Swaps & Derivatives

Our Swaps & Derivatives practice assists clients with respect to a variety of OTC and cleared derivative, physical commodity and exchange traded transactions, including transactional, regulatory and investigation/compliance matters. Our attorneys advise a wide spectrum of U.S. and non-U.S. market participants, including swap dealers, commodities trading firms, private equity firms, clearing houses, futures commission merchants, sovereign entities, pensions, hedge funds, commodity pools, financial institutions, trade groups and corporate end-users across multiple industries.

We represent clients that are among the largest global swap dealers and non-dealer liquidity providers in the world, including clearing houses, funds and institutions focused on Bitcoin, Ether and other digital assets. Our practice is supported by our broader financial services group of over 100 attorneys. We advise clients regarding use and treatment of derivative products in various single-lender and syndicated credit facilities, and asset securitizations. We assist clients in documenting, drafting and negotiating derivative transactions – ranging from traditional derivatives to complex or novel structures. Our team represents clients in all aspects of physical and financial commodity trading, financing and transportation and storage covering energy, precious and base metals, soft commodities and renewable energy attributes.

Representative Work

Transactional

• Prepared bespoke Confirmations under the 2006 and 2021 ISDA definitions, including caps, deal contingent and forward starting swaps, commodity swaps in energy and digital assets, and cross-currency swaps
• Counsel to major Swap Dealer and project lead to re-paper and onboard swap counterparty to newly acquired bank
• Assisted Swap Dealers and Non-Swap Dealer with documentation and regulatory compliance for uncleared margin rules (IM and VM)
• Assisted client in development of new electronic FX platform and related agreements
• Provide multiple client coverage for ISDA and FX Agreement negotiations
• Assisted clients in counterparty out-reach, onboarding documentation, FAQs and direct communications to assist counterparties in understanding and completing regulatory and other onboarding documents

Regulatory (Advisory)

• Advise clients on registration and exemption eligibility related to Swap Dealers, Commodity Trading Advisors, Commodity Pools, Introducing Brokers, and often related laws under the Investment Company Act and Investment Advisers Act
• Prepare bespoke regulatory and terms of business documents for conducting a platform wide review of conduct management practices for a national bank, including manual risk-based assessments of more than 2400 individual conduct allegation investigations, including WIM cases, and managing outside consultants’ efforts to gather and analyze objective data to identify trends and assess compliance with relevant policy requirements. At the conclusion of that engagement, MVA evaluated the consultants’ work product and prepared the final reporting for the CFPB and OCC
• Represented clients through successful CFTC engagement for no-action relief with respect to Clearing Requirements and Margin Requirements
• Represented client to obtain favorable guidance from the CFTC regard prime brokered swap transaction and implications of the Swap Dealer De Minimis Exemption

Regulatory (Defense & Investigations)

• Counsel for Merrill Lynch Commodities, Inc. in a recent DOJ settlement of spoofing in the precious metals market
• Responding to global inquiries relating to foreign exchange for a large national bank and a large international bank, which involved managing and directing the work of multiple consultancies in the US and abroad
• Responding to global inquiries relating to foreign exchange treasury activity for a large national bank and a large international bank, which involved managing and directing the work of multiple consultancies in the US and abroad
• Investigation at a large financial institution regarding the use of unapproved communication channels in its investment banking division
• Conducting a large-scale consumer sales practices platform-wide case review, including WIM cases, (over 1500 cases) on behalf of a different national bank to identify trends and assess compliance with legal and policy requirements

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