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Morgan Lewis

Thomas V. D'Ambrosio

Partner

thomas.dambrosio@morganlewis.com

New York Phone +1.212.309.6964 Fax +1.212.309.6001

101 Park Ave.//New York, NY 10178-0060//United States

Thomas V. D’Ambrosio concentrates his practice on structured and complex derivative transactions, including related insolvency and regulatory issues. Thomas helps clients structure, negotiate, and analyze the risk inherent in a wide range of cleared and uncleared derivative and futures products. He represents clients in all asset classes, including equity, debt, credit, commodity, interest rate, currency, crypto and exotic derivatives. His clients include Fortune 500 corporations, private companies, investment managers, hedge funds, financial institutions, pension funds, and high net-worth individuals.

Thomas is particularly active in advising enterprises that employ derivatives to hedge risks, monetize assets, and finance the acquisition of assets on favorable terms—with and without the benefits of leverage—including financing issuer equity and debt repurchase programs. . His derivative experience extends to the repo, securities lending and physical and financial forward markets. He is fully conversant with all relevant industry documentation, including ISDAs, MRAs, MSFTAs, MSLAs, and GMRAs. He actively represents clients on LIBOR reform and Dodd–Frank derivative reform.

Thomas is a member of the Firm’s LIBOR working group. The LIBOR working group tracks and distills expert market knowledge on LIBOR transition around the world.

Thomas also represents issuers in public and private sales of equity and debt securities. He advises purchasers and sellers in stock sales, asset sales, and merger transactions; counsels investment managers in leveraged private fund investments; and advises pension fund managers and wealthy families with respect to their investments in private funds.

Awards and Affiliations

Recommended, Finance: Structured finance: derivatives and structured products, The Legal 500 US (2008, 2009, 2011–2016, 2018–2022)

Recognized, Derivatives and Futures Law, New York, The Best Lawyers in America (2009–2023)

Recognized, New York Super Lawyers (2010–2021)

Member, Best ETF Law Firm, ETF Express US Awards (2021, 2022)

Member, Practice Group of the Year, Asset Management, Law360 (2017)

Highly Regarded, IFLR1000 Financial and Corporate (2018–2022)

Highly Regarded, IFLR1000 United States (2019, 2020) 

Member, Practice Group of the Year, Energy, Law360 (2016)

Member, Energy Law Firm of the Year, US News & World Report/Best Lawyers (2015)

Chairman, New York City Bar Association Committee on Futures and Derivatives Regulation (2012–2016), Currently Chairman Emeritus

Member, New York City Bar Association Futures and Derivatives Regulation Committee (2009–2020)

Member, New York City Bar Association Corporation Law Committee (2015–2019)

Member, New York City Bar Association

Admissions

  • New York
  • New Jersey
  • U.S. Supreme Court
  • U.S. District Courts for the Southern, Eastern, Northern, and Western Districts of New York
  • U.S. District Court for the District of New Jersey

Education

  • Amherst College, 1988, B.A., Magna Cum Laude
  • Cornell Law School, 1991, J.D., Cum Laude

Sectors

  • Financial Services
  • Technology
  • Energy
  • Investment Funds
  • Banking

Services

  • Capital Markets & Public Companies
  • Mergers & Acquisitions
  • Investment Management
  • Derivatives & Futures
  • Corporate, Finance & Investment Management

Regions

  • North America

Events

5/24/2022 - Track 4: Key Hedge Fund Issues
5/10/2022 -
2022 Advanced Topics in Hedge Fund Practices Conference
3/17/2022 - Regulatory & Compliance and Key Operational Issues
3/9/2022 - Morgan Lewis Hedge Fund University™ – Everything You Need To Know To Launch A Hedge Fund – Webinar Series
5/20/2021 - USD LIBOR Transition: The End Game
5/12/2021 - Track 3: Regulatory and Enforcement
6/2/2020 - Trading and Investment Practices Affecting Hedge Funds; Family Office Issues and Considerations; LIBOR Transition and Derivatives Update
5/5/2020 -
2020 Advanced Topics in Hedge Fund Practices Conference
4/24/2020 - Morgan Lewis Hedge Fund University™ COVID-19: Global Implications for Hedge Funds
4/7/2020 - Morgan Lewis Hedge Fund University™: COVID-19 Implications for Hedge Funds
4/7/2020 - IAA’s Preparing for the LIBOR Phase-Out
12/11/2019 - Mutual Fund Directors Forum: Transitioning Away from LIBOR
6/11/2019 - 2019 Morgan Lewis Advanced Topics in Hedge Fund Practices Conference: Manager and Investor Perspectives
3/19/2019 - New York City Bar Association–Careening Away from LIBOR: Why, When, and How LIBOR will be Replaced
6/12/2018 - 2018 Morgan Lewis Advanced Topics in Hedge Fund Practices Conference: Manager and Investor Perspectives
5/23/2018 - Investment Adviser Association: Hot Topics in Derivatives Issues for Asset Managers
4/17/2018 - New York City Bar Association: The Basics of Enforcement Actions and Civil Litigation Related to Swaps Futures and Options
2/13/2018 - Regulatory Fundamentals Group 2018 Annual Meeting
6/13/2017 - 2017 Morgan Lewis Advanced Topics in Hedge Fund Practices Conference: Manager and Investor Perspectives
6/9/2016 - Ninth Annual Advanced Topics in Hedge Fund Practices: Manager and Investor Perspectives
11/12/2015 - Hedge Fund University™ Update On Regulatory Reform of Derivatives and Shadow Banking: Rulemaking, Market Trends, and the Potential Effect on Hedge Funds
4/21/2015 - Eighth Annual Advanced Topics in Hedge Fund Practices Conference: Manager and Investor Perspectives

News

2/14/2019 - Morgan Lewis Advises Tabula Rasa HealthCare in $325M Rule 144A Convertible Note Offering
7/15/2011 - Morgan Lewis Serves as Co-Counsel to BHP Billiton on $12.1 Billion Acquisition of Petrohawk
4/7/2011 - Morgan Lewis Advises Jefferies on $430 Million Acquisition of Prudential Bache

Publications

12/22/2022 - SEC Adopts Significant Changes to Rule 10b5-1 Affecting Trading by Insiders
2/15/2022 - SEC Proposes Amendments to Beneficial Ownership Reporting Rules
12/20/2021 - SEC Proposes Rules for Security-Based Swaps Prohibiting Fraud and Manipulation
12/17/2021 - SEC Proposes Significant Rule Changes Affecting Trading by Insiders
12/15/2021 - Securities Lending: SEC Proposes Sweeping Rule Requiring Reporting of Transactions to FINRA
May 2021 - LIBOR Transition: Important Recent Developments, Compliance Corner
8/13/2020 - What Private Fund Advisers Need to Know About Transitioning Away from LIBOR, Hedge Fund Law Report
1/27/2020 - The End of LIBOR: Considerations for Investment Managers
2/21/2019 - SEC Proposes Risk Mitigation Rules for Uncleared Security-Based Swaps
2012–2019 - Contributing Author, Hedge Fund Deskbook (Morgan Lewis – Thomson Reuters)
August 2017 (updated through 2019) - Margin Requirements for Swaps and Security-based Swaps, Lexis Practice Advisor
6/13/2017 - Tenth Annual Advanced Topics in Hedge Fund Practices, Part 13: Derivatives Update
October 2016 (updated through 2019) - Swap Dealer and Major Swap Participant External Business Conduct Rules, Lexis Practice Advisor
6/9/2016 - Ninth Annual Advanced Topics in Hedge Fund Practices, Part 9: Dodd-Frank Developments and Derivatives
April 2016 - Margin Requirements for Swaps and Security-based Swaps, Investment Adviser Association Newsletter
March 2016 - Understanding The SEC’s Proposal on Funds’ Use of Derivatives and Other Financial Transactions
March 2016 - Regulation of Derivatives and Other Transactions by Registered Investment Companies and Business Development Companies, Investment Adviser Association Newsletter
12/14/2015 - SEC Proposes Requirements for Funds’ Use of Derivatives and Other Financial Transactions
7/27/2015 - CFTC Staff Exempts Certain Commodity Trading Advisors from Form CTA-PR Reporting
June 2015 - CFTC Position Limits and Aggregation Under Dodd-Frank, Investment Adviser Association Newsletter No. 270
4/21/2015 - Eighth Annual Advanced Topics in Hedge Fund Practices, Part 5: Dodd-Frank Developments and Derivatives
12/5/2014 - CFTC Releases No-Action Letter 14-144
July 2014 - Co-presenter, Derivatives and Dodd-Frank, given as a client management presentation
6/3/2014 - Morgan Lewis Hedge Fund University™ - Managing Mutual Funds and Exchange Traded Funds: Advanced Topics in Derivatives
5/1/2014 - Seventh Annual Advanced Topics in Hedge Fund Practices, Part 5: Dodd Frank Developments: Documentation and Clearing
5/1/2014 - What's in Your Trading Documents? End-users Beware, Reuters Hedgeworld
5/2/2013 - Sixth Annual Advanced Topics in Hedge Fund Practices, Part 5: Swaps Regulation is Here
10/5/2012 - Fifth Annual Advanced Topics in Hedge Fund Practices, Part 6: Managing Custodial Risk: Business Conduct post Dodd Frank
August 2012 - Dodd-Frank Derivative Reform and Investment Advisers, Investment Advisers Association Newsletter
8/16/2012 - US Regulation of European OTC Derivatives
7/20/2012 - CFTC Finalizes Commercial End-User Exception
1/31/2011 - The Commercial End-User Exemption
7/21/2010 - Derivative Reform Enacted Into Law
7/6/2010 - Impact of Financial Reform Legislation on Employee Benefit Plans
5/28/2010 - Are You Ready for Derivative Reform? Congress to Reconcile Proposed Derivative Legislation