- Antidumping and Countervailing Duties/Import Relief Proceedings
- CFIUS and National Security
- Customs Law and Compliance
- Economic Sanctions/OFAC
- Export Controls
- Foreign Corrupt Practices Act
- International Arbitration/Dispute Resolution
- Negotiations and Agreement Compliance
- Trade Policy
- World Trade Organization
CFIUS and National Security
Wiley Rein has an unparalleled ability to assist clients on a broad range of national security issues. We counsel U.S. and foreign companies in matters before the Committee on Foreign Investment in the United States (CFIUS) and the Defense Security Service (DSS), and provide assistance with CFIUS and DSS mitigation agreements and network security agreements (NSA). Wiley Rein’s CFIUS and National Security Practice also has more than two decades of experience handling matters related to export controls, including the International Traffic in Arms Regulations (ITAR), economic sanctions, and the Foreign Agent Registration Act (FARA). Our Team of legal and policy experts, including a former U.S. government official who led the drafting and implementation of CFIUS regulations and the conduct of CFIUS reviews, have managed numerous complex national security cases with successful outcomes for our clients.
Wiley Rein has insider knowledge of the CFIUS process and people and we have extensive experience counseling clients in transactions that involve nearly every industry sector subject to CFIUS review, including energy, transportation infrastructure, telecommunications, defense, software, advanced technologies, finance, chemicals, and pharmaceuticals, aviation among others. As a result, we have substantial expertise assisting parties with transactions that involve sophisticated technology, classified information, and critical technology and infrastructure. The Practice’s work includes the negotiation of national security agreements. We advise clients on strategies to mitigate national security risks and to address any political and public relations issues on the national and local level. The firm has longstanding relationships with members of Congress and Executive branch officials, and we have worked directly with congressional committee staff and members of Congress to review and explain potentially sensitive transactions.
Wiley Rein has significant experience assisting parties to acquisitions or transactions that require the approval of DSS, an agency within the U.S. Department of Defense (DOD). Any acquisitions by non-U.S. buyers of a company holding a facility security clearance (FCL) are subject to DSS approval. Companies subject to Foreign Ownership, Control or Influence (FOCI) cannot receive or retain an FCL unless FOCI has been effectively mitigated through an agreement or other mechanism approved by DSS. We have represented a wide range of companies with transactions subject to DSS jurisdiction, from the due diligence phase to implementation to FOCI mitigation measures. Members of Wiley Rein’s CFIUS and National Security Practice consistently work with key U.S. government decision-makers to help craft successful FOCI mitigation instruments, which may include board resolutions, security control agreements, special security agreements, or more complex proxy agreements or voting trusts. We work to ensure efficient coordination between the review process at DSS and the often parallel, but independent, review by CFIUS, so that neither process impedes the other.
Our preeminent Practice assists parties to foreign acquisitions of communications facilities subject to Federal Communications Commission (FCC) approval, which often require NSAs. As members of Team Telecom, the Department of Justice (DOJ), the Federal Bureau of Investigation (FBI), and the Department of Homeland Security (DHS) participate in the FCC licensing process to ensure that foreign investments do not impair U.S. law enforcement, national security, or infrastructure protection priorities. DHS focus on infrastructure protection has increased the scope of NSAs and Team Telecom involvement. Our National Security attorneys often pair with our renowned Communications Practice to provide comprehensive counsel and guidance in this area.
Our National Security professionals also partner with the firm’s Election Law Group to provide full-service representation in FARA matters. FARA requires persons acting as agents of foreign principals in a political or quasi-political capacity to make periodic public disclosure of their relationship with the foreign principal, as well as activities, receipts, and disbursements in support of those activities. The FARA Registration Unit of the Counterespionage Section (CES) in the National Security Division (NSD) of DOJ is responsible for the administration and enforcement of the Act.
Wiley Rein’s CFIUS, DSS and National Security Practice is further strengthened by the broad and diverse expertise of professionals in the firm’s other areas of specialty, including the Export Controls, Economic Sanctions/Office of Foreign Assets Control, Anti-Money Laundering, FCPA, Cybersecurity, Communications, Privacy, Government Contracts, International Trade, Public Policy, and Corporate practices.
Wiley Rein’s national security experience includes, among others:
- Assisting a Fortune-10 U.S. company through the CFIUS process in conjunction with its joint venture with a government-controlled Middle Eastern company in the oil and gas sector.
- Assisting a major New York private equity fund in its acquisition of one of the largest defense and energy contractors to the U.S. government.
- Advising in multiple sales of U.S. defense contractors to foreign buyers and securing CFIUS approval and security clearances from DSS with respect to companies involved in Top Secret government programs.
- Counseling a major foreign government-controlled satellite company in its acquisition of substantial satellite communications assets serving the United States and the international community.
- Assisting a Chinese company in the CFIUS process in conjunction with its ownership pursuit of a well-known U.S. aviation company.
- Representing a multinational non-U.S. company before DSS, organizing its new U.S. subsidiary to perform classified contracts, and assisting in gaining all required clearances.
- Advising a rising U.S. cybersecurity company as the seller to a UK company in the CFIUS process.
- Assisting buyers, sellers, institutional investors, private fund complexes, and foreign sovereign wealth funds with foreign investments in U.S. computer, defense, and natural resources companies.
- Counseling a significant Canadian telecommunications company through the CFIUS process in its acquisition of a U.S. cable services provider company.
- Advising a major U.S. consultancy firm on the DSS process and FOCI considerations consistent with the National Industrial Security Program Operating Manual (NISPOM).
- Representing a Canadian sovereign wealth fund in the CFIUS process as it sought to purchase U.S. energy interests.
- Representing a Middle Eastern shipping company in its successful acquisition of a U.S. logistics firm with extensive classified government contracts.
- Advising a U.K. engineering and infrastructure construction firm in its purchase of an advanced technology and engineering company in the United States.
- Advising in the sale and acquisition of numerous U.S. communications assets, including terrestrial and mobile companies.
- Counseling on the sale of U.S. cellular communications assets to a European telecommunications company.
- Representing clients in various FARA matters including registrations, guidance regarding compliance issues, and advisory opinion requests.
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News & Insights
News & Insights
- July 21, 2015 | Washington, DC | EventUpdating Your CFIUS Strategic Planning for Inbound Investments from Asia: What the Ralls Case and Recent Developments Reveal about CFIUS Requirements, Timeframe and the Impact of Export Control ReformACI's 2nd National Forum on CFIUS
- March 12, 2015 | Press Release
- March 10, 2015 | Alert
- January 29, 2015 | Press Release
- January 28, 2015 | ArticleAmerican Trade & Manufacturing Blog
- January 21, 2015 | Alert
- January 21, 2015 | ArticleAmerican Trade & Manufacturing Blog
- December 29, 2014 | Media MentionBloomberg News
- December 16, 2014 | Washington, DC | EventCFIUS Inter-Agency Negotiations Exercise PanelNational Defense University: The Dwight D. Eisenhower School for National Security and Resource Strategy
- November 18, 2014 | ArticleAmerican Trade & Manufacturing Blog
- November 7, 2014 | Alert
- November 5, 2014 | Press Release
- November 3, 2014 | ArticleLaw360
- October 23, 2014 | ArticleAmerican Trade & Manufacturing Blog
- October 15, 2014 | Alert
- October 8, 2014 | ArticleAmerican Trade & Manufacturing Blog
- September 26, 2014 | Alert
- August 22, 2014 | Washington, DC | EventABA's 9th Annual Homeland Security Law Institute
- July 15, 2014 | Alert
- June 6, 2014 | Alert
- May 6, 2014 | Media MentionFedScoop
- April 11, 2014 | Alert
- January 27, 2014 | Press Release
- January 17, 2014 | Article
- January 10, 2014 | Media MentionInside U.S. Trade
- 2013 | ArticleThe Ralls Case: Why CFIUS and the Court Got It RightGlobal Trade and Customs Journal
- July 15, 2013 | Article
- June 28, 2013 | Alert
- June 25, 2013 | ArticleCFIUS Forces Chinese Government-Backed Firm to Divest Interest in Canadian Mining Company With U.S. Operations
- June 21, 2013 | Washington, DC | EventCFIUS in 2013ABA's 8th Annual Homeland Security Law Institute
- June 7, 2013 | Media MentionBusiness News Network
- June 7, 2013 | Media MentionNPR’s “All Things Considered”
- June 4, 2013 | Press Release
- April 16, 2013 | EventStrafford Webinar
- March 14, 2013 | Article
- January 31, 2013 | Press Release
- January 9, 2013 | Media MentionInside US-China Trade
- December 21, 2012 | Media MentionFinancial Times
- December 14, 2012 | Media MentionThe Deal
- December 4, 2012 | Media MentionBusiness News Network
- November 14, 2012 | Arlington, VA | EventPerforming Due Diligence on Foreign Direct Investment Transactions: How to Prevent CFIUS Review Roadblocks and Civil PenaltiesACI's Industrial & National Security Compliance
- October 24, 2012 | Media MentionNightly Business Report
- August 13, 2012 | Media MentionSNL Financial
- July 27, 2012 | Press Release
- July 25, 2012 | Media MentionE&E Reporter
- July 13, 2012 | Press Release
- July 10, 2012 | Press Release
- June 22, 2012 | Media MentionThe Washington Post
- June 11, 2012 | Press Release
- June 7, 2012 | Press Release
- June 6, 2012 | Press Release
- June 1, 2012 | Media MentionDaniel Pickard Comments on Commerce's Preliminary Determination that China Provided Substantial Subsidies to its Wind Tower IndustryBloomberg News
- May 30, 2012 | Press Release
- May 29, 2012 | Media MentionThe Washington Post
- May 21, 2012 | Media MentionPlatt's Energy Week
- May 18, 2012 | Press Release
- May 17, 2012 | Media MentionDow Jones Newswires
- May 17, 2012 | Media MentionThe New York Times
- May 16, 2012 | Media MentionThe New York Times
- May 7, 2012 | Media MentionThe Oregonian
- April 27, 2012 | Press Release
- April 11, 2012 | EventCFIUS Regulations for Foreign Investment in the U.S.: Meeting FINSA Requirements and Leveraging Lessons from Recent TransactionsStrafford Webinar
- March 27, 2012 | Washington, DC | EventSecond Annual Conference on the Renaissance of American Manufacturing
- March 21, 2012 | Media MentionThe Wall Street Journal
- March 21, 2012 | Press Release
- March 20, 2012 | Media MentionPBS Nightly Business Report; Wall Street Journal
- March 13, 2012 | Media MentionE&ETV
- 2012 | Article
- February 23, 2012 | Media MentionWiley Rein Partner Tim Brightbill Quoted on His Testimony before the U.S.-China Economic and Security Review CommissionBloomberg BNA
- February 16, 2012 | Media MentionCBS Evening News
- February 16, 2012 | Media MentionLaw360
- February 15, 2012 | EventCongressional TestimonyU.S.-China Economic and Security Review Commission
- February 1, 2012 | Press Release
- January 31, 2012 | Media MentionTalking Points Memo
- January 27, 2012 | Media MentionThe Washington Post
- January 27, 2012 | Press Release
- January 25, 2012 | Media MentionBloomberg News; Greenwire
- January 23, 2012 | Media MentionClean Technica
- January 9, 2012 | Media MentionInternational Trade Partner Daniel Pickard Comments on Complaint Filed by U.S. Wind Tower ManufacturersSNL Financial
- January 3, 2012 | Press Release
- December 29, 2011 | Press Release
- December 28, 2011 | Press Release
- December 23, 2011 | ArticleCFIUS Annual Report Indicates Heightened Scrutiny for National Security Reviews of Foreign Investment
- December 19, 2011 | Media MentionThe Washington Times
- December 16, 2011 | Media MentionThe Washington Post
- December 13, 2011 | Washington, DC | EventCongressional Executive Commission on China Hearing
- October 5, 2011 | Washington, DC | EventChina's WTO Commitments and Failure to ComplyTestimony before the Office of the United States Trade Representative Hearing Concerning China's Compliance with WTO Commitments
- June 13, 2011 | Press Release
- June 10, 2011 | Press Release
- May 3, 2011 | Press Release
- March 29, 2011 | Press Release
- March 2, 2011 | Press Release
- February 27, 2011 | Media MentionThe Wall Street Journal
- February 15, 2011 | Media MentionFinancial Times
- February 7, 2011 | Press Release
- June 18, 2010 | Press Release
- June 16, 2010 | Press Release
- March 4, 2010 | Press Release
- December 30, 2009 | Press Release
- September 14, 2009 | Press Release
- June 12, 2009 | Press Release
- June 1, 2009 | Press Release
- March 23, 2009 | Press Release
- March 10, 2009 | Press Release
- December 31, 2008 | Press Release
- June 24, 2008 | Press Release
- February 29, 2008 | Press Release
- December 31, 2007 | Press Release
- September 18, 2007 | Press Release
- June 21, 2007 | Press Release
- April 9, 2007 | Press Release
- March 26, 2007 | Press Release
- March 14, 2007 | Press Release
- June 2, 2006 | Press Release