© 2012 The Texas Lawbook.
By Mark Curriden, JD
Senior Writer for The Texas Lawbook
Mark Berg had a nickname during his football years at Greenhill Academy: the Iceberg. He was an immoveable object on the Hornets’ offensive line.
Thirty-seven years later, Berg has yet to escape the nickname or the reputation for being cool, calm and unshakeable, especially when the pressure is on.
Now the general counsel of Irving-based Pioneer Natural Resources, Berg has handled some of the most complex legal transactions in the global energy sector during the past few years. The energy deals, which valued in the billions and completely transformed the large, independent oil and gas exploration and production company and its investments, were negotiated, in some circumstances, under extreme political pressures.
During the same time period, Berg initiated new corporate compliance efforts at Pioneer that his colleagues say are a model for other businesses to follow.
“Mark and I sat side-by-side as we had several extraordinarily complicated agreements we were trying to get done in places such as Tunisia, Argentina and South Africa,” says Pioneer Chief Financial Officer Richard Dealy. “There were significant external pressures on some of these deals, but Mark never wavered in standing up for the best interests of the company or from our commitment to ethics.
“Mark is exhibit A in exemplifying ethics in law and business,” adds Dealy.
This week, the Texas General Counsel Forum, which is an organization of the top legal officers at the state’s 350 largest corporations, honored Berg with its prestigious Robert H. Dedman Award for Ethics and Law.
Berg, who is 53, says that the award says is more about the corporate culture and his colleagues at Pioneer than anything he’s done.
“Being able to identify right from wrong and then stand up for what your values – that is what is important,” he says. “Sometimes, the legal profession gets so focused on compliance and the specific rules that they forget to get it right. I’m privileged to be at a company where the corporate culture is about doing what’s right.”
Dealy and other leaders at Pioneer, as well as lawyers at the firms that represent Pioneer, adamantly contend that Berg is the perfect role model for legal ethics.
“A lot of lawyers talk about legal ethics and professionalism, but Mark’s entire career has been a demonstration of ethics,” says Josiah Daniel, a partner at Vinson & Elkins in Dallas who, along with fellow partner Michael Wortley, nominated Berg for the award.
“Mark’s entire career demonstrates courage in confronting and dealing with difficult ethical problems of and within the companies he has served, and resolving them based on principle, rather than expediency,” according to the nomination letter submitted by Daniel and Wortley.
Adds Jeff Chapman, a partner at Gibson Dunn in Dallas and one of Berg’s closest friends, “From a young age, Mark demonstrated that, no matter the task, he was tough and committed to success. He sets the bar very high for himself and those around him.”
A 1983 graduate of the University of Texas School of Law, Berg started his career in the corporate law section at V&E in Houston. In 1997, he became the general counsel at American General Corporation, a Fortune 200 insurance-based financial services company with more than 90 in-house lawyers.
Following the sale of American General to American International Group in 2001, Berg was named general counsel and corporate secretary at Hanover Compressor Company, a Houston-based natural gas compression and processing company.
At the time, Hanover was under investigation by the U.S. Securities and Exchange Commission for improperly reporting financial results from previous years. Berg led the company’s internal investigation. He left no stone unturned and pulled no punches with the findings, which led to the resignation of the company’s co-founders.
“He pushed for multiple accounting restatements that were unpopular at the time, but ultimately served as the basis to successfully resolve the SEC’s investigation and securities litigation,” according to the letter nominating Berg for the ethics award.
In April 2005, Pioneer CEO and Chairman Scott Sheffeld offered Berg the position of general counsel and executive vice president. During the past seven years, Pioneer’s market cap has grown to $12.7 billion and the company has been one of the best performing energy companies in the S&P 500.
Berg says the company’s focus on investments has changed dramatically during his seven years as GC.
“When I came to Pioneer, we had substantial assets around the world,” says Berg. “When our opportunities in the shale play became clearer, the management team and board refocused our attention from the international high-risk, high-reward to lower risk North American-based investments.”
Pioneer systematically starting looking for “opportunistic times to divest of the assets that were geologically and politically high-risk,” he says.
Berg had been on the job only a year when he led Pioneer’s sale of its oil and gas assets in Argentina in 2006 for $675 million. In 2011, he engineered Pioneer’s sale of its Tunisian oil exploration and production assets to Austria’s largest industrial company for $866 million. And this August, Berg closed Pioneer’s sale of $52 million in South African assets.
On the flip side, Berg has been instrumental in Pioneer’s aggressive expansion into the Spraberry oil field in West Texas, the Eagle Ford Shale in South Texas, the Barnett Shale in North Texas and the North Slope in Alaska.
“The company is growing at a very fast pace,” he says. “Our challenge in the legal department is to keep up with our operations. From managing the legal functions to advising and executing business decisions, the role of the legal department at Pioneer has changed dramatically since I’ve arrived.
“Our in-house lawyers have developed great relationships with our asset management teams, as well as our counterparts throughout the corporation,” he says.
Pioneer’s in-house legal team has doubled in size under Berg – from seven lawyers when he joined to 15 today.
Bill Hannes, who is Pioneer’s executive vice president over its South Texas operations, says that he and Berg “spent a lot of long nights together” negotiating the company’s highly complex $1.3 billion Eagle Ford Shale joint venture with India-based Reliance Industries in 2010.
“There were lots of frustrations, but lots of laughs, too,” says Hannes. “Most lawyers in the negotiating process want to win at all cost and take everything, but Mark focuses on what is fair and right for all involved.
“Mark is also very good about biting his tongue when anyone else would have exploded in frustration,” he says. “Mark knows that exploding would have caused more damage than good.”
Not that Berg isn’t competitive, Hannes says, because he is – even at fishing.
“At our corporate retreat in Cabo, Mark’s wife and I each caught a Marlin,” Hannes says. “Mark then caught a shark. We couldn’t stop laughing.”
Berg and his legal team work with a handful of outside law firms, including V&E, Bracewell & Giuliani, and Gibbs & Bruns. He also doesn’t hesitate to reach out to smaller firms or individual lawyers, such as Drew McCollam and Harrell Feldt.
“We hire the right individual lawyers who have values similar to ours,” says Berg. “We hire lawyers who know our company and want to partner with us. We still see this as a legal profession, not as a commodity and we treat it as such.
“The law firms that will survive in this new environment are those who go back and look at how the practice of law used to be,” he says.
Berg’s commitment to community can be witnessed in his extraordinary devotion to CASA, the court-appointed special advocates volunteer program that serves abused and neglected children. As the new chairman of Dallas’ CASA program, he helped the non-profit raise more than $1.1 million through its charity golf tournament.
“Mark’s involvement in CASA is passionate,” says CASA President Steve Penrose. “He has invested a lot of time and energy, from personally negotiating with our consultants to developing a long-term strategic plan. His engagement has been intense.”
Penrose points out that Berg’s wife, Fran, has personally taken on a CASA case as a volunteer.
“All children should have the opportunity to grow up in safe homes and environments where they can become productive citizens,” says Berg. “Unfortunately, there are as many as 2,000 abused or neglected children at any time in Dallas County who have been removed from their homes due to unsafe conditions. Sometimes, the circumstances for these children have been unimaginable.
“Dallas CASA brings the power of over 600 volunteers to serve as voices in the courts and the community to ensure that these children are placed in safe, permanent homes where they can thrive,” he says. “We envision a day when every child has a powerful voice in the courts and in the community.”
© 2012 The Texas Lawbook. Content of The Texas Lawbook is controlled and protected by specific licensing agreements with our subscribers and under federal copyright laws. Any distribution of this content without the consent of The Texas Lawbook is prohibited.