Willa Cohen Bruckner is a partner in the Financial Services & Products Group in the firm’s New York office. She concentrates on derivatives, structured products and alternative investments and brings to her practice over 30 years of experience as a financial services attorney. Ms. Bruckner has worked extensively in new product development and in the negotiation and documentation of a wide variety of derivatives products and complex financial transactions, and she advises on derivatives products under the Dodd-Frank Act. Ms. Bruckner works with clients throughout the lifecycle of a trade or investment, up to and including termination and dispute resolution. Her advice is practical and draws on her experience as internal counsel on both the buy-side and the sell-side.
Prior to joining Alston & Bird, Ms. Bruckner was general counsel for a family investment office and fund of funds and a capital markets attorney for major financial institutions. She received her J.D. from The University of Pennsylvania Law School, her M.A. in economics from Yale University and her B.S. with High Distinction and with Highest Honors in mathematics from the University of Michigan.
- Advised a wide variety of financial companies, investment funds, energy companies and corporations on the application of Dodd-Frank and related regulations to existing and future businesses.
- Advised institutional money managers on structuring trading relationships to minimize counterparty credit risk.
- Assisted buy-side clients to establish arrangements for third-party segregation of collateral.
- Advised financial institutions on clearing arrangements for derivatives products.
- Advised multiple institutional investors, hedge funds and corporations on legal issues regarding the trading of complex and plain vanilla derivatives transactions and on negotiation of documentation for all derivatives products, repurchase transactions and prime brokerage arrangements.
- Developed transactional and regulatory documentation for a bank's interest rate hedging program.
- Represented a fund manager in structuring a facility to provide first loss protection, by means of total return swaps, on a dynamic portfolio of assets warehoused for securitization.
- Advised a dealer on cross-border derivatives transactions collateralized by interests in foreign investment funds.
- Represented hedge funds in structuring and negotiating trading platforms for synthetic positions in distressed debt.
- Advised a leading renewable energy company on structuring and documenting wind derivatives as part of long-term financing transactions.
- Analyzed the effect of counterparty default across the full range of trading with dealer counterparties for a major global investment bank.Advised leading issuers of structured products on equity-linked and index-linked products.
- Represented various derivatives counterparties with aggregate exposure in the Lehman Brothers bankruptcy in excess of $1 billion.
- Advised a commodities broker in the review and overhaul of documentation for all derivatives trading.
- Advised a seller of protection in terminating credit default swaps with aggregate notional amounts exceeding $7.5 billion, involving novel legal and valuation issues and cross-border insolvency issues.
- Represented an investor in a dispute regarding a highly structured, principal protected, hedge fund-linked product.
- Represented a corporate borrower in a £21 million tax dispute involving a complex derivative embedded in a loan structure.
At a lunchtime ceremony on February 27, 2014, Alston & Bird was named Best Law Firm - Innovation at the inaugural CTA Intelligence Service Awards, created to recognize and reward those who have provided outstanding support and services to the North American managed futures industry over the past 12 months.
February 27, 2014
In the News
Willa Cohen Bruckner, partner in the firm’s Financial Services & Products Group, was quoted in Westlaw Derivatives Journal discussing the Commodity Futures Trading Commission’s (CFTC) new proposal for a position-limits rule.
November 20, 2013
In the News
Willa Cohen Bruckner, partner in the firm’s Financial Services & Products Group, was quoted in Law360 discussing the possibility of the Federal Reserve imposing a capital surcharge on banks that own energy assets and other physical commodities.
October 17, 2013
In the News
Alston & Bird recently participated in the Claritas Investment Certificate pilot program, a comprehensive global education program developed and provided by the CFA Institute to provide clarity and understanding on the essentials of the financial services industry. Of the 27 Alston & Bird registrants that took the exam this spring, 100 percent passed, an “extremely impressive” rate well above the average of other participating organizations.
August 5, 2013
In the News
On June 25, 2014, the Securities and Exchange Commission (SEC) adopted the first of a series of rules on cross-border security-based swap activities for market participants (the “Final Rules”). The Final Rules focus on three issues: (1) when a cross-border transaction must be counted toward the de minimis threshold for registration as a security-based swap dealer (SBSD) or the determination of a substantial position in security-based swaps for registration as a major security-based swap participant (MSBSP); (2) procedures for foreign regulators or market participants to apply for substituted compliance, which would allow market participants to comply with comparable foreign requirements as an alternative to complying with U.S. requirements; and (3) the extension of the SEC’s anti-fraud enforcement authority to where the fraud occurs or where the fraud is felt within the United States.
July 23, 2014
This advisory discusses the Commodity Futures Trading Commission’s (CFTC’s) recently issued additional no-action letter regarding mandatory execution, the effect of which is to further postpone the mandatory execution requirement for the MAT Swap components of certain package transactions. The no-action letter sets out a phased-in timetable for bringing those swaps into compliance with the mandatory execution requirement.
May 13, 2014
Our February 10, 2014 advisory described the recent Commodity Futures Trading Commission’s (CFTC) available-to-trade determinations on certain interest rate swaps and credit default swaps. The available-to-trade determinations commence the requirement for those transactions to be executed on a swap execution facility (SEF) or a designated contract market (DCM) unless an exception applies. The CFTC’s Division of Market Oversight has since issued a no-action letter that provides relief until May 15, 2014 from mandatory execution of those swaps on a SEF or DCM if the swaps are part of a “package transaction.”
February 13, 2014
This advisory discusses the Commodity Futures Trading Commission’s (“CFTC”) recent announcement of available-to-trade determinations on certain interest rate swaps (“IRS”) and credit default swaps (“CDS”). Unless an exception applies (such as the end-user exception), those IRS and CDS contracts can no longer be executed bilaterally. Instead, they must be executed on a swap execution facility (“SEF”) or a designated contract market (“DCM”). The commencement date for the requirement to execute on a SEF or DCM depends upon the type of swap, with the first date being February 15, 2014.
February 10, 2014
As required by the Dodd-Frank Wall Street Reform and Consumer Protection Act, the Commodity Futures Trading Commission (CFTC) has adopted a rule (the “Rule”) for segregation of margin and collateral (both referred to in this note as “margin”) for uncleared swaps. The Rule applies to initial margin posted by a customer with a swap dealer or major swap participant (SD/MSP), but not to margin posted with any other kind of market participant. Under the Rule, initial margin must be segregated in a third-party custodial arrangement if requested by the customer. As discussed in this advisory, segregation may protect customers in the event of an SD/MSP insolvency, but it also raises issues each customer should consider before choosing to segregate.
January 13, 2014
- CFA Institute’s Claritas® Investment Certificate