C5's European Forum on Foreign Investment Security Reviews and CFIUS

Agenda

Day 1 - Wednesday, June 19, 2019

8:00	Registration and Breakfast
8:45	Co-Chairs Opening Remarks
9:00	New EU Regulatory Screening Framework: Current Landscape and Implications for Member States
10:45	Networking Break
11:00	Industry Think Tank: Protecting and Demystifying National Security Risks
11:45	Networking Lunch
1:00	CFIUS: POST FIRRMA
2:15	EU FDI and CFIUS: How to Manage Cross Border Transactions in a New Regulatory Environment
3:15	Networking Break
3:30	China: Deciphering Inbound and Outbound Risks on Future Investments
4:30	Mitigation Best Practices
5:30	End of Day One

Day 2 - Thursday, June 20, 2019

8:00	Registration and Breakfast
8:45	Co-Chairs Opening Remarks
9:00	Keynote Address: How the United States Is Adapting to Address Current National Security Threats from China and Elsewhere
9:30	Canada and Australia: Raising the Threshold and Sharing Best Practices with Longstanding Screening Mechanisms
10:30	Networking Break
10:45	Successful Strategies to Structure a Deal to Pass Clearance: What to do on the Frontend
11:30	Global Roundup: Other FDI Regimes and Emerging National Security Trends
12:30	End of Day Two followed by Networking Lunch

Day 1 - Wednesday, June 19, 2019

8:00	Registration and Breakfast
8:45	Co-Chairs Opening Remarks Matt Mullan Chief Counsel Merger & Acquisitions BAE Systems (UK) Spencer Chilvers Head of Export Control Policy Rolls Royce plc (UK)
9:00	New EU Regulatory Screening Framework: Current Landscape and Implications for Member States Carlo Pettinato Head of Investment Policy Unit, DG Trade European Commission (Belgium) John Davies Senior Advisor Brunswick LLP (UK) Dr. Dimitri Slobodenjuk Counsel Clifford Chance (Germany) Paul Lignieres Partner Linklaters (France) Renato Antonini Partner Jones Day (Italy) Part 1: UK – John Davies Part 2: Germany – Dr. Dimitri Slobodenjuk Part 3: France – Paul Lignieres Part 4: Italy – Renato Antonini This interactive four-part session will provide an overview on the New EU Foreign Direct Investment Regulation and the initial steps towards harmonised European Investment Control. With the latest regulatory changes, UK, Germany, France and Italy will deep dive on the applicability of their screening framework determining the critical effects of FDI. Senior experts will navigate through the baseline substantive criteria and the degree of discretion left for its domestic screening application.
10:45	Networking Break
11:00	Industry Think Tank: Protecting and Demystifying National Security Risks Spencer Chilvers Head of Export Control Policy Rolls Royce plc (UK) Christopher Griner Partner Stroock & Stroock & Lavan LLP Senior in-house industry professionals will take you through the most pressing, complex FDI challenges that can arise in practice. Learn best practices for embedding global regulatory requirements into your processes and procedures. Benefit from first-hand insights and concrete examples of pitfalls to avoid. Real world examples include: Special Security Agreement (SSA): how does a European parent company manage the financial management system in incorporating US subsidiary companies under an SSA? What types of Non-Disclosure Agreements should related parties have, i.e. a European and US parent/child company? How do European companies protect indigenous European technologies when they are transferred to a US daughter company? How do European parent companies address the US Cyber Security Requirements, including holding no US origin data on Clouds outside of the US?
11:45	Networking Lunch
1:00	CFIUS: POST FIRRMA Faryar Shirzad Managing Director Goldman Sachs (USA) Joshua Fitzhugh Counsel Clifford Chance (USA) Dr. Tobias Heinrich Partner White & Case (Germany) Aimen N. Mir Partner Freshfields Bruckhaus Deringer US LLP (USA) What is deemed a covered transaction under the expanded scope of FIRRMA? How does FIRRMA change the way CFIUS will review transactions to determine their national security profile? Understanding the planning and negotiation of transactions where the target business has a US nexus How US trade policy is affecting CFIUS reviews: what impact will FIRRMA have on US technological competitiveness and the investment environment? What challenges will the new CFIUS reform present for businesses and foreign investors? How will companies manage such challenges? How the reform will affect the ability of companies to get deals done in a timely manner? How CFIUS is preparing to handle an increased volume of filings?
2:15	EU FDI and CFIUS: How to Manage Cross Border Transactions in a New Regulatory Environment Mark Plotkin Partner Covington & Burling LLP (USA) Reid Whitten Partner Sheppard Mullin (UK & USA) Brian Mulier Partner Bird & Bird (The Netherlands) EU FDI taken into consideration with CFIUS: How does FDI and CFIUS coincide and which set of rules take precedence (or not) in cross border transactions How to coordinate multiple reviews in multiple jurisdictions Practical tips on how M&A lawyers should look at CFIUS for structure and planning purposes Assessing the unique issues that come into play when a Chinese company acquires a European company and the European company has US subsidiaries Navigating security risks with interlinked markets and infrastructure not just at national borders Examining recent cases and their implications
3:15	Networking Break
3:30	China: Deciphering Inbound and Outbound Risks on Future Investments Donald Vieira Partner Skadden (USA) Davina Garrod Partner Akin Gump Strauss Hauer & Feld LLP (UK) Hazel Yin Partner Freshfields Bruckhaus Deringer US LLP (China) Key targets for Chinese outbound investments Obtaining approval for proposed investment and acquisition: Regulatory role of government agencies Scope and steps in review processes Case examples of: Acquisition of companies that are located near government facilities Investment that is perceived to be threats to cyber infrastructure Investment that is perceived to be risky for transfer of sensitive, export-controlled technology Acquisition of national communications infrastructure Review of risks and lucrative deals Managing the risks through careful transaction structuring and negotiation of mitigation arrangements
4:30	Mitigation Best Practices Naboth Van Den Broek Partner Wilmerhale (USA) Jay Modrall Partner Norton Rose Fulbright (Belgium) Thomas Wilson Partner Kirkland & Elis (UK) Steve Klemencic Managing Director Ankura (USA) Mitigating significant challenges leading to termination of an investment transaction Understanding the information required and collecting it in a timely way Implications of tight deadlines: advisability of pre-notification contacts with relevant authorities Closing a deal: agreements with regulators, new foreign investor technicalities Structures needed to coordinate and control communications Companies rights to defence
5:30	End of Day One

Day 2 - Thursday, June 20, 2019

8:00	Registration and Breakfast
8:45	Co-Chairs Opening Remarks
9:00	Keynote Address: How the United States Is Adapting to Address Current National Security Threats from China and Elsewhere Adam Hickey Deputy Assistant Attorney General U. S. Department of Justice
9:30	Canada and Australia: Raising the Threshold and Sharing Best Practices with Longstanding Screening Mechanisms Mark Katz Partner Davies (Toronto, Canada) Deborah Johns Partner Gilbert + Tobin Lawyers (Australia) Key developments from mature frameworks on strengthening there screening regime Lessons learned from recent landmark cases: the example of Aecon Group Inc Guidelines on the liberalisation of the net benefit review: how to get a transaction through? Convergence with CFIUS and the EU on blocking and divestiture measures: “Five Eyes” Assessing the efficacy of a mandatory notification regime for investments that would be subject to pre-closing
10:30	Networking Break
10:45	Successful Strategies to Structure a Deal to Pass Clearance: What to do on the Frontend Anne Salladin Partner Hogan Lovells (USA) Alec Burnside Partner Dechert (UK) Structuring cross-border M&A transactions The implications of tight deadlines involved: advisability of pre-notification contacts with relevant authorities What regulations come into play during the transaction and after? What are the insurance considerations? Understanding how to structure your transaction documents when you have parties interested in transferring risk from one party to another How to meet business friendly deadlines and strong confidentiality requirements?
11:30	Global Roundup: Other FDI Regimes and Emerging National Security Trends Greta Lichtenbaum Partner O’Melveny & Myers LLP (USA) Samantha Mobley Partner Baker McKenzie (UK) Sharing best practices on international cooperation and managing foreign investment screening alongside merger control filings Comparing other regimes: Japan and Hungary Technology and Geopolitics: why FDI reviews are changing Convergence of concerns around transfers of sensitive technology and FDI Expansion of national security concerns into emerging technologies, such as AI The U.S. measures addressing such concerns, including implications for FDI of actions targeting Huawei and the Chinese response
12:30	End of Day Two followed by Networking Lunch

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