John A. Clark specializes in over-the-counter derivatives negotiations and regulatory issues, commercial lending, and credit risk mitigation strategies. John’s clients include U.S. and non-U.S. banks, private and sovereign funds, and commercial swap end users and borrowers.
John has extensive experience in negotiating documentation relating to OTC swaps (both cleared and uncleared) as well as documentation governing prime brokerages, securities lending, repo and credit support, and custodial arrangements. Especially rare, his experience includes providing live, in-house legal coverage for interest rates and FX swap trading desks at a top-tier global swap dealer. In addition, John advises clients as to the treatment of derivatives products under the U.S. Bankruptcy Code and evolving derivatives regulatory regimes, including under the Dodd-Frank Act and analogous laws in the European Union and elsewhere.
John also negotiates secured financings on behalf of bank, specialty lender, and borrower clients. These financings include traditional bilateral and syndicated bank loans as well as bespoke margin lending, repo, and other structured product facilities. He advises with respect to both loan origination and the syndication of credit risk, including by way of loan participations and credit derivatives. John has extensive experience in lien perfection legal requirements and asset control strategies, both in the United States and abroad. In conjunction with his derivatives practice, he also is deeply familiar with swap dealer and borrower end-user issues arising out of derivatives hedges tied to secured credit facilities.
John works closely with other Crowell & Moring attorneys in connection with the purchase and sale of loans, debt securities, bankruptcy claims, and other distressed financial instruments. In particular, he frequently analyzes clients’ transactions for potential “true sale” concerns in bankruptcy and oversees preparation of Crowell opinions related to the sales of various novel financial assets.
Representative Matters
- Represents dealer and end-user clients in the structuring and negotiation of credit default swaps, loan total return swaps, equity swaps, and equity options.
- Negotiates International Swaps and Derivatives Association Master Agreement and Credit Support Annex documentation on behalf of the rate swaps trading desk of a global swap dealer.
- Counsels a Latin American central bank in connection with U.S. transactional and regulatory matters affecting its international reserves.
- Represents a U.S. bank in the origination of currency exchange rate–linked loans to Latin American borrowers.
- Has provided live desk coverage for rate swaps and FX product desks at two U.S. registered swap dealers.
- Represented a private equity fund in extending and refinancing credit facilities secured by the international assets and equity interests of a metals trading company.
- Represented and advised global investment banks in the structuring and origination of margin loan facilities.
Publications
Client Alerts & Newsletters
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"The Problem of “Debtor-Creditor” Language when Selling Loans by Participation,"
Trade Secrets Alert
(September 15, 2021).
Contacts: James J. Ohlig, John A. Clark
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"The Beginning of the End of the End: Transitioning Loans and Derivatives from USD LIBOR in 2021,"
Corporate Alert
(March 10, 2021).
Contact: John A. Clark
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"The Resurgence of Loan Total Return Swaps,"
Corporate Alert
(April 29, 2020).
Contacts: Jennifer K. Grady, Richard J. Lee, John A. Clark
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"In Justinian Capital, New York's Champerty Statue Is Back from the Dead,"
Corporate Alert
(November 6, 2016).
Contacts: Paul B. Haskel, John A. Clark
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"Prepare for Uncleared Swaps Margining: What a Financial End-User Needs to Know,"
Corporate Alert
(February 22, 2016).
Contact: John A. Clark
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"Good Things Come in Small Packages: An Investor’s Guide to Buying Peer-to-Peer Loans,"
Corporate Alert
(April 29, 2014).
Contact: John A. Clark
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"An Overview of Dodd-Frank's Treatment of Loan-Based Swaps,"
Corporate Alert
(August 10, 2012).
Contacts: Jennifer K. Grady, John A. Clark
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"Clarity for Loan Participations Under Dodd-Frank,"
Corporate Alert
(July 19, 2012).
Contacts: Jennifer K. Grady, John A. Clark
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"Why Your Investment Management Company May Soon Be a CFTC-Regulated Entity,"
Corporate Alert
(March 9, 2012).
Contact: John A. Clark
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"CFTC Adopts "Legal Segregation with Operational Commingling" Model for Treatment of Cleared Swaps Collateral,"
Corporate Alert
(February 1, 2012).
Contact: John A. Clark
Firm News & Announcements