically produced energy in industries that create jobs through construction and operation. Because of that, every day brings something different, and I like that challenge as opposed to “rinse-and-repeat” deals.

Omar: I always find it fun to pass a wind farm, solar project, or other power plant when driving and be able to say, “Latham played a part in building that.” It is also exciting to be at the forefront of developments in renewable energy and energy transition and to help clients participate in and take advantage of those developments.  

What is unique about your practice area at your firm?

Omar: Practicing project finance places you in the middle of a hub of specialties, including environmental, permitting, real estate, tax, and others. You get exposure to each of these areas and a lot of opportunities to interact with specialists from different offices around the firm.

Kelly: Because collaboration across practices plays such a key role in effectuating our project finance deals, we integrate with lawyers across the firm. We regularly get to know people outside of project finance and build up an expansive network with Latham experts in many practice areas.

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

Kelly: We tend to staff deals leanly, which provides junior lawyers meaningful drafting opportunities and client-facing responsibilities early on. The structure of our practice rewards those who are eager to dive in headfirst. Of course, we don’t throw junior lawyers off the deep end—we work with them to ensure they’ve developed the right skill set, and provide frequent trainings on the fundamentals to create a level playing field.

Omar: Additionally, our practice creates many early opportunities for junior lawyers to interact with clients. From the outset, junior lawyers take responsibility for deal checklists and lead coordination calls with large groups of parties, as well as work with clients on preparing documents.

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?

Omar: Staying in the know of market developments plays an incredibly important role in our practice. A substantial portion of our work centers on the energy transition, renewables, and liquified natural gas, all of which are constantly changing due to economic trends, legislation, and geopolitics. We add a lot of value by advising our clients on how to adapt to and take advantage of these changes. 

Kelly: Helping clients understand changes in the law is a crucial aspect of our client engagements. We invest a lot of energy in preparing articles, notes, and thought leadership. We turn to our associates to help us develop that guidance, which provides additional opportunities to reinforce those skills and knowledge of the market.

Omar Nazif is a partner in the San Diego office of Latham & Watkins, where he serves as Local Chair of the Finance Department. Omar advises lenders and sponsors on debt and equity financings of power and other infrastructure projects, with a particular focus on the renewable energy and energy transition sectors.

Omar’s experience includes structuring and negotiating financing arrangements, project contracts, and joint ventures, as well as advising on mergers and acquisitions of energy projects.

Kelly Cataldo is a partner in the New York office of Latham & Watkins. She advises clients through all phases of the construction, financing, and investment in renewable energy and other infrastructure projects located in the U.S. and Latin America.

Kelly regularly advises lenders, sponsors, and investors on transactions involving financing, tax equity investments, cash equity investments, and other joint venture arrangements, with a focus on energy transition assets.

Robert O’Leary, Partner—Project Development & Finance
Shearman & Sterling LLP

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.

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.

Daniel Gonzalez, Associate—Finance
Morrison Foerster

Describe your practice area and what it entails.

I work in the Finance group at MoFo and represent financial institutions in a wide range of secured lending, including venture debt, asset-based financing, first and second lien financing, and mezzanine financings. My practice involves advising financial institutions in all aspects of the “life cycle” of a loan, including origination, due diligence matters, drafting and negotiating the loan documents, and advising on amendments/restructuring to existing credit facilities.

What types of clients do you represent?

Commercial lenders, primarily banks and debt funds.

What types of cases/deals do you work on?

Most deals involve my clients providing debt facilities to early-stage companies in the life sciences and tech spaces. These credit facilities are often in the form of a term loan and/or revolving line of credit based upon the borrower’s accounts receivable, recurring revenue, and/or inventory.

How did you choose this practice area?

I did general corporate work during my first year of practice and had an opportunity to work on an acquisition financing. I enjoyed working through the complexities/nuances of the transaction and decided to focus my practice in the commercial lending space thereafter.

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

While the type of legal work is consistent, I would not say there is a “typical” day in my practice group (which is one of my favorite aspects of the Finance group). Depending on deal flow, I may spend the bulk of the day on the phone advising clients on legal risks in new credit facilities or amendments to existing deals, while other days may be weighted towards drafting and reviewing loan agreements.

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

For law students, I would suggest Contract Drafting, Secured Transactions, Negotiations, and Bankruptcy classes. I also participated in a clinic during law school, which I found to be very helpful in learning to manage client expectations and balance many projects at once.
What do you like best about your practice area?

It is a very fast-paced environment. Our team handles a high volume of matters, so in a typical day, I will often work on and bounce between 10 and 15 deals. Working on a wide range of deals keeps us up to date on market trends and provides a number of different/novel legal issues to work through.

What is unique about your practice area at your firm?

It’s both similar to other practice areas at MoFo and unique in certain aspects. Our firm has a strong emphasis on collaboration, and we will often work with other practice areas during loan negotiations, including tax, intellectual property, technology transactions, and investment managements teams, among others. Our practice group is also uniquely resistant to market volatility, as deal flow remains consistent even through economic downturns.

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

Summer associates can expect to work on projects/assignments designed for first-year attorneys, with support and guidance from senior attorneys in our practice group. This often includes drafting/preparing certain loan documents, assisting with due diligence matters, and interacting with clients during the loan negotiation process. Our goal is to provide summer associates with real/meaningful work that will help establish a strong foundation for when they join the group post-law school.

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?

Economic cycles play a significant role in the structure of loans, as well as market terms and negotiations. Our clients are some of the most recognizable lenders in the venture debt space, and we frequently collaborate on economic trends and strategy. Our group also has routine internal meetings to ensure that team members are up to date on market cycles.

 

Daniel Gonzalez grew up in the Boston area and attended Amherst College for undergraduate, then Boston University School of Law. Between undergraduate and law school, he worked with Tenacity, a nonprofit tennis and literacy program (and is still very much involved with the program today). When away from the office, he can be found spending time with family or playing tennis on a local court.

Geetika Jerath, Associate—Project Finance
Norton Rose Fulbright

Describe your practice area and what it entails.

My practice focuses on domestic and international business transactions and corporate matters, including mergers and acquisitions; joint ventures; project development; corporate governance; securities offerings; private equity; venture capital; and project financings involving renewable energy, energy storage, and power generation projects—including wind, solar, hydrogen, battery storage, and other technologies. I also have experience working with other industries including emerging technologies, health care, fintech, and oil and gas.

There is a large amount of M&A activity in the renewables field, and I represent both buyers and sellers of everything from shovel-ready projects to large portfolios of operating projects to entire renewable energy companies. My practice entails helping clients negotiate agreements, navigate the industry, and ultimately close deals. This can be anything from starting a brand-new company to helping with buying or selling renewable energy projects to advising on multimillion- (and sometimes billion-) dollar acquisitions. 

What types of clients do you represent?

I primarily represent renewable energy developers, private equity firms, and joint venture partners in the development of various opportunities that come up in the renewables field. My practice is unique in that I also represent startups in venture capital financings related to clean tech and the energy transition. This is an area in which I am developing my own expertise.

I have my own client that is a startup that I brought into the firm, so I get to help them with everything from formation to financings and as they grow, hopefully with project development deals and exit. 

What types of cases/deals do you work on?

I mostly work on M&A deals, joint ventures, and startup/VC deals. I have also worked on tax equity and debt financing deals. For example, I have represented a solar development company in the sale of a development-stage power generation project, a company in the formation of a joint venture with the goal of developing offshore wind projects, a private equity firm in a tax equity financing for a solar project, a renewable energy company in a merger, and an energy transition startup in a Series A financing.  

How did you choose this practice area?

I took several energy classes in law school knowing that I would come back to Texas to practice after law school. I also had the opportunity to take a renewable energy seminar. As part of the seminar, we read articles by various leaders in the renewables field. I came across articles written by Keith Martin, the U.S. Co-Head of Projects at Norton Rose Fulbright and an industry leader in energy and renewables work. It was a full-circle moment to join the practice he leads at Norton Rose Fulbright.

I am drawn to the aspect of being able to focus on climate change in a very tangible way. We actually get to see these projects be fully developed and can say that we helped put megawatts in the ground. In my first two years at the firm, I worked on a solar M&A deal and also did the tax equity financing for it. I just attended the ribbon cutting for the solar project at the project site. It was surreal to actually see the project live in person as well as meet all of the people who helped make it a reality. We even received a deal toy in the shape of a solar panel! 

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

Every day is so different, but that is what makes the practice so exciting. Our team gives junior and mid-level lawyers opportunities to serve as lead associates on certain deals. As a fourth-year associate, I regularly serve as the lead associate on M&A, financings, and startup/VC deals. Most of what that entails is contract drafting, negotiating various agreements, running the signing and closing process of the deal, attending client and negotiation calls, managing the due diligence process, and supervising other team members. 

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

You do not have to have a renewable energy background to join our practice because you will learn so much early on at Norton Rose Fulbright. If you know that you have an interest in this space, you should take any energy classes offered at your law school. If you have the opportunity to take a renewable energy class, that is even more beneficial. Additionally, classes related to contract drafting are critical. Developing those skills early on will allow you to understand how contracts work and how to draft them. Similarly, transactional law clinics, negotiations classes, and specialist classes (such as IP, business associations, mergers and acquisitions, real estate, securities regulations classes, etc.) will all benefit you if you’re interested in joining a transactional practice in the renewables field.

What do you like best about your practice area?

The passion that lawyers, clients, and others involved in the industry have for this type of work coupled with the innovation that you get to be a part of are what I like best about my practice. We are all working toward a common goal of getting as much renewable energy built as possible.

There is so much development in the renewable energy industry because the industry is constantly evolving. We get to be a part of shaping what the industry looks like. There is always something new to learn that provides opportunities for you to develop your own expertise to power your own career. 

Everyone involved in this field is truly passionate about this kind of work. They really care about commercial issues and learning about new developments, which is something that Norton Rose Fulbright also values.  

What is unique about your practice area at your firm?

We have a large team of projects lawyers and professionals with a deep history in renewables. Norton Rose Fulbright has been involved in the industry for decades and was critical in shaping the renewable energy industry. We get to do cutting-edge, first-in-country, first-in-technology, first-type of transaction deals. Our international clients look to us to help them with investments in the U.S., which gives us an opportunity to teach others about the U.S. market as well. 

Another unique aspect about the practice area at Norton Rose Fulbright is that you have the opportunity to be entrepreneurial as an associate. You learn how to develop clients and have the flexibility to shape your career. For example, I co-founded the U.S. Energy Transition Associate Team with another associate at the firm. It is an opportunity to bring people together who care about energy transition issues. I also have the support of my partners to focus on business development with my peers in the industry. 

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

Our summer associates are involved with actual deal work as frequently as possible to provide an experience similar to that of a first-year associate. They will help draft ancillary agreements, sit in on calls, and help with closings. When I was a summer associate, I was tasked with drafting ancillary documents that were ultimately sent directly to a client. Opportunities like that are great for relationship building early on in a summer associate’s career. We are always excited to see them again when they come back as associates.

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?

One of the reasons the firm is so well known in the industry is because we understand the renewable and energy transition markets, the commercial perspectives, and the technology just as much as the legal side. We walk hand in hand with our clients to help them navigate the industry. 

We have various resources available that are produced by our team, like our Project Finance Newswire that reports on developments in project finance and the power sector and often includes articles that provide foundational knowledge for project finance. We also have a podcast called Currents that features experts in the field speaking on a variety of relevant and cutting-edge topics in the power industry. 

It is also important to get involved in networking groups and in the community. For example, I co-chair the Austin chapter of the Women of Renewable Industries and Sustainable Energy, which allows me to interact with like-minded women who are also in the industry. We participate in lunch-and-learns, business development events, and other educational opportunities to learn more about the industry.

Geetika is an associate in Norton Rose Fulbright's Projects group. Her practice focuses on domestic and international business transactions and corporate matters, including mergers and acquisitions, joint ventures, project development, corporate governance, securities offerings, private equity, venture capital, and project financings involving renewable energy, energy storage, and power generation projects—including wind, solar, hydrogen, battery storage, and other technologies. She also has experience working with other industries including emerging technologies, healthcare, fintech, and oil and gas.

Geetika co-chairs the Austin Chapter of the Women of Renewable Industries and Sustainable Energy organization and the Norton Rose Fulbright U.S. Energy Transition Associate Team. Geetika was also nominated to join the Council on Foreign Relations Young Professionals Briefing Series, is a part of the firm’s Minority Equity Council, and participated in the Houston Young Lawyers Association Leadership Academy.

Prior to law school, Geetika served as the Special Assistant to the President of The University of Texas at Austin. Through this role, she was a strategic consultant and advisor to the president, led the development of the university’s international strategy, and assisted the University's lead counsel with argument preparation for the United States Supreme Court case, Fisher v. University of Texas.

Cynthia Urda Kassis, Partner—Global Project Development & Finance
Shearman & Sterling LLP

Describe your practice area and what it entails.

The Project Development and Finance practice focuses on the development, financing, operations, and expansion of large capital projects in multiple industry sectors—including the power sector (today, particularly renewable energy and climate change-related technology transactions), natural resources (including oil and gas and mining and metals—critical minerals projects), and infrastructure (including transportation—roads, rail, ports—water, transmission, and data centers). It is a very broad practice in the sense that it runs the gamut from the development phase through the financing phase and beyond to expansions, sales, and even restructuring, in addition to crossing multiple industries. It is an evolving and dynamic practice, strongly connected to what is happening in the world and you can read in the headlines.

What types of clients do you represent?

We represent a broad range of players in the Project Development and Finance sector.

We represent companies that are developing capital projects, providers of debt funding, equity investors, those who invest through hybrid structures, service providers, and more. This would include commercial banks, private equity and other types of funds, governmental agencies, multilateral institutions, and commodity traders—in the case of funds, whether general or specific (i.e., focused on ESG, renewable energy, climate change, critical minerals, or supply chain security matters).

With respect to government players, we represent the Department of Transportation, the Department of Energy, and other U.S. entities like U.S. EXIM Bank and DFC, which focus on international development activities. As to multilaterals, we represent the World Bank’s IFC and export development banks from other jurisdictions (JBIC in Japan, KfW in Germany, or BNDES in Brazil).

What types of cases/deals do you work on? 

We recently completed the Belize Blue Bonds transaction where we worked with The Nature Conservancy (TNC) in its innovative $364 million financial transaction with the Government of Belize that will enable the country to reduce its debt burden and generate an estimated $180 million for marine conservation, in support of Belize’s commitment to protect 30 percent of its ocean, strengthen governance frameworks for domestic and high sea fisheries, and establish a regulatory framework for coastal blue carbon projects.

We worked with ENGIE, an international power company, on its decarbonization efforts in Chile, which included a financing with IDB, one of the World Bank entities, which pioneered a financing technique that would allow ENGIE to retire early certain fossil fuel plants and switch to renewable energy assets.

We are also working with an international junior mining company (Australian, Canadian, and Argentinian) as it develops a lithium project in Argentina, and we worked with the Department of Transportation on its TIFIA Program, including its funding for the refurbishment of Penn Station, creating Moynihan Station in New York City.

Finally, we have been working with the Panama Canal Authority for almost 15 years in connection with its canal expansion and other projects.

The above examples serve to reflect the breadth of Shearman & Sterling’s Project Development and Finance practice.

How did you choose this practice area?

Back in high school, I was an exchange student in Latin America, which piqued a keen interest in the region and led me to pursue an undergraduate degree in international studies with a focus on Latin America. A few years later, when I graduated from law school, I was looking for a job that would keep me involved in this region.

This is how I began my career at Shearman & Sterling, coincidentally at a time when the region was really opening up and when investors were using Project Finance as a way to mitigate political risk concerns when it came to investing in the region. The more I understood Project Finance, the more interesting it became. To this day, Project Finance remains intellectually challenging to me as it continues to evolve with the world.

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

I’m not sure that I have a typical day—and that’s what keeps my job interesting.

On some days, I could spend a lot of time on the phone with clients looking at structuring transactions, talking through a specific objective they are trying to achieve, and weighing and analyzing the pros and cons of the different options they may have.

On other days, I could be negotiating a term sheet, a credit, or other agreement virtually or in person.

A lot of my day to day is, I guess, analyzing proposed projects and the different ways of structuring transactions for those projects—the best ways to achieve client priorities and how to analyze requests coming from the other parties in the transaction.

“How can we come to a mutually accepted resolution of the issues that need to be resolved in implementing the transaction?” is also a common question I seek to address through my conversations with clients.

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

That’s an interesting question because I always say that so much of law school is really focused on litigation and on training lawyers to be great researchers and litigators. I think gaining experience at transactional clinics can provide students interested in transactional practices with hands-on experience, and a practical look at what a transactional practice is actually like at a law firm. I know NYU offers transactional clinics, particularly I know they have an international transactional clinic that one of our alums, Deb Burand, runs as we work with that clinic from time to time. Hands-on, practical experience will allow students to apply what they have learned in theory and will prepare them for what to expect in a transactional career in law.


What do you like best about your practice area?

First, I like the concrete nature of the practice and the fact that our work can actually lead to a physical facility being built, which will hopefully better the lives of many people. Also, you can track the progress and results of your work over time—which I find incredibly rewarding. I can see Moynihan Station and walk into it. I can visit Panama and see the new set of locks. I can physically see and tour the renewable energy projects. Seeing our work come to life like that helps us realize the impact it can have on communities.

Second, I like the fact that Project Finance is an area that is constantly evolving, newsworthy, and relevant. Climate change, for instance, makes its way to headlines every day, and it drives a lot of the work we do.

Third, that same work can be global in nature, which leads to us working on projects in different countries across the globe. This also shows us that one size doesn’t fit all and that context is crucial to any transaction work we engage in.

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

Junior lawyers will spend time doing research on particular issues that come up in the context of the transactions we work on. As part of their training and development, they will also be involved in client calls and negotiations, and may be working on closings, preparing secretary certificates, or interacting with clients and counsel for the parties involved in the transaction in preparation for closings. As they progress in their careers, they will begin preparing initial drafts of key documents and they will be part of the negotiations and the preparation of issues lists that come out of discussions. Depending on their interests, levels of comfort, and desire to step up and take on more and more responsibility, they can manage their progression to becoming involved in all aspects of a transaction.

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

Our practice is in a continuous state of evolution. For instance, climate change and the technology needed to mitigate climate change are front-and-center and we are witnessing a lot of our transactions being affected by or driven by that. There are a lot of projects involving existing facilities looking to decarbonize, reduce the amount of water they use, or generally become more environmentally friendly. There are also a lot of transactions coming out of the COVID-19 pandemic as they relate to supply chain security arrangements and climate change issues. I expect to see the practice continue to evolve as the world evolves.

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

It all depends on what projects we have going on at that particular moment in time. We try to involve summer associates in a couple of different stages of projects, including sitting in on the initial discussions structuring the transaction, being present during the negotiation process of the documentation, and being in the room when we’re closing a project.

At our firm and in our group, we try our best to expose our associates to the multiple and different aspects of a career in Project Development and Finance.

Cynthia Urda Kassis is Global Project Development & Finance Practice Group Leader and a Lead Industry Coordinator for Metals & Mining.

She focuses on project finance, joint venture transactions, and restructuring in the mining, energy, and infrastructure industries.

Cynthia’s clients include corporations, traditional and alternative financiers, government agencies, and development institutions.

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