Warren Davis, a member of Sutherland’s Corporate Practice Group, practices in the area of corporate financial transactions and, for nearly 20 years, has focused specifically on derivatives, hedge funds and related risk management.
Warren’s derivatives practice is diverse and includes representation of a broad range of counterparties including hedge funds, fund of funds, insurance companies, pension plans, mutual funds, foreign governments, government-sponsored agencies, universities, banks, energy companies, industrial corporations, shipping companies and high-net-worth individuals. His work encompasses many types of derivatives including transactions tied to interest rates, securities or an equity index; various commodities; credit and credit indices; freight; and weather events.
Warren assisted in the formation of the End-Users of Derivatives Association in the early 1990s. Today, he is an active member of the International Swaps and Derivatives Association (ISDA) and served as a consultant to ISDA in connection with its recently formed Derivatives Users Committee. In addition, Warren developed a unique database product for clients, specially designed to help companies and hedge funds identify and monitor key terms in their ISDA master agreements and related credit support documents.
Warren brings a tax, as well as a corporate, background to his practice. For many years, he taught a graduate corporate tax course at George Washington University National Law Center. Warren also frequently speaks on derivatives issues. For a complete list of his speaking engagements, please click
here.
REPRESENTATIVE EXPERIENCEWarren’s extensive representative experience includes:
- Negotiating on behalf of a large insurance company with two major derivatives dealers in a $15 billion trade to implement a first-of-kind over-the-counter (OTC) capital risk hedge of guaranteed minimum withdrawal benefits under a large portfolio of variable annuity contracts.
- Analyzing and negotiating a foreign currency hedge agreement on behalf of the Ministry of Finance of a large South American government.
- Advising a privately held bank with respect to a $50 million collateral dispute relating to interest rate swaps.
- On behalf of several large hedge funds, developing model documentation for ISDA Master Agreements and Credit Support Documents.
- Serving as an active participant in the ISDA committee responsible for drafting the 2002 ISDA Master Agreement.
- Representing Federal Farm Credit Banks Funding Corporation (the Funding Corporation), which annually issues more than $500 billion of debt to fund the lending operations of Farm Credit System institutions.
From May 1991 through December 1992, Warren took a leave of absence from the firm in order to serve as the first inside, acting general counsel of the Funding Corporation. Warren oversaw the Funding Corporation’s response to the U.S. Securities and Exchange Commission (SEC) and Congressional investigations of the government securities markets, which resulted from Salomon Brothers’ disclosure that it provided inaccurate information to various government-sponsored enterprises on distribution of their securities.
PROFESSIONAL HONORS AND AWARDS
- Member, Board of Editors, Futures and Derivatives Law Report
- Named to The Best Lawyers in America in the area of derivatives law (2006–2010)
PROFESSIONAL AND COMMUNITY INVOLVEMENT
- Active Member, ISDA
- Member, Managed Funds Association
- Member, Futures Industry Association
- Member, Subcommittee on Derivatives Instruments, American Bar Association
- Founder, Georgetown Program for Jewish Civilization
- National Commissioner, Anti-Defamation League, and Member, Executive Committee of the ADL Regional Board of Directors
RECENT PUBLICATIONS AND SPEAKING ENGAGEMENTS
- Author, “The Derivatives Industry Must Think ‘Outside the Box’ to Minimize Disputes Arising from Calculation Agent Determinations and to Fairly Resolve Such Disputes When They Cannot Be Prevented” (March 2009)
- Author, “Introduction to the ISDA Master Agreements and the Credit Support Annex” (April 2006)
- Author, “Credit Derivatives - The Legal Landscape from 20,000 Feet” (February 2006)
- Author, “ISDA Master Give-Up Agreement - Holy Grail for Hedge Funds or Just a Mirage?” (February 2006)
- Author, “Negotiating the Credit Support Annex (CSA) - Arms Control for 'Financial Instruments of Mass Destruction,'” Advanced Course on Negotiating, Tailoring and Using the 1992 & 2002 ISDA Master Agreements (May 2005)
- Author, “ISDA Symposium on Litigation in the OTC Derivatives” (March 2004)
- Author, “The ISDA 2002 Master Agreement: A Preliminary End-User Perspective,” Futures & Derivatives Law Report, Vol. 23, No. 4 (June 2003)
- Author, “ISDA Master Agreements: When Reciprocal is Neither Wise Nor Fair,” Futures & Derivatives Law Report (February 1, 2000)
- Speaker, Central Clearing of Interest Rate Swaps (June 15, 2010)
- Speaker, “Developments in the Regulation of OTC Derivatives and Swap Dealers,” FIA 32nd Annual Law & Compliance Division Conference (April 28-30, 2010)
- Speaker, Central Clearing - Questions and Answers from the Buy-Side Perspective (April 25, 2010)
- Speaker, ABC's of Swaps & Other Derivatives (October 19, 2009)
- Speaker, Hedge Fund Roundtable (September 29, 2009)
- Speaker, “Developments in OTC Derivatives,” FIA 31st Annual Law & Compliance Division Workshop (May 13-15, 2009)
- Speaker, Collateral and Liquidity - Lessons from “Black Semptember” (April 2, 2009)
- Speaker, “Comments on the Current Credit Derivatives Market,” Thomson Reuters Webinar, The Derivatives Market: What Comes Next? Washington, D.C., (October 2008)
- Speaker, “Derivatives Documentation: Important Issues, Dealer and End-User Perspective,” Practising Law Institute’s Conference on ABCs of Swaps and Other Derivatives, New York (October 2008)
- Speaker, “Examining Strategies and Best Practices for Managing Counterparty Risk,” Sutherland Webinar, New York (August 2008)
- Speaker, “Understanding and Negotiating the 1992 and 2002 ISDA Master Agreements and the 1994 Credit Support Annex,” Two-Day Marcus Evans Financial Markets Training Program, New York (July 2008)
- Speaker, “Compliance Strategies for Maintaining Derivative Documentation,” post-conference workshop for the American Conference Institute Annual Conference on Negotiating and Tailoring ISDA Master Agreements and Confirmations, New York (April 2008)
- Speaker, ACI's Derivatives Boot Camp (November 2007)
- Speaker, “End-Users: Frequently Negotiated ISDA and CSA Documentation Issues,” Practising Law Institute’s Conference on the ABCs of Swaps and Other Derivatives, New York (October 2007)
- Speaker, “Introduction to ISDA Credit Support Annex - Risk is Neither Created Nor Destroyed - It is Just Transformed and Passed Around,” Presentation to Kraft Foods Global (July 2006)
- Speaker, “Integrating Collateral and Credit Support Annex into the 1992 and 2002 ISDA Master Agreement,” ACI's Annual Advanced Conference on Negotiating, Tailoring and Using the ISDA Master Agreements (April 2006)
- Speaker, “ISDA Master Give-Up Agreement: Holy Grail for Hedge Funds or Just a Mirage?” Annual Meeting of the ABA Committee on Regulation of Futures and Derivative Instruments, San Juan (February 2006)
- Speaker, “Credit Derivatives - The Legal Landscape from 20,000 Feet,” Presentation to CoBank, ACB Treasury Management (February 2006)