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 U.S. Department of Defense (DOD), the U.S. Intelligence Community the Committee on Foreign Investment in the United States (CFIUS), Team Telecom, and the Defense Security Service (DSS) – and provide assistance with CFIUS and DSS mitigation agreements and network security agreements (NSAs). Our National Security Practice has more than two decades of experience handling matters related to export controls, including the International Traffic in Arms Regulations (ITAR) and economic sanctions. Our professionals also partner with the firm’s Election Law & Government Ethics Practice to provide full-service representation in Foreign Agents Registration Act (FARA) matters.
Wiley Rein has noteworthy experience assisting parties with acquisitions or transactions that require the approval of DSS, an agency within 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 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.
Wiley Rein has been called upon to represent companies and associations in litigation and counseling regarding sensitive and difficult national security obligations and issues. As the government looks to stay one step ahead of terrorists, private industry is confronted with novel questions and demands and faces a perilous legal climate which includes multiple class action lawsuits alleging violations of rights. Wiley Rein counsels clients on the Wiretap Act, the Foreign Intelligence Surveillance Act (FISA), the SAFETY Act, and other national security issues that relate to government contracting, intellectual property, and the like. Our attorneys have top security clearances and stand ready to assist in any project touching on national security.
Wiley Rein’s National Security Practice is further strengthened by the broad and diverse expertise of professionals in the firm’s other areas of specialty, including the Government Contracts; International Trade; Export Controls; Economic Sanctions; Anti-Money Laundering; FCPA; Privacy and Cybersecurity; Telecom, Media & Technology; Public Policy; and Corporate practices.
When a transaction involves a foreign investment in a U.S. business, companies and investors need guidance to assess the deal’s national security implications. Our Team of legal and policy experts comprises several former government professionals who understand the opaque inner workings of CFIUS – including the former U.S. Treasury Deputy Assistant Secretary for Investment Security and Policy, who drafted new CFIUS law provisions in FIRRMA, and the former Director of the Foreign Investment Review Staff for the National Security Division at the U.S. Department of Justice (DOJ), who oversaw the DOJ’s participation in the CFIUS. Wiley Rein has insider knowledge of the CFIUS process and people; our team has worked on thousands of CFIUS and Team Telecom transactions, including negotiation of national security agreements in matters requiring the mitigation of FOCI over U.S. government contractors. In addition, the firm has long-standing relationships with members of Congress and Executive branch officials involved in national security matters, and we have worked directly with congressional committee staff and members of Congress to review and explain potentially sensitive transactions.
We advise U.S. companies, foreign multinationals, venture capitalists, and global private equity investors, including those from sensitive countries, on national security reviews before CFIUS and foreign investment regulators on a global basis. Our representations have included the leading transactions and most complex CFIUS reviews in the aerospace/defense, software/IT, telecommunications, energy, transportation, advanced technologies, chemicals, pharmaceuticals, infrastructure, and finance sectors. Several of our representations set the bar for U.S. government mitigation of national security threats in several large sectors. As a result, we have substantial expertise assisting parties with transactions that involve sophisticated technology, classified information, and critical technology and infrastructure.
Wiley Rein has served as regulatory counsel in some of the largest transactions involving national security reviews of foreign investment in the U.S. communications sector. Our Team has unsurpassed experience obtaining license transfers and authorizations from the Federal Communications Commission (FCC) when foreign ownership is present and national security review is required. In recent years, we have guided startups, global telecommunications carriers, innovative technology companies, investors, and traditional media companies through the foreign investment review processes conducted by Team Telecom – the interagency group primarily comprised of the DOJ, the U.S. Department of Homeland Security (DHS), CFIUS, and DSS. For example, we represented Deutsche Telekom and T-Mobile before CFIUS and Team Telecom in the combination with MetroPCS. And we worked with NTT DOCOMO and DOCOMO Pacific in the transfer of control of MCVGH to DOCOMO Guam Holdings, Inc. In CFIUS and Team Telecom proceedings that were not made public, we have assisted additional companies holding FCC common carrier authorizations, submarine cable landing licenses, and declaratory rulings related to mobile and satellite radio licenses. Wiley Rein’s extensive knowledge and practical experience related to matters involving Team Telecom is as broad as it is deep. Our attorneys are highly sought-after because of their significant expertise on the range of national security issues that impact foreign investment in the U.S. communications sector, and for their ability to handle transactions in nearly every industry sector subject to national security reviews – especially those involving sophisticated technology, classified information, and critical technology and infrastructure.
Our National Security Practice provides clients a full range of services before, during, and after a transaction. Our matters include:
- Counseled the largest global supplier of computer storage equipment through the CFIUS process, pertaining to investment by a Chinese company.
- Advised in the sale and acquisition of numerous U.S. communications assets, including terrestrial and mobile companies.
- Counseled on the sale of U.S. cellular communications assets to a European telecommunications company.
- Ongoing representation since 2006 of a global top-five mobile operator and its U.S. subsidiaries in CFIUS, Team Telecom, and FCC matters, including: multiple transaction reviews; negotiation of multiple national security mitigation agreements; successful transfers of control and new issuance of FCC submarine landing licenses, international common carrier authorizations, and Section 310(b)(4) declaratory rulings; and continuing engagement with Team Telecom concerning multiple compliance reviews and approval processes.
- Assisted a major U.S. producer of semiconductor technology with its sale to a Chinese company.
- Assisted 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.
- Advised multiple private equity and hedge fund organizations in their assessment of transactions that have national security implications, covering the full range of U.S. industries.
- Ongoing representation since 2000 of a global satellite communications provider in CFIUS, Team Telecom, DSS, and FCC matters, including: transaction reviews, design and implementation of corporate-wide programs to comply with a national security mitigation agreement, and ongoing engagement with Team Telecom on compliance reviews and necessary approvals.
- Ongoing representation since 2010 of a global telecommunications carrier and its U.S. subsidiaries on FCC, CFIUS, Team Telecom, and DSS matters, including transactional advice and engagement with the U.S. government in multiple national security reviews.
- Assisted a major New York private equity fund in its acquisition of one of the largest defense and energy contractors to the U.S. government.
- Advised in multiple sales of U.S. defense contractors to foreign buyers and secured CFIUS approval and security clearances from DSS with respect to companies involved in classified government programs.
- Counseled a major foreign government-controlled satellite company in its acquisition of substantial satellite communications assets serving the United States and the international community.
- Assisted a Chinese company in the CFIUS process in conjunction with its ownership pursuit of a well-known U.S. aviation company.
- Represented a multinational non-U.S. company before DSS, organized its new U.S. subsidiary to perform classified contracts, and assisted in gaining all required clearances.
- Advised a rising U.S. cybersecurity company as the seller to a UK company in the CFIUS process.
- Assisted buyers, sellers, institutional investors, private fund complexes, and foreign sovereign wealth funds with foreign investments in U.S. computer, defense, and natural resources companies.
- Counseled a large Canadian telecommunications company through the CFIUS process in its acquisition of a U.S. cable services provider.
- Advised a major U.S. consultancy firm on the DSS process and FOCI considerations consistent with the National Industrial Security Program Operating Manual (NISPOM).
- Represented a Canadian sovereign wealth fund in the CFIUS process as it sought to purchase U.S. energy interests.
- Represented a Middle Eastern shipping company in its successful acquisition of a U.S. logistics firm with extensive classified government contracts.
- Advised a U.K. engineering and infrastructure construction firm in its purchase of an advanced technology and engineering company in the United States.
- Represented clients in various FARA matters including registrations, guidance regarding compliance issues, and advisory opinion requests.
- Served as counsel on FCC, Team Telecom, and CFIUS matters for a national U.S. wireless carrier and its foreign-owned parent in a 2013 merger with a competitor.
- Representation for more than 20 years of a legacy Asian communications provider regarding the U.S. regulatory landscape, including representation on FCC, CFIUS, and Team Telecom issues with respect to successful acquisitions of U.S. communications assets.
- Ongoing representation of multiple private equity firms and investment banks on CFIUS, Team Telecom, and FCC matters regarding successful acquisitions of financial interests in FCC licensees, including providers of satellite, mobile, and submarine cable services.
- Advised a European-based multinational concerning divestment from the U.S. market while minimizing risks of CFIUS, Team Telecom, and FCC delays.
- Represented a leading U.S. telecom company on CFIUS and Team Telecom issues involved in the build-out of a submarine cable system and in multiple successful divestments of assets outside the continental United States, with each proceeding requiring negotiation of national security mitigation agreements.
In addition, Wiley Rein has participated in the litigation and debate over national security, executive power, state secrets, and related issues by representing amici before the courts of appeals and in the Supreme Court of the United States.
Trial Courts and Courts of Appeals
Wiley Rein has filed several briefs in the courts of appeals concerning state secrets and other issues central to national security litigation.
- Wiley Rein represented the Foundation for Defense of Democracies (FDD) as amicus in the Ninth Circuit in a case challenging a government contractor’s alleged participation in the Central Intelligence Agency’s (CIA) program of extraordinary rendition. Wiley Rein filed an amicus brief arguing that the case should be dismissed under the state secrets doctrine. Mohamed v. Jeppesen Dataplan (9th Cir.).
- Wiley Rein represented the U.S. Telecom Association (USTA) in litigation in the Ninth Circuit challenging the National Security Agency’s (NSA) Terrorist Surveillance Program and the alleged cooperation of telecommunications carriers in that program. Wiley Rein filed a brief arguing that the case should be dismissed under the state secrets doctrine. Hepting v. AT&T Inc. (9th Cir.).
- Wiley Rein represented the Foundation for the Defense of Democracies as an amicus in support of the government in the Sixth Circuit in litigation arising out of the American Civil Liberties Union’s (ACLU) challenge to the NSA’s Terrorist Surveillance Program. ACLU v. NSA (6th Cir.).
- Wiley Rein represented Keeler and Tate Management in litigation in the Eastern District of Virginia challenging the alleged participation of government contractors in the CIA’s program of extraordinary rendition. El-Masri v. Tenet (E.D. Va.).
- Wiley Rein represented AECOM in a lawsuit alleging fraud and breach-of-subcontract agreements related to a 2007 competition for a classified contract with the Intelligence Community. Wiley Rein was instrumental in convincing DOJ to intervene in the state court action, remove it to federal court, and move to dismiss the case by invoking the state secrets privilege. After Wiley Rein filed a brief supporting the Government’s motion and argued in support of dismissal, the court dismissed the lawsuit on state secrets grounds. Wever v. AECOM National Security Programs, Inc. (E.D. Va.).
Supreme Court Practice
- Wiley Rein represented six former attorneys general in a major national security case, successfully arguing that plaintiffs lacked Article III standing to challenge the constitutionality of national security legislation. Clapper v. Amnesty International.
- Wiley Rein represented the Washington Legal Foundation (WLF) as an amicus in support of the U.S. Navy in a challenge to the Navy’s use of mid-frequency active sonar in anti-submarine warfare training off the Pacific Coast. Winter v. Natural Resources Defense Council.
- Wiley Rein represented the Foundation for the Defense of Democracies as an amicus in support of the government in a challenge to the Military Commissions Act. Boumediene v. Bush.
- Wiley Rein represented a distinguished group of former government officials (including three former attorneys general) and retired military officers as amici in support of the government in a challenge to the government’s use of military commission to try and punish captured Al Qaeda combatants. Hamdan v. Rumsfeld.
- Wiley Rein represented law professors and law students as amici in support of petitioner in the Supreme Court challenge to the Solomon Amendment. Rumsfeld v. Forum for Academic and Institutional Rights, Inc.
*Not admitted to the District of Columbia Bar. Supervised by principals of the firm who are members of the District of Columbia Bar.
News & Insights
News & Insights
- January 8, 2019 | Alert
- January 7, 2019 | Press Release
- November 19, 2018 | AlertCommerce Solicits Comments on Emerging Technologies—Impacts for Export Controls and Mandatory CFIUS Reporting
- November 15, 2018 | Alert
- November 13, 2018 | Alert
- November 9, 2018 | Alert
- October 24, 2018 | EventThe New Immediate & MANDATORY CFIUS Filing Regulations – What You Need to Know and Do Before the Regulations Take Effect on November 10Wiley Rein Webinar
- October 19, 2018 | Media MentionThe Deal
- October 10, 2018 | AlertNew Regulations Implement Significant Expansion of CFIUS Jurisdiction – Mandatory Filings and Civil Penalties
- October 1, 2018 | Press Release
- September 20, 2018 | Alert
- September 5, 2018 | Alert
- August 21, 2018 | Press Release
- August 13, 2018 | Alert
- August 1, 2018 | Alert
- July 24, 2018 | Alert
- June 27, 2018 | Alert
- May 31, 2018 | Washington, DC | EventCenter for Strategic & International Studies
- February 14, 2018 | Alert
- January 31, 2018 | Washington, DC | EventChanges to CFIUS Reviews under the Trump Administration: The Outlook for FDI amid Shifting U.S. Policy, Proposed Legislation and an Evolving Deal-Making ClimateACI's 4th National Forum on CFIUS & Team Telecom
- December 20, 2017 | AlertUPDATE: CFIUS Reform Bill Proposed by U.S. Senator Cornyn and U.S. Rep. Pittenger Has Garnered Significant Support Outside of Congress
- December 6, 2017 | Washington, DC | EventACI's National Forum on FOCI
- November 8, 2017 | AlertNew Legislation Would Expand CFIUS Mandate, Subject Chinese Investments to Greater Scrutiny, and Could Impact Joint Ventures Abroad
- September 21, 2017 | Alert
- July 2017 | Newsletter
- April 24, 2017 | Alert
- August 22, 2016 | Press ReleaseWiley Rein’s David Gross to Moderate ‘Global Digital Policy’ Discussion at Technology Policy Institute’s 2016 Aspen Forum
- June 6, 2016 | Alert
- May 23, 2016 | Media MentionCTFinancial News
- December 3, 2015 | Washington, DC | EventCFIUS Inter-Agency Negotiations Exercise PanelNational Defense University: The Dwight D. Eisenhower School for National Security and Resource Strategy
- December 1, 2015 | Press Release
- August 28, 2015 | Washington, DC | EventABA's 10th Annual Homeland Security Law Institute
- August 14, 2015 | Alert
- 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 ReleaseNova Daly Named to Advisory Board for Center on Sanctions and Illicit Finance, Drawing on Key National Security Experience
- 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 ReleaseLegal 500 US Recognizes 25 Wiley Rein Lawyers Across Five Practices Nationally; Wiley and Senkowski Are "Leading Lawyers"
- April 16, 2013 | EventStrafford Webinar
- March 14, 2013 | Article
- February 27, 2013 | Media MentionLos Angeles Times
- 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
- November 1, 2012 | Press Release
- October 24, 2012 | Media MentionNightly Business Report
- August 13, 2012 | Media MentionSNL Financial
- July 27, 2012 | Press ReleaseU.S. Department of Commerce Preliminarily Determines Chinese and Vietnamese Illegally Dumped Wind Towers in the United States
- July 25, 2012 | Media MentionE&E Reporter
- July 10, 2012 | Press Release
- June 22, 2012 | Media MentionThe Washington Post
- June 12, 2012 | Press ReleaseWiley Rein's Telecom Practice and Richard E. Wiley Receive Top Tier Honors From Chambers USA for Ten Years in a Row
- June 11, 2012 | Press ReleaseWiley Rein's International Trade Practice Receives Top Honors from Chambers USA for Eight Years in a Row
- June 7, 2012 | Press ReleaseChambers USA Recognizes Thirty-Two Wiley Rein Attorneys Across Fifteen Practice Areas as Best in the Country
- June 6, 2012 | Press ReleaseU.S. Department of Commerce Will Investigate Suspected Fraud by Korean and Chinese Diamond Sawblades Manufacturers
- June 6, 2012 | Press ReleaseThe Legal 500 US Ranks Wiley Rein's Telecommunications Group in the Top Tier for the Sixth Consecutive Year
- June 1, 2012 | Media MentionDaniel Pickard Comments on Commerce's Preliminary Determination that China Provided Substantial Subsidies to its Wind Tower IndustryBloomberg News
- May 31, 2012 | Media MentionReuters
- May 30, 2012 | Press ReleaseU.S. Department of Commerce Issues Preliminary Determination that China Provided Substantial Subsidies to its Wind Tower Industry
- May 29, 2012 | Media MentionThe Washington Post
- May 21, 2012 | Media MentionPlatt's Energy Week
- May 18, 2012 | Press ReleaseCommerce Department Imposes Tariffs of More Than 31 Percent on Solar Cell and Module Imports from China
- 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
- May 3, 2012 | Press Release
- 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 ReleaseChambers Global Ranks Wiley Rein's International Trade and Privacy Practices Among Best in the World
- 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 1, 2012 | Press Release
- January 31, 2012 | Media MentionTalking Points Memo
- January 27, 2012 | Media MentionThe Washington Post
- January 27, 2012 | Press ReleaseU.S. Diamond Sawblade Producers Awarded Attorneys' Fees and Costs Against U.S. Department of Commerce
- 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 ReleaseLaw360 Names Wiley Rein's Government Contracts, Insurance and International Trade Practices Among Its "2011 Groups of the Year"
- December 29, 2011 | Press ReleaseU.S. Manufacturers of Utility Scale Wind Towers File Dumping and Subsidy Petitions Against China and Vietnam
- 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 ReleaseThirty Wiley Rein Attorneys from More than a Dozen Practice Areas Included as Best in Class by Chambers USA
- May 3, 2011 | Press Release
- March 29, 2011 | Press ReleaseWiley Rein's International Trade and Privacy Practices Included in Chambers Global Worldwide Rankings; Several Attorneys Named Leading Lawyers
- 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 ReleaseWiley Rein International Trade Practice Ranked among Nation's Best by Chambers USA; Three Partners Named "Leading Lawyers"
- March 4, 2010 | Press Release
- December 30, 2009 | Press Release
- September 14, 2009 | Press Release
- June 12, 2009 | Press Release
- June 1, 2009 | Press ReleaseTreasury Department Official and CFIUS and Trade Expert Joins Wiley Rein's International Trade Practice
- 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
- 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