FDI Reviews and CFIUS

Registration Opens

Co-Chairs’ Opening Remarks

Dr. Roland M. Stein
Partner
BLOMSTEIN, Germany

Michele Davis
Partner
Freshfields Bruckhaus Deringer LLP, United Kingdom

Interview on Foreign Subsidies Regulation

Alasdair Balfour
Partner
Kirkland & Ellis International LLP, United Kingdom

Jani Ringborg
Member of the Legal Service
European Commission

Anticipating the Impact of Foreign Subsidies Regulation: How New Investigation and Enforcement Tools Could Block and Dissolve FDI Transactions

Christopher Graf
Partner
Dentons LLP, United Kingdom

Hans-Jörg Niemeyer
Partner
Hengeler Mueller, Belgium

The European Commission is implementing its Foreign Subsidies Regulation (FSR) as an enforcement tool to intervene in transactions that distort the competition market, effective July 2023. Companies operating in the EU, that have received direct or indirect financial contribution from a non-EU country will be subject to an investigation, and particularly companies involved in M&A transactions.

• Exploring what types of M&A transactions will be investigated by the Commission
• How will the Commission assess if the businesses operating in the EU have been backed by foreign subsidies
• How will the Commission evaluate whether there has been distorted competition in the internal market
• Examining how the Commission can impose redressive measures, block deals / public awards and even dissolve concentrations already concluded. 

Networking Luncheon

The Hurdles to Investing in Emerging Technology Sectors: Multi-Jurisdictional Perspectives on the Newest National Security Threats- from Semi-Conductors to Artificial Intelligence

Marcus Clark
Partner
Johnson Winter & Slattery, Australia

Michael S. Considine
Deputy Assistant Secretary, Office of Foreign Investment and National Security, Office of International Science and Technology Collaboration, Office of Research, Technology, and Economic Security
U.S. Department of Energy, United States

Antonia Tzinova
Partner
Holland & Knight LLP, United States

This session will examine how different member states evaluate the national security risk of an FDI involving emerging and critical technologies and materials. Delegate will hear how these transactions may be handled differently, how timelines will be affected, and how companies can invest in emerging technology sectors. 

• Military applications 
• Cyber Security, Data security and breach
• Bio Tech

The Latest Mitigations Strategies Address Emerging FDI Challenges

Steven Klemencic
Managing Director
Berkeley Research Group, United States

Julie Soloway
Partner
Blakes Cassels & Graydon LLP, Canada

Dr. Christian von Wistinghausen
Partner
ADVANT Beiten, Germany

• Examining how thresholds and requirements might vary depending on the size of the stake acquired, the assets and target revenues
• Structuring cross-border M&A transactions
• Managing the implications of tight deadlines: Advisability of pre-notification contacts with relevant authorities
• Which regulations come into play during the transaction and after?
• Key insurance considerations affecting transactions
• Special considerations for preparing transaction documents when risk is being transferred from one party to another

Networking Luncheon

INTERACTIVE DISCUSSION GROUPS

Remedies in Practice, Nightmare Scenarios and Strategic Solutions

Michele Davis
Partner
Freshfields Bruckhaus Deringer LLP, United Kingdom

Pablo Figueroa
Partner
Pérez-Llorca Law Firm, Spain

Veronica Roberts
Partner
Herbert Smith Freehills LLP, United Kingdom

Matthew Yeowart
Counsel
Davis Polk, United Kingdom

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 facilitate constructive conversation. Delegates will have the option to rotate tables at 20-minute intervals.

Table One: Anti-trust remedies versus FDI remedies

• Assessing a merger from the anti-trust perspective compared to assessing from an FDI perspective

Table Two: Remedies Across Jurisdictions

• What types of remedies are being imposed, in which jurisdictions and what is the justification

Table Three: Foreign Subsidies

• What types of remedies will be used, and how will they differ from anti-trust and FDI remedies

Networking Break

Case Studies: Surprising Lessons from the Most Significant, Recent Transactions -and What They Reveal for Future Deals

Ivan A. Schlager, P.C.
Partner
Kirkland & Ellis, United States

Dr. Roland M. Stein
Partner
BLOMSTEIN, Germany

• Exploring the Italy Prime Minister’s use of the “Golden Power” to stop Rosatom’s attempted acquisition of Faber Industrie (2022)
• Italian Supreme Court vetoes Syngenta’s (ChemChina) attempted acquisition of Verisem
• UK government blocks £63 million ($76 million) Nexperia’s acquisition of Newport Wafer Fab
• Germany approved Chinese company Cosco to 24.9% buy stake in three shipping terminal in Hamburg port

General Counsel Panel: What Keeps You Up at Night?

Nancy Fischer
Partner
Pillsbury Winthrop Shaw Pittman LLP, United States

Peter J. Komorowski
Vice President, Senior Counsel, Legal
SoftBank Group International

Dr. Ansgar Schönborn, LL.M.
Corporate & Antitrust, M&A Legal
Axel Springer SE, Germany

Hear from a panel in-house counsel representatives as they offer their big picture, strategic perspectives on meeting FDI requirements from the early stages of deciding to file, to negotiating mitigation agreements, to implementing a mitigation agreement within the company. Delegates will gain a greater understanding of industry considerations within the FDI context.

• When to hire outside counsel, and how to choose the correct representation for your company
• Determining your company’s level of risk
• How will FDI timelines effect your company’s ability to plan

End of Day One
Cocktail Reception

Co-Chairs’ Opening Remarks

Earlier Riser Interview on CFIUS

Michael S. Considine
Deputy Assistant Secretary, Office of Foreign Investment and National Security, Office of International Science and Technology Collaboration, Office of Research, Technology, and Economic Security
U.S. Department of Energy, United States

Steven Klemencic
Managing Director
Berkeley Research Group, United States

Status Report on Outbound Controls in the European Union

Christine Graham
Special Counsel
Cooley LLP, United Kingdom

Bruno Lebrun
Partner
Janson Law Firm, Belgium

The European Commission announced in 2022 that it will reexamine whether additional tools are needed regarding outbound strategic investment controls. This announcement comes on the heels of a similar United States’ proposed legislation, the National Critical Capabilities Defense Act (NCCDA). During this session delegates will hear how proposed outbound controls could affect investments into China and Russia.

Cross-Border Information Sharing Among Member States and Five Eyes Partners: The Scope of Coordination Across Jurisdictions- and What Can Trigger Additional FDI Reviews

Laura Black
Senior Counsel
Akin Gump Strauss Hauer & Feld LLP, United States
Former Director of Investment Security and International Relations (CFIUS), U.S. Department of the Treasury

Ana-Maria Popa
Case Handler, Foreign Investment Department
Romanian Competition Authority, Romania

Pierre Marie Voegeli
Deputy Head – Foreign Direct Investments Screening, French Treasury (DG Trésor)
Ministère de l’Économie, FRANCE

Local government authorities have the ability to review and clear transactions from non-EU investors and EU-investors.

• Examining the process through which information is shared between member states and the with the Commission
• When will the Commission request more information from a member state regarding a transaction
• How to share classified data between member states
• How CFIUS works with members states and other allied countries

Networking Break

UNEXPECTED TRENDS

Reading the National Security Crystal Ball: Uncovering Trends Around Increased Government Investment Screening in “Non-Traditional” Industries

Robert A. Friedman
Partner
Holland & Knight LLP, United States

Rebecca Vikjær-Andresen
Partner, Attorney
Poul Schmith/Kammeradvokaten, Denmark

• How are regulators identifying national security concerns around non-traditional defense and emerging technology companies? Why might transactions involving social media companies or corn milling plants attract greater government scrutiny?
• In addition to diverse industries subject to government investment screening, regulators are examining a variety of transaction types, including minority investments in early-stage financings, joint ventures, incremental or accretive deals involving the same investor, and public procurement contracts.

The Finer Points of Merger Control in FDI Transactions: for the Latest Pitfalls to Avoid for Multi-Jurisdictional Filings

Pedro Callol
Partner
Callol, Coca & Asociados, Spain

Dr. Andrea Pomana
Partner
Mayer Brown, Germany

• Examining if a filing is necessary, voluntary filings versus cautionary filings
• Where do you file: which jurisdictions require a filing, and exploring multi-jurisdiction filing
• How to interpret the “legitimate interest” clause
• Analysing the member countries’ power of the review, or not review, and a cooperation agreement
• When to follow the EU Commission policies, and when to follow the member state(s) policies

Networking Break

One Year Review: United Kingdom’s National Security and Investment Act (NSI)

Jacqui Ward
Director of National Security and International
Department for Business, Energy and Industrial Strategy (BEIS), United Kingdom

Sarah Ward
Partner
Walker Morris LLP, United Kingdom

One year after the implementation of the United Kingdom’s National Security and Investment Act (2022), this session will review trends in transactions including number of transactions, timelines for completing a review, and what types of transactions are raising concerns.

• Analysing how the policy is working in practice, if it is working as planned, and what adjustments can be anticipated
• How will British investors be treated by EU member countries, now that the UK is a third-party country?

PR Nightmare Scenarios and Their Hidden Lessons: Navigating Bad Press and Politics Affecting High-Profile Deals

Alec Burnside
Partner
Dechert LLP, Belgium/United Kingdom

John Davies
Senior Advisor
Brunswick Group, United Kingdom

• High-profile transactions, negative media attention, and when to hire a communication firm
• How global trends, economic changes, political interplay, and third-party submissions will affect your deal 
• Engaging with government
• The role of a communication firm in a multi-jurisdiction deal, and interacting with various players

Closing remarks from the co-chairs
Conference Concludes