Athena Eastwood

Partner

Washington
Willkie Farr & Gallagher LLP
1875 K Street, N.W.
Washington, DC 20006-1238
T 202 303 1212
F 202 303 2212
aeastwoodwillkie.com

Athena Eastwood is widely recognized for her regulatory and transactional work in the agricultural, energy and environmental commodities and derivatives markets. In particular, Athena advises agricultural cooperatives and energy market participants regarding risk management programs, commercial transactions and hedging and trading in futures and over-the-counter derivatives markets. She also works extensively with green products markets, including those designed to address climate-related risks, such as carbon markets and programs for renewable fuels and renewable energy credits.

Chambers USA (2020) ranks Athena among the nation’s leading practitioners in the area of Capital Markets: Derivatives and recognizes her on the “Spotlight Table” for regulatory excellence in the area of Capital Markets: Derivatives.

Athena also represents private equity firms and a range of intermediaries and dealers registered with the Commodity Futures Trading Commission (“CFTC”) and the National Futures Association (“NFA”), including introducing brokers, futures commission merchants, commodity trading advisors, and swap dealers, in transactional, regulatory and legislative matters involving energy, metals, agricultural and financial commodities and derivatives.

Athena has extensive experience with all aspects of implementation of the Dodd-Frank Act and its impact on CFTC registrants and end-users of derivatives.

A frequent author, Athena also speaks regularly regarding commodity-related regulatory, transactional and enforcement developments and recently hosted a webinar on renewable procurement structures and corporate sustainability programs in partnership with Microsoft, RESurety and Advanced Energy Economy, an industry association representing buyers of renewable energy, utilities and others. She is a former member of the Executive Committee of the Futures Industry Association’s (“FIA”s) Legal and Compliance Division and is recognized in Best Lawyers for her work in the area of Derivatives and Futures Law. She also is recommended for Derivatives and Structured Products in Legal 500 United States. Athena is an active member of the American Bar Association's Committee on Regulation of Futures and Derivatives Instruments, and the drafting committee of ISDA's Energy, Commodities and Developing Products Working Group.

Athena serves as an adjunct professor at the University of Virginia School of Law where she teaches a class entitled “Energy and Environmental Products Trading and Regulation,” in which she challenges students to develop innovative uses for derivatives to address commodity-related risks, including those related to climate change (such as seal level derivatives), and new derivative structures in renewable project finance, such as proxy generation swaps designed to facilitate renewable energy procurement by corporations seeking to meet sustainability goals.

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Athena Eastwood is widely recognized for her regulatory and transactional work in the agricultural, energy and environmental commodities and derivatives markets. In particular, Athena advises agricultural cooperatives and energy market participants regarding risk management programs, commercial transactions and hedging and trading in futures and over-the-counter derivatives markets. She also works extensively with green products markets, including those designed to address climate-related risks, such as carbon markets and programs for renewable fuels and renewable energy credits.

Chambers USA (2020) ranks Athena among the nation’s leading practitioners in the area of Capital Markets: Derivatives and recognizes her on the “Spotlight Table” for regulatory excellence in the area of Capital Markets: Derivatives.

Selected Significant Matters


Renewables Transactions
  • Representing a global corporation procuring renewable energy from a new wind project using a novel transaction structure involving a proxy revenue swap
  • Advising private equity investors and others about market design and regulatory issues related to various environmental commodities, such as renewable energy credits (“RECs”), Green-e RECs, Regional Greenhouse Gas Initiative (“RGGI”) carbon allowances, California carbon allowances (“CCAs”), carbon offsets, renewable identification numbers (“RINs”), and California’s low carbon fuel standard (“LCFS”)
  • Advising a large utility regarding transaction structures designed to sell renewable energy to corporate buyers in conjunction with the financing of new wind and solar projects
  • Advising clients concerning the negotiation and characterization of various and evolving hedging and renewable power procurement structures, including virtual power purchase agreements (“VPPAs”)
  • Representing a leading financial institution in drafting and negotiating agreements for the purchase and sale of various environmental commodities, including RECs and carbon allowances
  • Representing the drafting committee of the International Swaps and Derivatives Association (“ISDA”) in the development of the ISDA emissions annex, which is used for the purchase and sale of emissions allowances, such as CCAs, RGGI allowances and others
  • Advising an international non-profit organization seeking to certify a reforestation project in Haiti to receive carbon allowances (see attached spotlight on her work in this area)
Commodities and Derivatives Transactions and Market Practices (End Users, Dealers and other Market Participants)
  • Advising commercial energy and agricultural companies regarding characterization issues relating to swaps, forward contracts and trade options
  • Advising end users of swaps regarding various exemptions, including those relating to hedging, clearing, dealing by agricultural cooperatives, inter-affiliate transactions and commodity trading advice
  • Advising clients with respect to CFTC regulatory developments, including with Dodd-Frank Act implementation
  • Drafting and negotiating commodity brokerage agreements, asset management agreements and commodity purchase and sale agreements, including bespoke agreements, as well as ISDAs, EEIs, and NAESBs, among others
  • Drafting and negotiating commercial agreements for the purchase and sale of dairy commodities
  • Advising agricultural companies and cooperatives regarding forward contracts and other risk management programs
  • Advising clients with respect to transactional considerations relating to the purchase and sale of physical commodity assets, including crude oil, natural gas, and novel environmental commodity products
  • Representing clients involved in government investigations and special calls by the CFTC, including market manipulation, trade practices, false reporting and other investigations. In conjunction therewith, she has prepared numerous compliance programs and regularly advises clients regarding trading practices in futures and over-the-counter energy and agricultural markets
Registration, Structuring and Intermediary Regulation 
  • Advising a global financial services firm on structuring issues relating to its regulated and unregulated commodity and derivatives businesses, including regarding capital and margin implications, business conduct standards and information sharing issues, among others
  • Advised a client regarding the sale of an equity interest in a registered introducing broker (“IB”) and swap firm
  • Advising CFTC registrants with respect to all aspects of CFTC regulation, including relating to the CCO Annual Report, risk management, reporting and recordkeeping, conflicts, and business conduct rules with counterparties
  • Advising a CFTC registered swap dealer regarding the CFTC’s proposed capital rules, as well as implementation of Phase V of the CFTC’s uncleared margin rule
  • Advising clients regarding the qualified financial contract (“QFC”) rules and related ISDA Stay Protocols
  • Advising a client registering a U.S. subsidiary of a foreign firm as a swap dealer with the CFTC and NFA
  • Advised a commodity trading firm with respect to joint registration as a futures commission merchant (FCM) and swap dealer (SD)
  • Advised U.S. bank and hedge fund clients initiating commodity trading desks
  • Advising clients with respect to CFTC and NFA registration and compliance requirements

Publications / News / Events

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