Fried Frank has extensive experience in national security policy and legal matters before the US government. In particular, we actively represent clients before the Committee on Foreign Investment in the United States (CFIUS). CFIUS is a multi-agency regulatory body empowered to review investment transactions involving a foreign party and a US business that may affect US national security. Transactions not properly structured to address US national security considerations may be blocked – or unwound – after a CFIUS review. CFIUS also has broad authority to impose measures on the transacting party, as a condition to granting approval, in order to mitigate any potential national security risk.
In light of the expansive view of national security often taken by regulators, we work with foreign acquirers and US sellers to address these matters in an appropriate, timely, and commercially sensitive way. Our lawyers have experience advising clients throughout the CFIUS process, including preparing CFIUS filings, advocating during CFIUS investigations, negotiating mitigation agreements, and representing companies during subsequent government audits. Our practice is highly interdisciplinary, involving close collaboration with the Firm's mergers and acquisitions, antitrust and competition, and, as necessary, government contracts practices.
Outside of the United States, many jurisdictions around the world operate their own investment clearance regimes. These jurisdictions often conduct "national interest" regulatory reviews that require foreign investors to be approved by local regulators. Our team regularly advises clients on whether an acquisition or investment requires clearance anywhere in the world, and we have successfully obtained clearance in numerous high-profile matters across a wide range of industries and jurisdictions. Our team works closely with the Firm's mergers and acquisitions lawyers, and a global network of local counsel, as necessary, for each matter.
Fried Frank also has a long history of engaging with other US government agencies on national security matters on behalf of our clients, including the Departments of Defense, State, Treasury, Homeland Security, Commerce and Energy; the Nuclear Regulatory Commission; and the intelligence community.