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Christopher S. Schell


Christopher S. Schell

Derivatives & Structured Products
New York

Advises financial institutions on debt and equity capital markets transactions and structured products. Extensive experience developing new financial products.

Chris is a member of our Capital Markets and Derivatives & Structured Products practices. He represents issuers and investment banks in equity and debt capital markets transactions and offerings of structured products, including synthetic exchangeable securities and other equity, commodity and currency linked products. He has extensive experience developing new financial products, including innovative offerings of units, warrants, exchange traded notes and proprietary indexes, for retail and institutional investors.

He advises on SEC, FINRA and other regulatory and transactional matters related to structured products, such as SEC comment letters, compliance projects and the impact of the Dodd-Frank Act.

According to Chambers USA, which ranks Chris in Band 1 in Structured Products, clients find Chris to be “responsive and innovative in thinking of solutions” and “excellent at presenting and discussing complex legal issues with experts and with those who are new to the subject area.”

Experience highlights

  • Regularly advises financial institutions in capital raising transactions, including NYSE-listed preferred stock issuances, senior and subordinated debt offerings and international offerings
  • Morgan Stanley on the first ever SEC-registered bond offering primarily offered in Taiwan and listed on the Gre Tai Securities Market
  • Morgan Stanley on Canadian dollar and Australian dollar denominated debt offerings
  • Offering of Japanese yen denominated debt offerings in Japan
  • Regularly advises the issuers and structurers of structured products on SEC-registered, Rule 144A/Regulation S, Regulation D and Section 3(a)(2) structured note issuance programs
  • Regularly advises the New York Stock Exchange on their index business and IOSCO Benchmark Regulation
  • Advises a variety of fintech companies on cryptocurrency investment products
  • Morgan Stanley on the issuance of numerous structured products on equities, commodities, currencies, credit and other underlying assets
  • Regularly advises a major U.S. financial institution on numerous exchange-traded notes, structured notes and market-linked certificates of deposit
  • Regularly advises two major Asian and European financial institutions on the creation and administration of innovative investment strategies, including indexes, and the offer and sale of securities using those strategies for a wide range of market participants
  • Morgan Stanley on its investment, as part of a investment consortium, in the convertible preferred stock of Carver Bancorp, Inc., a regional commercial bank
  • Morgan Stanley Wealth Management on the distribution of securities linked to equities, commodities, currencies and rates
  • Morgan Stanley on the U.S. Government’s $10 billion investment in the preferred stock and warrants of Morgan Stanley under the Troubled Asset Relief Program
  • Morgan Stanley on the repayment of the $10 billion preferred securities and the repurchase of the related warrants issued under the Troubled Asset Relief Program, including the equity and debt capital raising transactions designed to satisfy the government’s conditions for repayment
  • Morgan Stanley on the issuance of an aggregate of over $23 billion of notes guaranteed under the FDIC’s Temporary Liquidity Guarantee Program
  • Burger King Holdings, Inc. and Greenhill & Co. in their initial public offerings
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Chambers USA – Capital Markets: Structured Products, Band 1

Chambers Global – Capital Markets: Structured Products, USA, Band 1

IFLR1000 – Capital Markets (Equity, Structured Finance and Securitization), United States


J.D., Yale Law School
  • Articles Editor, Yale Journal of International Law
B.A., Yale University


Law Clerk, Hon. Charles P. Sifton, U.S. District Court, E.D. New York, 1998-1999

Professional history

  • Davis Polk since 1999
  • London office, 2000-2002

Qualifications and admissions

  • State of New York
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