James W. Lovely, B.B.A., M.B.A., J.D.

James Lovely provides expert witness, litigation support, and consulting services concerning swaps, derivatives and other capital markets products. He has both academic training and extensive and varied executive and legal career experience with financial products and in financial markets.

Mr. Lovely is knowledgeable concerning the structuring, execution, documentation, management, termination and regulation of financial products, including futures, options, swaps, swaptions, forwards, derivatives, and securities. He has deep experience with financial product documentation, including ISDA, NAESB and SIFMA documentation, master agreements, prime brokerage agreements, repurchase agreements, securities lending agreements, liquidity facilities, structured financial products, commercial paper programs, and commodity financing.

Mr. Lovely has advised clients on LIBOR / SOFR transition issues. He is experienced with the U.C.C. particularly Article 8 of the UCC related to securities and financial asset transfers and Article 9 concerning secured transactions.

Services

James Lovely offers the following services:

Review and advice on financial products, related documentation and regulation, and associated disputes, compliance issues, market customs and practices.

Pre-default or pre-litigation planning and preparation.

Post-default notification and damages calculations.

Review of pleadings, depositions, and other court documents.

Assistance in formulating and responding to discovery.

Consulting reports evaluating potential or pending litigation or disputes.

Expert witness testimony and reports.

Presentations on financial industry issues and developments related to derivatives. Examples include:

“Interest Rate Derivatives: An Overview” – Presentation to Central Florida – Government Finance Officers Association (April 13, 2006) (co-authored with R. Stephens).

“Collateral and Margin for Swaps After the Dodd Frank Act”, Presentation for U.S.-based Hedge Fund and Family Office (September 17, 2012).

“Derivative Trading Considerations”, ACA Compliance Group – Fall 2012 Compliance Conference (October 18, 2012) (co-authored with M. Holland West).

"Swap Counterparty Default and Recent Industry Developments", Presentation for Regional Bank (July 22, 2016).

"ISDA Documentation & Syndicated Energy Credits", Presentation for Regional Bank (April 4, 2017).

"Swap Overview & 2018 Current Topics", Presentation for Regional Bank (October 22, 2018).

“LIBOR Transition Overview”, Presentation for DerivActiv, LLC d/b/a HedgeStar (October 8, 2020).

“Disorder in Discounting - §440.34 and the Present Value of Future Benefits”, The Florida Bar – Workers' Compensation Section – News & 440 Report (Winter 2021).

Bloomberg - LIBOR Transition Series: The Final Countdown, Panelist (November 16, 2021).

Litigation Support Services

For privilege and confidentiality reasons, Mr. Lovely is typically engaged directly by the lawyer or law firm seeking the assistance of a consulting or testifying expert witness. Mr. Lovely has been retained by national, regional and local law firms and by public defenders. He has assisted both plaintiffs (including in individual and class actions) and defendants equally.

Areas of Expertise

Additional Expertise:

Derivatives, Swaps, Options, Futures, Forwards, Caps, Floors, Collars, Repurchase Agreements, Securities Lending Agreements, ISDA, SIFMA, ICOM, IFEMA, and NAESB Documentation, Prime Brokerage Arrangements, Clearing and Collateralization Arrangements, LIBOR/SOFR/Ameribor Transition or Adoption, Foreign Exchange, Commercial Loans, Guarantees, Security Agreements, Letters of Credit, UCC - Articles 8 and 9, Finance, Hedging, Commodities, Commodity Pools, Bonds, Auction Rate Securities, Tender Option Bond Programs, Public Finance, Asset-Backed Commercial Paper, CDOs, Synthetic CDOs, Credit Derivatives, CFTC and SEC Regulation, Dodd-Frank Regulation.

Profile

Graduate of Top 10 Law School

Multiple Degrees in Finance - with a focus on financial products and markets.

Real World Experience (not just "ivory tower") - as a senior executive and lawyer in an investment bank, a commercial bank, a derivatives dealer, a commodity pool, and large law firms.

Skilled in Simplifying Complex Financial Products and Disputes. Capable translator between lawyers and executive and financial officers on issues touching both the legal and financial worlds.

References available upon request.

Areas Served

All States

James W. Lovely, B.B.A., M.B.A., J.D. in the Social Networks

LinkedIn

Professional Experience

Private Consultant to financial institutions, law firms, energy merchants, family offices and hedge funds. 2011 to present.

Chief Financial Officer, Juice Source, LLC, a commodity trading affiliate of Hollingsworth Trading LP, a CFTC licensed commodity pool. 2006-10.

Senior Counsel, Holland & Knight LLP. 2004-06.

Managing Director, Bank of America, N.A., Structured Securities and Products. 1998-2003.

Associate General Counsel and Director, Nomura Securities International, Inc., a U.S. registered broker-dealer and futures commission merchant. 1993-96.

General Counsel, Nomura Capital Services, Inc., a U.S. swap and FX dealer. 1993-95.

Associate, Cadwalader, Wickersham & Taft. 1991-93 (New York) and 1996-98 (Charlotte, NC).

Licenses

Admitted to practice law in New York, North Carolina and Florida.

See Qualifications.

Legal Experience & Services

Representative Engagements:

-Analysis for defense of transaction documents, opposing expert's report, and related financial issues (including estimated damages), assistance to counsel during opposing expert's deposition, and provision of deposition testimony in a New York State Court case concerning a $500 million municipal bond repurchase agreement, municipal bonds (fixed rate, floating rate, and auction rate), interest rate derivatives, and tender option bond programs. Case settled.
-Review of municipal transaction documents and opposing expert's report for defense, preparation of a written rebuttal report on a $17 million aircraft loan, guarantees and related swap documentation and swap sales practices issues, and provision of deposition testimony in a U.S. Federal District Court case concerning industry standards, customs and practices with respect to loan and guarantee documents and swaps. Case settled.
-Evaluation for public defenders of transaction documents, opposing expert's opinion, and witness statements as to whether certain promissory notes were "securities" under Florida and Federal law and provision of both deposition and trial testimony in a Florida State Court criminal case. Defendant acquitted by jury on all counts.
-Review of loan and swap documents involving an entity and its counterparty and development with bankruptcy counsel of arguments on objection to loan claim, asserting that the related interest rate swap was illegal and void under the Commodity Exchange Act and applicable state law. Objection to claim denied on ancillary grounds.
-Preparation of expert report and expert rebuttal report for plaintiff in complex, multi-expert, multi-billion dollar Federal Court case involving considerations of state insurance law, an analysis of the use of derivatives by a large insurance company over an extended period, and the treatment of such derivatives as "securities" for various purposes. Case settled.
-Analysis of trading activity, losses and churning metrics for claimant in an NFA arbitration proceeding concerning an agricultural futures and options account of a U.S. farmer with hog and grain operations. Assisted counsel with rebuttal of respondents' positions. Arbitration settled during mediation phase.
-Retained expert for plaintiff in Florida State Court case brought against large corporation for wrongful registration of transfer of securities under the UCC and other claims related to forged signatures and improper transfers of securities. Case settled during mediation.
-Preparation of expert rebuttal report and deposition testimony in a U.S. Federal District Court case involving claims of wrongful registration of transfer of securities under the UCC and refuting fiduciary duty and negligence claims asserted against the issuer defendant. Case settled.
-Review and analysis of real estate loan and swap documents in a U.S. Federal District Court case involving a disputed voluntary close-out of an interest rate swap in anticipation of a committed loan refinancing. Work included deconstruction of the valuation obtained by the client on close-out and criticism of the conduct of the swap dealer during the period from execution to termination of the swap. Evaluated opposing expert's report. Case settled ahead of trial.
- Analysis of trading activity, losses and purported hedging strategy for claimant in an NFA arbitration concerning an agricultural futures and options account of a U.S. grain farmer (corn, soybeans, milo, winter wheat). Claims arose from alleged discretionary trading in a non-discretionary account (without customer orders or authorization). Assisted counsel in all phases of this NFA arbitration from discovery through mediation, preparing briefs, and the arbitration hearing. Assisted counsel in evaluating and critiquing opposing experts' presentations. Arbitration settled shortly after Mr. Lovely's testimony and related cross-examination.

Affiliations

Member, American Mensa and Rotary International

Bar Associations of New York, North Carolina and Florida.

Qualifications

• Admitted to practice law in New York, North Carolina and Florida.

• NFA/CFTC Series 3 license (inactive).

• SEC Series 7 and Series 63 licensed (each inactive).

• Past member of the Professional Ethics Committee of the Florida Bar.

• Past member of the ABA's Business Law Section and UCC - Article 8 Subcommittee.

• Past participant in the Documentation Subcommittee and Collateral Working Group of ISDA.

• Past participant in the Commercial Paper Working Group and Ad Hoc Reg. T (Margin) Subcommittees of the BMA (now SIFMA).

Awards & Honors

Law School - Order of the Coif (top 10%), Legal Writing Award (Fall 1988).

Graduate School - Albert Wesley Frey Award (valedictorian), H.R. Young Fellowship (full academic fellowship), Phi Kappa Phi Fellowship, Financial Executives' Institute Award.

Undergraduate School - Isaac Bashevis Singer Scholarship (full academic scholarship), National Merit Scholarship, Beta Gamma Sigma and Phi Kappa Phi.

Seminars & Training

“Negotiation of Over-the-Counter Derivatives: What are the “In-Stone” Provisions & What is Negotiable?”, sponsored by the Financial Advisory Council, New York, New York (May 2-4, 1994).

“Legal and Regulatory Issues Concerning Over-the-Counter Derivatives”, sponsored by the Brazilian Comissao de Valores Mobiliarios and the Sao Paulo and Rio de Janeiro stock exchanges, Sao Paulo and Rio de Janeiro, Brazil (September 28-29, 1994).

“Over-the-Counter Derivatives: A Framework for Oversight”, sponsored by the Institute of Internal Auditors, Charlotte Area Chapter, Charlotte, North Carolina (April 14, 1997).

“Credit Derivatives for Effective Credit Portfolio Management”, sponsored by ICM Conferences, New York, New York (September 10-11, 1997).

“Perry Global Funding Limited: Issuer Presentation and ABCP Industry Developments”, sponsored by Standard & Poor's, Asset-Backed Securitization Conference, Orlando, Florida, May 5-8, 2003.

“Municipal Derivatives: Basics, Uses and Risks,” Presentation to SunCoast League of Cities, Howey-in-the-Hills, Florida (June 12, 2004) (co-authored with R. Stephens).

“Municipal Price Risk Management: Basics, Uses and Risks”, Presentation to Florida Gas Utility Annual Meeting, Clearwater, Florida (July 16, 2004) (co-authored with R. Stephens).

“Interest Rate Derivatives: An Overview” – Presentation to Central Florida – Government Finance Officers Association (April 13, 2006) (co-authored with R. Stephens).

“Collateral and Margin for Swaps After the Dodd Frank Act”, Presentation for Hedge Fund and Family Office (September 17, 2012).

“Derivative Trading Considerations”, ACA Compliance Group – Fall 2012 Compliance Conference (October 18, 2012) (co-authored with M. Holland West).

“Collateral and Margin for “Upstream” Swaps After the Dodd Frank Act”, Presentation for Regional Bank (February 11, 2013).

"Swap Counterparty Default and Recent Industry Developments", Presentation for Regional Bank (July 22, 2016).

"ISDA Documentation & Syndicated Energy Credits", Presentation for Regional Bank (April 4, 2017).

Publications

“Agency Costs, Liquidity, and the Limited Liability Company as an Alternative to the Close Corporation,” 21 Stetson L. Rev. 377 (1992) (reprinted in 34 Corp. Practice Commentator 531 (Clark Boardman Callaghan) (1993)).

“Soft Dollar Brokerage Arrangements Involving Commodity Futures Transactions,” 16 Futures & Derivatives L. Rep. 9 (Jan. 1997) (co-authored with H. West).

“Revised Article 8 of the NYUCC,” Cadwalader, Wickersham & Taft - Client & Friends Memorandum (October 1997) (co-authored with S. Cohen and L. Kalembka).

“Broker-Dealer Lite: SEC Regulations for OTC Derivatives Dealers,” 17 Futures & Derivatives L. Rep. 9 (co-authored with M. Bartlett and R. Shirazi).

“Derivatives for Governmental Users: Basics, Uses and Risks,” Holland & Knight LLP – Public Finance, Vol. 4, Issue 1 (May 2004) (co-authored with R. Stephens).

“Fixed Spread Basis Swap: Trade Summary,” Holland & Knight LLP – Public Finance, Vol. 5, Issue 1 (January 2005) (co-authored with R. Stephens).

“Changes in Federal Insolvency Laws Benefit the Municipal Financial Market,” Holland & Knight LLP – Public Finance, Vol. 5, Issue 2 (August 2005).

“Municipal Derivatives and Taxation – Current Topics,” Holland & Knight LLP – Public Finance, Vol. 6, Issue 1 (March 2006) (co-authored with J. Theberge).

“Disorder in Discounting - §440.34 and the Present Value of Future Benefits”, The Florida Bar – Workers' Compensation Section – News & 440 Report (Winter 2021).

Education

J.D., University of Virginia School of Law, May 1991.
• Order of the Coif (top 10% of class), Legal Writing Award (Fall 1988).
• Admitted to Practice Law in FL, NC, and NY.

M.B.A., Katz Graduate School of Business, University of Pittsburgh, July 1988.
• Concentration in Corporate Finance, Investments, and Economics, Summa cum laude.
• Albert Wesley Frey Award (valedictorian), H.R. Young Fellowship (full academic fellowship), Phi Kappa Phi Fellowship, Financial Executives' Institute Award (outstanding finance student).

B.B.A., University of Miami, May 1987.
• Finance major, General University Honors, Summa cum laude.
• Isaac Bashevis Singer Scholarship (full academic scholarship), National Merit Scholarship, Outstanding Senior Finance Student 1987, Beta Gamma Sigma, Phi Kappa Phi, and other honorary societies.