Getting CFIUS Approval for Investments From and Deals With Foreign Businesses

Recent Regulatory Changes, Controls, and Mitigation Agreements

Recording of a 90-minute CLE webinar with Q&A


Conducted on Tuesday, July 7, 2020

Recorded event now available

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Program Materials

This CLE webinar will guide counsel to U.S. businesses seeking and accepting foreign investments on the Committee on Foreign Investment in the United States (CFIUS) approval process. The panel will discuss what parties need to do to be well prepared to get CFIUS approval for investments and deals. The panel will examine the recently issued CFIUS regulations as well as the requirements for mitigation agreements and offer best practices for CFIUS approval.

Description

With recent regulatory changes and heightened attention on national security, the CFIUS continues to be a hurdle for cross-border M&A and counsel involved in cross-border deals should consider what it takes to get CFIUS approval as they structure these deals.

For example, U.S.-China relations have been a political hot topic over the last few years and have resulted in heightened scrutiny of Chinese investment in U.S. businesses—including a number of failed deals. However, this does not preclude deals from getting approved. CFIUS recently approved the acquisition of ONE Aviation, a private jet-maker in New Mexico, by Citiking International, a Chinese-controlled investment fund. CFIUS has also approved other high-profile deals, such as Infineon Technologies AG’s acquisition of Cypress Semiconductor Corp.

CFIUS approval for deals may require some mitigation in order to address national security concerns. The review process may also involve parallel mitigation processes. For example, deals involving foreign investment in a cleared government contractor that handles classified information typically requires a mitigation agreement with the Defense Counterintelligence and Security Agency (DCSA). Certain telecom transactions may also require mitigation conditions on Federal Communications Commission licenses. Anticipating and preparing for mitigation requirements is a key component of effective cross-border deal planning.

Companies and their counsel must anticipate potential CFIUS and other national security regulatory concerns and be prepared to structure successful deals that meet the parties’ goals for the transaction.

Listen as our authoritative panel of CFIUS counsel examines what parties need to do to be well prepared to get CFIUS approval for investments and deals. The panel will examine the recently issued CFIUS regulations, related national security regulatory processes, as well issues pertaining to mitigation agreements. The panel will offer best practices for getting investments/deals approved by CFIUS.

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Outline

  1. FIRRMA and recent CFIUS regulations
  2. CFIUS trends and strategic considerations
  3. CFIUS mitigation agreements
  4. FOCI mitigation & Team Telecom considerations
  5. Best practices for being prepared

Benefits

The panel will review these and other key issues:

  • What steps can counsel take to anticipate CFIUS concerns?
  • How can counsel identify and analyze potential mitigation pitfalls that could impact the deal?
  • What best practices should counsel employ to evaluate the inclusion of controls and mitigation in the transaction structure?

Faculty

Boylan, Scott
Scott Boylan, JD, LL.M.

Partner
StoneTurn Group

Mr. Boylan has more than 30 years of experience in advising public- and private-sector organizations on a broad range...  |  Read More

Jalinous, Farhad
Farhad Jalinous

Partner
White & Case

Mr. Jalinous heads the firm's National Security and CFIUS practice. His experience includes negotiating some of the...  |  Read More

Mildorf, Karalyn
Karalyn Mildorf

Partner
White & Case

Ms. Mildorf is a partner in the firm’s National Security and CFIUS practice, focusing her practice in the areas...  |  Read More

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