Corporate Clients

Shearman & Sterling’s Derivatives & Structured Products Group has represented numerous corporations and other end-users in structuring derivatives, in stand-alone transactions as well as in capital markets transactions, mergers and acquisitions, project and leveraged finance, asset repackaging, monetization and securitization transactions.

We are regularly called upon to advise on novel structures and legal issues relating to new financial services and products. These products can help our corporate clients achieve goals of lower funding costs, higher yields, diversification of funding sources, synthetic asset or liability exposure and enhanced asset, liability and credit management capabilities.

Shearman & Sterling has exceptionally strong relationships with corporate end-users and extensive experience in helping clients navigate evolving regulatory structures on a multi-jurisdictional basis. We are actively involved in advising market participants in respect of all phases of Dodd-Frank derivatives reform compliance, including OTC clearing, swap and securities-based swap dealer registration, major swap participant status, end-user exemptions, reporting and record-keeping obligations, proprietary trading in light of the Volcker Rule, “swaps pushout,” systemically important institutions and securitization “skin in the game” requirements. We are advising corporations on their new obligations under the European Markets Infrastructure Regulation (EMIR), including reporting, notifications to ESMA and local regulators, risk mitigation techniques and the clearing obligation. We represent clients before the SEC, CFTC, Financial Conduct Authority and other regulators in regulatory compliance matters with respect to the sale and trading of derivatives.

We counsel our corporate clients on a broad range of matters, including:

  • equity derivatives transactions, including accelerated stock repurchases, convertible note hedges, total return swaps, equity collars and prepaid forward transactions; our equity derivatives practice includes Eurobond issues, including equity-linked and issues with embedded derivatives;
  • credit default swaps, including as part of structured finance arrangements and in connection with CDOs and other repackagings and insurance transformer structures;
  • fixed-income and FX derivatives, including in connection with treasury management, securitizations, repackagings and project finance transactions;
  • trading documentation, including ISDA, repo and securities lending agreements; and
  • prime brokerage and related term commitments, as well as various financing arrangements.

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