Registration and Networking

Co-Chairs’ Opening Remarks

Dr. Petra Linsmeier
Partner
Gleiss Lutz (Germany)

Alastair Mordaunt
Partner
Freshfields Bruckhaus Deringer (UK)

FDI Enforcement Trends Around the Globe: Taking Stock and Looking Ahead

Dr Jana Dammann de Chapto
Partner
Latham & Watkins LLP (Germany)

Nicole Kar
Specialist Adviser BEIS Sub-Committee on National Security and Investment
Department of Business and Trade (UK)

Allison Soilihi
Partner
Morgan, Lewis & Bockius LLP (France)

We have seen the first few cases in Europe where FDI decisions by a national regulator have been challenged in court. What trends are we seeing so far and the lessons learned?

• Analysing the increased interaction between Member States via the EU screening mechanism and whether such information exchange and interaction leads to more FDI filings/investigations
• Examining recent developments in Europe – what new FDI regimes will come into force, or further expansion to existing regimes? What will this mean in practice?
• Determining the recent European Commission economic strategy and its proposed changes to the EU FDI regulation
• Reviewing recent court decisions, including:
  • BMWK’s prohibition of the acquisition of PCK Raffinerie GmbH
  • BMWK’s prohibition of the acquisition of the German medical device manufacturer Heyer Medical AG
  • Italian government prohibited acquisition of Microtecnica
  • Recent Xella decision by the European Court of Justice
• Will there be a reduction in regulatory hurdles as FDI Regimes continue to evolve and as courts continue to scrutinise the substantive review, commitments and procedural rights?

Germany, France and the UK: Comparing and Contrasting Screening Frameworks and Their Interplay

Thomas Ernoult
Head of the Foreign Direct Investments Screening Unit
Ministry of Economy, Finance and Industrial and Digital Sovereignty (France)

Jacqui Ward
Director Investment Security Unit
Department for Business, Energy & Industrial Strategy (UK)

Pierre-Antoine Degrolard
Counsel
Gide Loyrette Nouel A.A.R.P.I. (France)

Ellen Harte
Director
FGS Global (Germany)

Jason Hewitt
European Counsel
Skadden, Arps, Slate, Meagher & Flom (UK) LLP

Dr. Falk Schöning
Partner
Hogan Lovells (Belgium)

This three-part session will compare and contrast how FDI regulations are applied across different jurisdictions, what has changed in the last 12-months, and what’s around the corner and how to navigate the nuances of varying regimes

Germany

• The latest developments, such as perception of Chinese investors, newly introduced filing fees and details on the planned FDI Act
• What can we anticipate in the new law?
• How will this converge over the different jurisdictions?

France

• The latest expansion of the French FDI regime, such as the extension of the scope of covered investments, the extension of the scope of covered activities, the simplification and limitation of the scope of French FDI exemptions

UK

• Gain insight into the latest developments of the National Security and Investment Act and what might be coming around the corner since the Call for Evidence closed on 15 January 2024, such as:
  • Exempting certain internal restructurings from the NSIA regime
  • Amending the scope of certain of the 17 sensitive areas of the economy subject to mandatory notification requirements
  • Adding sectors subject to mandatory clearances
  • Improving the NSIA notification and assessment process
  • Updates on the UK Government’s public NSIA guidance

Networking Break

Merger Control & FDI Transactions Outlook

Christine Graham
Special Counsel
Cooley (UK)

Laurent Eymard
Managing Director
Berkley Research Group (Belgium/France)

Julie A. Soloway
Partner
Blake, Cassels & Graydon LLP (Canada)

Anna Mitchell
Partner
Linklaters (UK)

Marc Wiggers
Partner
Loyens & Loeff (The Netherlands)

Companies should note that antitrust agencies are taking jurisdiction over a broader range of transactions that would have historically escaped scrutiny and are aggressively enforcing violations. Not only is the number of filing obligations increasing, but the reviews themselves are becoming more challenging. Not to mention new regimes such as the EU foreign subsidy regime and other potential reforms such as outbound investment screening are set to create even more complexities.

• Examining if a filing is necessary: Voluntary versus cautionary filings
• Where do you file: Which jurisdictions require a filing, and exploring multi-jurisdictional filings
• Determining the filing jurisdiction(s)
• Analysing the member countries’ power to review, or not review
• Cooperation agreements
• How to streamline the costs
• Quick, efficient ways to reduce regulatory friction?
• Assessing how long will the review take and the associated risk to the transaction
• Determining what kind of security supply is needed

Networking Luncheon

Corporate Executive Insights on FDI Reviews: Assessing Risk and Positioning the Transaction for Deal Approval

Dr Hubert Klinger
Senior Competition Counsel
Siemens (Germany)

Maria Anais Rossi
Head of Economic Sanctions Compliance
Eni SpA (Italy)

Moderator:

Robert Friedman
Partner
Holland & Knight LLP (USA)

Senior corporate executives will walk you through the most pressing, complex FDI challenges that come across their desks. Topics will include:

• What to incorporate into the advanced planning to avoid unexpected impacts
• Managing costs while ensuring compliance
• Ensuring that you are factoring in local FDI screening timeframes into your global M&A deal strategy
• Implementing a clear foreign investment review strategy to facilitate timely approval of transactions consistent with deal objectives
• Identifying which process oversights can lead to a review being aborted, prohibited or cleared with commitments
• Finding efficiencies and best practices for reducing the risk of delays during the review process

A Closer Analysis of Transactions Involving Emerging Technologies and Critical Sectors: Multi-Jurisdictional Perspectives on the New Factors Affecting Submissions — from Semiconductors to AI

Kristina Nordlander
Partner
Allen & Overy LLP (UK/Belgium)

Nigel Seay
Partner
Travers Smith LLP (UK)

John Messent
Counsel
Cleary Gottlieb Steen & Hamilton LLP (UK)

Moderator:

Scott Boylan
Partner
StoneTurn (USA)

This session will examine how different Member States evaluate and scrutinise transactions involving emerging and critical technologies and materials. Delegates will gain real-world takeaways on how these transactions may be handled differently, how timelines will be affected, and in the ramifications for investments in emerging technology sectors, including:

• Military application, including dual-use
• Autonomous driving / unmanned aircrafts
• Satellites
• AI and quantum computing
• Cybersecurity
• Semiconductors
• Critical minerals and agriculture

Networking Break

A Year in Review: The Impact of Foreign Subsidies Regulation – Practitioners Share Their Experiences with New Investigation and Enforcement Tools

Martin Farley
Legal Services
European Commission

Christopher Graf
Partner
Dentons LLP (UK)

Dr. Adina Claici
Managing Director
Berkeley Research Group (Belgium)

The European Commission implemented its Foreign Subsidies Regulation (FSR) as an enforcement tool to intervene in transactions that distort the competition market. Now 1 year on – how effective has this regime been?

• Exploring what types of M&A transactions have been investigated
• How has the Commission assessed if the businesses operating in the EU has been backed by foreign subsidies
• What specific aspects to mind for PE-sponsored transactions
• How has the Commission evaluated whether there has been distorted competition in the internal market
• Examining how the Commission has imposed redressive measures, block deals / public awards and even dissolve concentrations already concluded

Breakout Roundtable Discussions

Table 1

Paul Johnson
Partner
Baker McKenzie (Belgium)

Table 2

Pablo Figueroa
Partner
Pérez-Llorca Law Firm (Spain)

Table 3

Rikke Sonne
Director, attorney-at-law
Accura Law Firm (Denmark)

Your opportunity to drive the conversation! During this interactive session, delegates are invited to join a small group discussion table of their choice to unpack real-world instances of how remedies are being applied to transactions, from a variety of perspectives. Delegates are encouraged to bring their experiences to the table for a facilitated constructive conversation.

Table One: Merger Controls, FDI and FSR

• Navigating the three new layers of complexity for companies to consider in the EU
• New approach to the EU’s merger control referral mechanism together with the ex-post review of transactions
• Needing to undertake a complete FDI assessment, covering now almost all EU Member State jurisdictions
• Dealing with FSR now the EU Commission is able to review transactions in which the purchaser has benefits from foreign subsidies

Table Two: FDI Remedies Across Jurisdictions

• What types of remedies are being imposed, in which jurisdictions?
• How common are these in such jurisdictions and what is the justification?

Table Three: The Latest Commitment Strategies Emerging Across Multiple FDI Regimes

• Examining how thresholds and requirements might vary depending on the size of the stake acquired, the assets and target revenues as well as relevance of other means of effective control
• Treatment of asset deals, IP transfers and green field investments
• Which regulations come into play during the transaction and after?
• Special considerations for preparing transaction documents when risk is being transferred from one party to another

End of Day One

Cocktail Reception

Registration and Networking

Co-Chairs’ Opening Remarks

Interview with the EU Commission and Audience Q&A: Updates on the New Initiative to Strengthen Economic Security

Damien Levie
Head of Tech & Security, FDI Screening Unit, DG Trade
European Commission

Interviewed by:

Dr. Jan Bonhage
Partner
Hengeler Mueller (Germany)

On January 24, 2024, the European Commission published a communication on European economic security: an introduction to five new initiatives. Join us to hear directly from the European Commission about these initiatives, where they are six months on, and how the strategy is working.

CFIUS Reviews and US Scrutiny of Outbound Investments

Dr Leonard von Rummel
Counsel
Blomstein (Germany)

Antonia Tzinova
Partner
Holland & Knight LLP (USA)

PART I – CFIUS Reviews of Inbound Transactions

• How does meeting CFIUS requirements position transactions for approval in the EU and UK?
• Are countries investing in the US receiving a preferred investor status?
• The cross-over between FDI and other types of investment reviews: What to expect when the deal raises antitrust issues or involves controlled technologies, classified activities or telecommunications services
• Assessing the unique issues that come into play when a Chinese company acquires a European company with U.S. subsidiaries
• Mitigating security risks posed by interlinked markets and infrastructure
• Examining the real-world impact of recent transaction reviews on both sides of the pond

PART II – U.S. Outbound Investment Controls and Their Likely Effect on European and UK FDI Regimes

The US issued an Executive Order in August 2023 with regards to establishing Outbound Investment Controls. Restrictions on outbound investments are also under consideration in the UK. Join us to discuss where the EU Member States, the UK and U.S. are with outbound investment controls — and how anticipated developments can affect the fate of outbound transactions moving forward.

Networking Break

Italy, Spain, the Netherlands and Ireland: Comparing and Contrasting Screening Frameworks and the Latest Developments

Andrea Carreri
Partner
LCA (Italy)

Pedro Callol
Partner
Callol, Coca & Asociados (Spain)

Stephanie The
Partner
De Brauw Blackstone Westbroek (The Netherlands)

Vincent Power
Partner
A&L Goodbody LLP (Ireland)

This four-part session will compare and contrast how FDI regulations are applied across different jurisdictions, what has changed in the last 12-months, and what’s around the corner and how to navigate the nuances of varying regimes

Italy

• Hear the latest developments and details of the Golden Power regime, such as the expansion of FDI Controls to transactions in which the acquirer or ultimate beneficial owner is an Italian or EU person, the adoption of the pre-notification procedure

Spain

• The new Spanish FDI regulations; gain clarity on the amendments to the existing screening mechanisms, such as:
  • The legal term to undergo Screening Mechanisms is reduced from six to three months; the new exemption regime based on the business activities each target carries out; new screening framework for Defence FDIs

Netherlands

• The Vifo Act: Amid the first year review of the Dutch foreign direct investment screening regime, how is the regime working/not working? Where are the gaps, are there changes coming down the line, including for transactions involving semiconductor technology and a new sector specific regime in relation to the defence industry?

Ireland

• Overview of the legislation from the newest Foreign Investment Screening Regime

Corporate Executive Insights on Commitments and Post-Transaction Success

Moderator:

Pascal Dupeyrat
Strategic Advisor
Relians (France)

• How are companies overcoming the expected (and unexpected) hurdles to implementing agreements?
• Understanding FDI conditions may be numerous for transactions concerning EU-based targets and in the absence of one-stop shop filing for EU FDI
• As new Member State FDI regimes continue to emerge and existing regimes expand — what might the future hold for conditions?
• Determining the level of discretion that may apply to remedies

Closing remarks from the Co-Chairs

Conference Concludes