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Derivatives & Structured Products

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Daniel N. Budofsky
Partner, New York
T: +1.212.858.1219
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Pillsbury’s Derivatives & Structured Products practice helps clients create, document and close both traditional and innovative derivatives transactions and documentation, and it guides them through the complex regulations relating to derivatives and structured financial products.

Our derivatives and structured products lawyers represent sell-side, buy-side and end-user clients in connection with derivatives transactions across asset classes. Our lawyers have extensive experience in structuring and executing an extremely broad range of products, including:

  • Energy derivatives (such as revenue puts, heat rate call options, power purchase agreements, collars and swaps in connection with project finance transactions)
  • Credit derivatives (including bespoke credit default swaps and credit-linked notes)
  • Equity derivatives (such as convertibles, prepaid forward contracts, options, collars, forward repurchases, call spreads, capped call options; alternative financing arrangements on private company shares and investment products on proprietary equity indices)
  • Foreign exchange derivatives (including drafting suites of structured FX dealer confirmations)
  • Fund-linked derivatives

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We advise our clients extensively on regulatory matters affecting derivatives and structured transactions, including:

  • All aspects of Title VII of the Dodd-Frank Act (such as the margin rules for uncleared derivatives, clearing, swap dealer registration, reporting and recordkeeping, and business conduct rules)
  • CPO and CTA compliance issues
  • Volcker Rule
  • Risk retention rules
  • Special resolution regimes

We represent clients and have deep experience in a variety of trading relationship documentation, including: ISDA masters and CSAs, securities lending agreements (both principal and agented); repo and reverse repo agreements; prime brokerage agreements; master netting agreements; triparty collateral agreements; swap and futures clearing; SEF agency documentation; and MSFTAs. Our lawyers have extensive experience with industry trade groups, including current participation on the ISDA Credit Derivatives Determinations Committee; drafting of ISDA definitional books; and representation of SIFMA Asset Management Group on comment letters relating to derivatives.

Representative Experience

  • Represented Tenaska in connection with gas hedge advice, including heat rate call options and revenue put transactions.
  • Represent Atalaya Capital Management in structuring, negotiating and implementing innovative “Redemption Recapture Transaction.”
  • Represented Advanced Power in respect of revenue puts for Cricket Valley Energy Center.

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  • Advised Sinclair Broadcast Group in connection with issues related to derivatives trading documentation and regulation.
  • Represented Liberty Latin America Ltd. in connection with capped call option overlay transactions relating to a 144A offering and closing in June 2019 of $350 million principal amount of its 2.0 percent convertible senior notes, including negotiation of transaction documentation and advice regarding reporting for 1934 Act purposes and other regulatory issues.
  • Represented 8x8, Inc. in connection with the structuring, offering and closing of a $250 million principal amount of 0.50 percent convertible senior notes and the related capped call option overlay transactions, including negotiation of transaction documentation and advice regarding reporting for 1934 Act purposes and other regulatory issues. 
  • Represent Cyrus Capital as member of the ISDA CDS Determinations Committee.
  • Advised CA, Inc. in connection with accelerated share repurchase documentation.
  • Advised major financial institutions, private equity and investment management companies with derivatives advice regarding various regulatory and transactional matters.
  • Advised Deutsche Bank in connection with preparing ISDA schedules and related hedging advice.
  • Represented Nikola in negotiation and execution of two “equity lines of credit” transactions with Tumim Stone Capital in an aggregate amount of $600 million.
  • Represented a major investment firm in connection with proposed acquisition from a fund of certain residential real estate interests.
  • Represented Air Transport Service Group in a call spread overlay in connection with a convertible bond offering.
  • Represented Section Partners in connection with multiple financing transactions involving pre-IPO shares.

Practice Area Highlights

  • Ranked Tier 2 in U.S. News - Best Lawyers 2021 Best Law Firms for Derivatives and Futures Law - Nationwide and New York
  • Practice leader achieved Chambers USA 2018 national ranking in Capital Markets: Derivatives.
  • Acted as counsel to the Asset Management Group of the Securities Industry and Financial Markets Association (SIFMA) in connection with derivatives reform.

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  • Represented the International Swaps and Derivatives Association (ISDA) in connection with the drafting of the 2006 Fund Derivatives Definitions and the 2011 Equity Derivatives Definitions projects.

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