Posts

Indemnity Clauses Decide Who Pays For The Worst Day

Image
A master service agreement landed on a field superintendent's desk on a Friday afternoon, thirty one pages long, due back signed by Monday so a crew could start on schedule. He read the day rate on page two and initialed the rest the way most people sign an insurance renewal or a lease. Buried on page nineteen was the indemnity language, and it decided, long before anyone imagined a bad day, exactly who would pay for one. I am Rosser Newton, and in more than 35 years investing in oil, gas, and oilfield service companies I have read that same page nineteen more times than I can count, usually after something has already gone wrong rather than before. The price on page two gets negotiated hard. Two calls, sometimes three, over a day rate that might move five percent either way. The indemnity and insurance sections almost never get the same attention, and they are the sections that decide who actually bears the cost of a blowout, a fire, a serious injury, or a piece of equipment...

A Document On A Courthouse Wall Beats A Statue

Image
The statue stands on the north side of a courthouse square in a Texas county seat. A man in bronze on a granite plinth, with his name, two dates, and one word cut underneath. I have crossed that square a good many times and I have never once seen anybody stop in front of it. Inside the same building, on the corridor wall between the tax office and the district clerk, there is a bronze panel carrying the full text of the order the commissioners signed when the county was organized. People stop at that one. They stop because there is something on it to read. People who know me as Rosser Newton, an investor who spends his working life in Texas energy, are sometimes surprised to find me in a county record room on a Tuesday morning. I arrived at those rooms through the writing rather than through the business. What the habit taught me has less to do with records than with public memory. Why A Statue Settles An Argument And A Document Starts One A statue is a conclusion. Somebody d...

Service Pricing Should Come From Your Own Cost Sheet

Image
A bid meeting I sat in last year settled a price in about four minutes. Somebody had heard what a competitor quoted two counties over, and the room built its own number ten percent under that rumor before anyone opened the company's own cost file. Three people in that room could have stated the fully loaded cost of the crew being priced, and none of them were asked. I am Rosser Newton, and in more than 35 years investing in oil, gas, and oilfield service companies I have watched that exact meeting happen more times than I can count. A number built off a rumor about a competitor is not a price. It is a guess wearing a price's clothes, and it survives right up until the quarter it does not. What A Cost Sheet Actually Prices A cost sheet, done properly, states what one hour of a crew, one truck, and the equipment behind it actually costs to put in the field. Fuel, labor burden, maintenance reserve, insurance, and the overhead that has to land somewhere. Until that number e...

Writing Texas History Where No Historian Went First

Image
The first morning on a subject with no standing biography is quiet in a way that takes getting used to. There is no prior book on the table to argue with, no chapter to measure yourself against, and no footnote pointing at the box somebody smarter already pulled. There is a finding aid, a stack of call slips, and whatever the reading room brings out. I went looking for that silence deliberately. I am Rosser Newton, and I spent years of early mornings in archives working on the life of Richard Coke, the fifteenth governor of Texas, who afterward served eighteen years in the United States Senate. The thing nobody tells you is that a thin shelf is a trade rather than a gift. What Changes When There Is No Prior Biography To Argue With A crowded field hands a writer a ladder. You read the standard account, you locate the place where it strains against the evidence, and you write the correction. The structure of the argument is already built, and your contribution is one floor added t...

Field Manager Pay Works Better In Cash Than Options

Image
A yard supervisor handed me an option grant letter on a Tuesday morning and asked me what it was worth. He had four pages of vesting schedule, a strike price, and a written offer from a company forty miles down the road that paid $15,000 more in cash. I read the letter twice and could not give him a number. He was not being difficult. He was asking the only question about pay that a man in his position can afford to ask, which is what the package is worth to him this year, and I did not have an answer he could use. My name is Rosser Newton, I have spent more than 35 years investing in privately held energy companies and sitting at their board tables, and I have watched that letter lose that conversation more times than I care to count. Why Equity Does Not Work Below The Executive Line An option in a private company is a claim on an event nobody can schedule. There is no market for it, no quoted price, and no way for the holder to sell a slice of the grant to cover a truck payme...

A Long Senate Career Leaves Records And Little Memory

Image
Two shelves sit across a small reading room I use often in Austin. One holds the papers from a single term as governor. The other holds the record of eighteen years that came after it in the United States Senate, and it is nearly three times as long. I am Rosser Newton, and I have spent years inside the life of Richard Coke, the fifteenth governor of Texas, researching a biography built from records like these. The governorship produced a handful of dramatic years that anyone can narrate in a single chapter. The Senate years produced a stack of committee reports, roll call votes, and correspondence that almost nobody has opened. The governor's shelf runs about four linear feet. The Senate shelf runs closer to eleven, counting the bound Congressional Record volumes for every session he sat through, and I have measured both more than once while deciding what to read next. Why The Long Stretch Draws The Fewest Pages The imbalance is not an accident of what survived. It is a fact ...

Five Directors Is Enough For A Private Company Board

Image
The packet was still in shrink wrap in front of three directors when the meeting opened. One of them worked a thumb under the plastic while the chief executive was already on his second slide. I am Rosser Newton, and across more than 35 years in energy banking, private equity, and company leadership I have sat at board tables of nearly every size. That morning the table held nine seats. Two of them did the work, a third asked one good question near the end, and the remaining six were present in the way furniture is present. Nobody in that room was lazy. Every one of them had run something. The table was simply built in a way that let most of them do nothing, and a table built that way will get exactly that result from good people, month after month, for years. How Many Directors A Private Company Board Needs My answer for a private company is five. Five is enough to carry the committee work, enough to survive a resignation without a scramble, and small enough that every perso...