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FIA's Law & Compliance Division Conference

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MoFo partners Rhys Bortignon and Brian Kidd will speak at Futures Industry Association's (FIA) Law & Compliance Division...

<p>MoFo partners Rhys Bortignon and Brian Kidd will speak at Futures Industry Association's (FIA) Law & Compliance Division Conference at the Gaylord National Resort in National Harbor, Maryland. Rhys will speak on a panel titled "Swaps: Legal Landscape" on April 24, 2025, from 9:45 a.m. to 10:45 a.m. ET. He and his co-panelists will discuss the most recent trends in OTC documentation, transaction structures, and bilateral negotiations across various business and legal contexts. </p><p>Brian will speak on a panel titled "Ethics: Investigations Case Study" on April 25, 2025, from 11:00 a.m. to 12:00 p.m. ET. He and his co-panelists will explore ethical considerations from the viewpoint of attorneys representing both the firm and individuals in a hypothetical regulatory investigation. For more information and event registration, visit the <a href="https://www.fia.org/fia/events/law-compliance-division-conference?utm_source=FIALC&utm_medium=Subnav" target="_blank">event website</a>. </p><hr>

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<p>Brian Kidd is a partner in Morrison Foerster’s Investigations + White Collar Defense Practice. His focus is on solving clients’ most difficult legal and regulatory challenges, often in the context of civil and criminal investigations and litigations. Brian has represented public and private companies and their executives in complex government-facing probes, which have resulted in favorable resolutions and declinations among other successes. He also represents boards of directors and companies in conducting complex internal investigations and compliance reviews. Brian regularly counsels his clients through sensitive matters, corporate crises, litigation, and other disputes involving U.S. federal and state law enforcement and regulatory agencies including the Department of Justice (DOJ), Securities and Exchange Commission (SEC), Commodity Futures Trading Commission (CFTC), Department of Education (DOE), District Attorney’s Offices, and state attorneys general, among others. Brian has served as first chair on over a dozen federal trials and is a member of the New York and Washington, D.C., bars.</p><p>Before joining MoFo, Brian served as chief of the Market Integrity and Major Frauds (MIMF) Unit of the Criminal Division’s Fraud Section at DOJ. As chief, Brian supervised a team of roughly 40 federal prosecutors and oversaw the majority of all major fraud cases brought by DOJ during his tenure, with a special focus on investigating and prosecuting complex securities, commodities, and other major corporate fraud cases. Brian oversaw cross-border and corporate prosecutions involving market manipulation, spoofing, insider trading, money laundering, bribery, cryptocurrency, accounting, and procurement fraud. Brian also served as chair of DOJ’s Securities and Commodities Fraud Working Group, where he worked closely with senior leaders at the SEC, CFTC, Federal Deposit Insurance Corporation, and the Federal Reserve.</p><p>Prior to his role as chief of the MIMF Unit, Brian served as an assistant chief of the MIMF Unit from January 2017 to May 2018 and as a trial attorney from October 2015 to January 2017. Prior to joining the Fraud Section, Brian was a trial attorney in the Public Integrity Section of the Criminal Division and an assistant U.S. attorney in the U.S. Attorney’s Office for the District of Puerto Rico.</p><p>Brian is a regular speaker on DOJ, SEC, and CFTC enforcement trends, cross-border investigations, cryptocurrency fraud, COVID-19 relief fraud, and compliance guidelines issued by U.S. regulators and law enforcement agencies, among other topics. He has appeared as a guest speaker on Yahoo Financial Live, has been quoted in <em>ABC News</em>, <em>CNN</em>, <em>USA Today</em>, and <em>Law360</em>, among other publications, and has served as a presenter for leading industry groups, including the Futures Industry Association, Ethisphere, the Society of Corporate Compliance and Ethics, and <em>Global Investigations Review: Live </em>on these issues.</p><p>Brian earned his J.D. magna cum laude from the Benjamin N. Cardozo School of Law and his B.A. from the University of California at Santa Cruz. Brian is also a three-time recipient of the Assistant Attorney General’s Exceptional Service Award. Brian has been an adjunct professor at Georgetown University Law Center since May 2019 and previously was an adjunct professor at the University of Puerto Rico School of Law. </p><h4>Representative Experience</h4><h5><span></span>Defense Experience</h5><p><strong>Securities and Commodities Fraud:</strong></p><ul><li>Representation of a start-up cryptocurrency company in proactive outreach to government agencies, including FinCEN.</li><li>Representation of an executive of a major cryptocurrency exchange in a SEC and CFTC investigation into allegations of financial misconduct.</li><li>Representation of an executive of a major broker-dealer in a DOJ and SEC investigation into allegations of financial misconduct by a former employer.</li><li>Representation of a major cryptocurrency exchange in providing counsel on U.S. commodities laws.</li></ul><p><strong>False Claims Act (FCA) and Misuse of Federal Funds:</strong></p><ul><li>Representation of a private company in an FCA investigation involving allegations that the company improperly obtained PPP funds. </li></ul><ul><li>Representation of a healthcare organization in an FCA matter involving kickback allegations.</li><li>Representation of a large for-profit college in multiple investigations involving allegations that the company improperly received and used federal funds. Obtained a declination from DOJ in an FCA investigation.  </li><li>Representation of a large for-profit college in multiple civil suits claiming improper use of financial loan instruments.</li><li>Representation of the board of a prominent advertising and marketing company in an investigation involving allegations that company insiders improperly obtained and used PPP funds. Obtained a declination from DOJ in a criminal investigation. </li><li>Served as the internal reviewer in a post-merger, privileged investigation of a fintech company’s conduct and business activities related to PPP loans to assess risk related to government and congressional investigations.</li><li>Representation of a venture capital firm in reviewing a potential affiliate problem related to $7+ million of SBA and PPP loan funds.</li></ul><h5>Other White Collar Defense and Compliance Matters</h5><ul><li>Representation of an international professional services firm related to its work for opioid manufacturers, which involves complex, multidimensional work involving state attorneys general, DOJ, CPB, and congressional investigations, as well as more than 140 civil lawsuits.</li><li>Representation of a national title insurance company in a criminal investigation being conducted by DOJ.</li><li>Representation of an executive at a U.S. defense contractor in an investigation being led by the U.S. Bureau of Alcohol, Tobacco, Firearms, and Explosives. </li><li>Representation of a multinational technology company in conducting a risk assessment across the company’s compliance program relating to anti-bribery and corruption, antitrust, anti-money laundering, data privacy and cybersecurity, sanctions, and export controls to recommend potential enhancements.</li><li>Representation of a major broker-dealer in undertaking compliance risk assessments and providing related counseling.</li><li>Representation of a former federal law enforcement officer in a House Oversight Committee investigation into allegations of misconduct.</li></ul>

Brian Kidd

Partner

<p>Rhys Bortignon is a partner in Morrison Foerster’s Capital Markets practice and a member of its Derivatives + Commodities group in New York. Rhys’ practice focuses on derivatives and structured products.</p><p>With a focus on practical and commercial solutions, Rhys provides counsel to a diverse range of U.S. and international clients, from both the buy-side and sell side, including corporates, investment banks, commercial banks, private equity, funds, investment managers, and sovereigns. Rhys offers strategic guidance to his clients from both a transactional and a regulatory perspective, and navigates complex cross-border issues with proficiency, providing pragmatic advice to clients operating globally.</p><p>Rhys’ experience spans the spectrum of derivative transactions across asset classes, including rates, foreign exchange, credit, equity, digital assets, and commodities. He also advises on repo and securities lending transactions, the hedging components of project and corporate financings, as well as other structured products. </p><p>Rhys is well-versed in U.S. derivatives legal and regulatory matters under the Dodd-Frank Act, the Commodity Exchange Act, and the Securities Exchange Act as well as related CFTC, SEC, and prudential regulation, including the regulation of swaps, futures, and options as well as futures commission merchants, introducing brokers, swap dealers, security-based swap dealers, commodity pool operators, and commodity trading advisors. </p><p>Rhys' practice affords him insight into leading-edge issues in the derivatives industry, including digital assets, energy transition matters, and ESG transactions. He frequently authors thought leadership pieces on current and proposed derivatives regulations in the United States.</p><p>Rhys sits on the Board of Directors of the LGBT Bar Association of New York, a voluntary professional organization dedicated to ensuring full equality for members of the LGBTQ+ community, promoting the advancement of LGBTQ+ legal professionals, and serving the larger community through various pro bono initiatives.</p><p>Prior to joining the firm, Rhys was counsel at another international law firm in New York. He also gained experience as an associate at leading law firms in London and Sydney. </p><p>Rhys is admitted to practice law in New York, England & Wales, and New South Wales, Australia.</p><h4>Representative Experience</h4><h5>Securitizations</h5><ul><li>Advised a global vehicle rental and leasing company with respect to its derivatives transactional and regulatory matters, including in connection with its international securitization platform and related financing activities</li></ul><h5>Equity Derivatives</h5><ul><li>Represented a leading geothermal company engaged in recovered energy generation in connection with its Rule 144A private offering of green convertible senior notes and the negotiation and execution of the associated capped call transactions with various dealer counterparties</li><li>Represented a data security and analytics pioneer in connection with its private Rule 144A offering of convertible senior notes, and the negotiation and execution of the associated capped call transactions with various dealer counterparties</li><li>Represented the initial purchasers and the capped call transaction counterparties in a digital sports betting and gaming platform’s offering of convertible senior notes, including the negotiation and execution of the associated capped call transactions</li><li>Represented a major South American mobile telecoms operator on its derivatives trading documentation in connection with its high-yield bond tap issuance</li><li>Represented the sole bookrunner in connection with the offering of a leading player in the global snack arena’s guaranteed zero-coupon exchangeable bonds and associated derivatives elements</li></ul><h5>Lending + Finance</h5><ul><li>Represented an international specialty finance company in connection with its global funding structure, which included: a notes offering; a consent solicitation of the holders of multiple preexisting issuances of notes; an amended multi-currency revolving credit facility; and the amendment and restatement of the company’s private placement notes purchase agreement</li><li>Represented a portfolio company of a Canadian asset management firm in connection with its entrance into a warehouse facility intended to finance a portfolio of consumer home rental contracts</li></ul><h5>Business Restructuring + Insolvency</h5><ul><li>Represented an operator of power infrastructure in the United States and its applicable debtor subsidiaries in connection with the consummation of the strategic transactions contemplated by the company’s chapter 11 plan of reorganization and provided assistance with the completion of its restructuring. The plan of reorganization entailed, among other components: the infusion of new equity capital pursuant to a common equity rights offering; a revolving credit facility; a Term Loan B credit facility; a Term Loan C credit facility; and a bilateral line of credit, as well as full repayment of the company's formerly existing first-lien funded debt and the consensual equitization of all of the company’s formerly existing unsecured notes. Representation included the drafting and negotiation of the foregoing debt financing transactions (including implementing intercreditor and first-lien security arrangements for derivative counterparties) and the renegotiation and implementation of commodity derivative documentation with several counterparties.</li></ul><h5>Project Finance</h5><p>Advised on the derivatives transactional and regulatory aspects of several high-profile project financing matters, including drafting and negotiation derivatives documentation, structuring hedging trades, and advising on intercreditor and other related matters:</p><ul><li>Represented a group of 13 commercial banks in connection with a non-recourse senior secured financing of the redevelopment of multiple terminals of a major global airport in the United States</li><li>Represented a group of international commercial banks in connection with a non-recourse financing of a wind project in Brazil</li><li>Represented a group of international banks as lenders and issuing banks in connection with the non-recourse first- and second-lien project financings of a wind farm and a solar power plant in Chile</li><li>Represented a leading private equity firm specializing in the energy industry in connection with a senior secured facility to finance the development, operation and maintenance of certain assets in the United States</li></ul><h5>M&A</h5><ul><li>Represented a leading private equity firm specializing in the energy industry in its sale of one of the premier independent utility-scale energy storage and renewable energy platforms in the United States to a French multinational utility company</li></ul>

FIA's Law & Compliance Division Conference

23 Apr 2025 - 25 Apr 2025