Derivatives & Structured Products

We have successfully represented clients in controversies arising from derivatives transactions, including in various federal and state court proceedings involving defaulted transactions.

Our team has considerable experience advising clients on exchange trading and clearinghouse issues, as well as the implications of trading on swap execution facilities. We assist clients in complying with CFTC, CME Group, and ICE regulations, including margin, clearing, notice, and record keeping requirements. We regularly help clients file Form 40s and other reports required under the CFTC’s large trader and ownership and control reporting rules. We advise market participants on other CFTC compliance issues, such as analyzing position limits rules that may be applicable to agricultural and physical commodities, and considering how the rules of other federal agencies (e.g., FERC, SEC, the banking regulators) can impact trading activities.

We represent major money-center banks, hedge funds, and asset managers (including several of the leading participants in the tender option bond market) in structuring and documenting highly customized and structured derivatives. In this area, our experience includes structured risk retention financings; structured vehicles for synthetic ownership of assets often on a leveraged and tax-efficient basis; regulatory capital-driven structured transactions; options over managed accounts of equity portfolios; credit linked notes; and synthetic CLOs and CDOs. Our attorneys also handle cross-border structured repurchase transactions, usually to achieve certain tax goals.

We regularly represent major national securities and commodities exchanges, investment banks, hedge funds, Fortune 100 corporations, privately held entities, and individuals in investigations and related enforcement proceedings by the CFTC, FERC, FTC, state attorneys general, and self-regulatory organizations across the full panoply of trading, compliance, and related regulatory issues. Our attorneys also regularly act for clients in class actions, other private civil litigation, and arbitrations arising from enforcement proceedings or commercial aspects of the clients’ trading businesses.

We have undertaken dozens of internal investigations relating to trading operations of our clients and provided integral assistance to clients in the development of their trading compliance.

We are actively involved in restructuring OTC derivatives and structured products that have fallen victim to the extraordinary market conditions of recent years. In many of these transactions, while we were not involved in the original transaction, we became involved because of the creative solutions that we are able to suggest based upon the breadth and depth of our experience in the derivatives markets. For instance, our restructuring efforts allowed a client that was party to a synthetic CLO to avoid substantial loss on a forced sale of underlying assets and to retain significant upside potential upon the return of relevant markets to normal.

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