Jenny E. Cieplak, Counsel Washington, D.C.
jcieplak@crowell.com
Phone: +1 202.624.2542
1001 Pennsylvania Avenue NW
Washington, DC 20004-2595

Jenny E. Cieplak focuses her practice on technology transactions, in particular FinTech and the financial services industry. Her experience includes work on the creation, governance, and sale of electronic trading platforms, exchanges, swap execution facilities, clearinghouses, and data repositories. She provides her clients with a unique combination of skills based on her knowledge of technology and her experience with collaborative arrangements between IP creators and users, especially in the financial industry.

Technology Transactions and Counseling

Ms. Cieplak provides counsel to clients on technology transactions and IP portfolio management, advising on all aspects of IP creation, protection, licensing, and sales. Ms. Cieplak structures and drafts IP agreements that are key to a company’s lifecycle, from procurement, development, licensing, and hosting agreements to and M&A and similar exit transactions. She advises clients on collaborative development arrangements, including joint development agreements, use of open source technologies, and joint ventures. Her practice also includes management of the IP and technology aspects of mergers and acquisitions, financings, capital markets, and other corporate transactions. Ms. Cieplak also counsels clients on the implementation of new technologies such as blockchain and distributed ledgers, and the development of innovative products such as virtual currencies and blockchain-based assets.

Joint Ventures, M&A, and Strategic Investments

Much of Ms. Cieplak’s practice focuses on arrangements between commercial users of technology, such as large financial institutions, and providers of technology – not only in licensing and services arrangements but also in developing collaborative relationships between technology users and technology providers, including investment and governance arrangements. Ms. Cieplak is experienced in the creation and governance of complex joint ventures, advising on matters such as entity formation, ownership structure, corporate governance, intellectual property ownership and use, staffing approaches, and exit strategies. She also represents clients in connection with mergers and acquisitions and strategic investments, managing the diligence process, structuring transactions, and drafting and negotiating documents ranging from early-stage investments in startup companies to public company acquisitions.

Derivatives Regulation

Ms. Cieplak provides regulatory advice to clients in the financial services industry, particularly in relation to regulation of the OTC derivatives markets. Ms. Cieplak has advised trading platforms, swap dealers, major swap participants, and end users regarding the CFTC’s regulatory regime, including with respect to registration issues, reporting, documentation, and internal and external business conduct requirements.

Representative matters that Ms. Cieplak has handled include:

  • R3 and a consortium of global financial institutions in their initial collaborative exploration of distributed ledger and blockchain technology, followed by representation of R3 in the largest ever investment in distributed ledger technology from 44 global institutions, including SBI Group, Bank of America Merrill Lynch, HSBC, Intel, Temasek, ING, Banco Bradesco, Itaú Unibanco, Natixis, Barclays, UBS, and Wells Fargo.
  • Represented Goldman Sachs and its wholly-owned subsidiary REDI, an electronic trading platform, in the sale of an equity stake in REDI to Bank of America Merrill Lynch, Barclays, BNP Paribas, Citadel, and Lightyear Capital.
  • Outside corporate counsel to FXSpotStream LLC, a multibank FX price aggregation service in which Bank of America Merrill Lynch, BNP Paribas, Citi, Commerzbank, Credit Suisse, Goldman Sachs, HSBC, J.P. Morgan, Morgan Stanley, and UBS act as liquidity providers.
  • Represented Signature Group Holdings, Inc. in connection with a $110 million senior secured asset-based revolving credit facility and a €50 million receivables factoring facility, used to finance Signature's acquisition of the world's largest independent aluminum recycler.
  • Represented borrowers and lenders in various financing transactions associated with Alaska's oil and gas production tax credits.
  • Represented thirteen leading investment banks in a prepaid fee arrangement with a third party to fund the build-out of a swap data repository, a new service mandated by Dodd-Frank.
  • Represented eight leading commercial and investment banks in their investment in a data exchange, and accompanying restructuring regarding privacy and third party technology service provider arrangements.
  • Represented ICAP and its wholly-owned subsidiary Traiana in the sale of an equity stake in Traiana to Bank of America Merrill Lynch, Barclays, Citi, Deutsche Bank, J.P. Morgan, Nomura, and Royal Bank of Scotland.
  • Outside corporate counsel to The Green Exchange, a designated contract market that was a consortium among the Chicago Mercantile Exchange, Morgan Stanley, Goldman Sachs, J.P. Morgan, and other major market participants, including in connection with the sale of The Green Exchange to the Chicago Mercantile Exchange.
  • Represented Goldman Sachs in its joining ELX Futures, L.P., a new fully electronic futures exchange, as a founding partner. 
  • Represented ICAP in its investment in and eventual acquisition of Enso Financial Management LLP, a provider of innovative portfolio reporting and data analytics services for hedge funds and asset managers.

Ms. Cieplak received a Bachelor's of Music, with high honors, in violin performance from The Catholic University of America and a J.D., with honors, from the Georgetown University Law Center. During law school, she served as a member of the Georgetown Journal of Legal Ethics.



Affiliations

Admitted to practice: District of Columbia

Professional Memberships

  • Association of Commercial Finance Attorneys
  • American Bar Association, Project Finance and Development Committee


Highlights, News & Knowledge


Speeches & Presentations

  • "Blockchain & Beyond: Distributed Ledgers and the Future of Payments," 1st Annual IIEL Fintech Week, Washington, D.C. (October 19, 2017). Moderator: Jenny E. Cieplak.
  • "Blockchain Use Case," Preparing for the Blockchain Revolution, Tysons Corner, VA (October 17, 2017). Panelist: Jenny E. Cieplak.
  • "Legal Issues Associated with Blockchain," RAA’s Discussion Series on Blockchain, New York, NY (May 9, 2017). Presenter: Jenny E. Cieplak.
  • "Blockchain, Distributed Ledgers and Smart Contracts: An Opportunity For the Commercial Finance Industry?" ACFA, New York, NY (January 25, 2017). Presenters: Scott Lessne and Jenny E. Cieplak.
  • "Asset-Based Lending: Navigating Borrowing Base, Article 9 Collateral Issues, and Key Loan Documentation Provisions," Strafford Webinars (January 12, 2017). Panelists: Scott Lessne and Jenny E. Cieplak.
  • "Asset-Based Lending: Navigating Borrowing Base, Article 9 Collateral Issues, and Key Loan Documentation Provisions," Webinar (January 12, 2017). Presenters: Scott Lessne and Jenny E. Cieplak.
  • "Smart Contracts & Decentralized Autonomous Organizations (DAO)," 8th Blockchain Conference, Washington, D.C. (August 2, 2016). Presenter: Jenny E. Cieplak.
  • "Assessing the Methods and the Threats," Terrorists’ Use of New Digital Payments and Platforms to Raise and Move Money Symposium, Center for a New American Security and the Center on Law and Security at NYU School of Law, New York, NY (June 28, 2016). Speaker: Jenny E. Cieplak.
  • "IP Issues in Project Finance Transactions: Traps for the Unwary," ABA - Business Law Section Spring Meeting, Montreal, Canada (April 6, 2016). Presenter: Jenny E. Cieplak.
  • "Asset-Based Lending: Navigating Borrowing Base, Article 9 Collateral Issues, and Key Loan Documentation Provisions," Webinar (January 2016). Presenters: Scott Lessne and Jenny E. Cieplak.


Publications



Client Alerts & Newsletters



In the News

  • $10 Million Tennis Facility to Open in Marshall Heights in September
    January 22, 2012 — The Washington Post


Firm News & Announcements

Jul.14.2017 Crowell & Moring’s Jenny Cieplak and Ilana Lubin Recognized as Winners of The M&A Advisor’s 8th Annual "Emerging Leaders Award"
May.23.2017 DEAL NOTE: Crowell & Moring Advises R3 in Largest Ever Investment in Distributed Ledger Technology
Jul.16.2015 Deal Note: Crowell & Moring Client Silicon Vision Announces Acquisition by Synopsys, Inc.
Apr.03.2014 Deal Note: Crowell & Moring Represents Client Judith Ripka in Sale of Brand Name and IP
Jan.14.2014 Crowell & Moring Elects Five New Partners and Promotes Fourteen Associates to Counsel