Covington has a preeminent practice representing parties before the Committee on Foreign Investment in the United States (CFIUS), in matters requiring the mitigation of foreign ownership, control or influence (FOCI), and telecommunications transactions that require review of the so-called "Team Telecom" agencies.
Our team has represented every type of global investor on CFIUS and related national security matters, including corporations, private equity and investment firms, state-owned enterprises, and sovereign funds from Asia, Europe, Africa, the Middle East, and the Americas. We have handled $500+ billion in transactions spanning practically every sector subject to CFIUS review, including aerospace and defense; autonomous vehicles; energy; financial services and insurance; information and communications technologies and services; pharmaceuticals and biotechnology; manufacturing, chemicals, and industrial; ports; semiconductors; software; telecommunications; and transportation systems. These transactions include many of the most sensitive and complex cases that have set the template for CFIUS reviews.
The breadth and diversity of the transactions we handle, along with our team that includes former Cabinet and sub-Cabinet level officials from virtually every CFIUS member agency‒including Treasury, State, Commerce, Energy, Homeland Security, Defense, Justice, and USTR‒puts us on the leading edge of every type of CFIUS matter. We anticipate and react to trends as well as help shape CFIUS’s approach to the issues that matter most to our clients.
Our team also plays a leading role on policy matters related to foreign investment. We have historically played a key leadership role in various CFIUS reform efforts in the U.S. Congress, with Committees of Congress seeking our testimony and major trade associations engaging us as the go-to counsel on these reform efforts. Most recently, this has included advising a range of clients on developments in outbound investment screening and the Biden Administration executive order on protecting sensitive personal data.
Beyond the United States, our CFIUS lawyers regularly work with the firm’s dedicated Foreign Direct Investment Regulation team in our Europe and Asia offices to advise on the foreign investment rules and regulations that are shaping the landscape for foreign direct investment around the world.
Foreign Ownership, Control, or Influence
In the defense, energy, and intelligence sectors, we counsel clients on matters related to the mitigation of FOCI under applicable U.S. national industrial security regulations relating to performance on classified activities. We have drafted, negotiated, and assisted clients in navigating the security clearance award process and implementing various corporate arrangements to mitigate FOCI with respect to U.S. government classified information. Our advice also extends to counseling on national industrial security requirements, the security clearance process, developing and implementing security and compliance programs including FOCI mitigation agreements, responding to government inquiries, conducting investigations, developing remediation plans, and negotiating with government agencies.
Team Telecom
In the telecommunications sector, we handle the national security reviews conducted by CFIUS and the parallel process undertaken by Team Telecom. We have crafted many of the leading mitigation agreements to address U.S. national security, law enforcement, and public safety interests in the Team Telecom process. We have represented the acquirers in the transactions that set the benchmarks for Team Telecom’s approach in wireless and wireline; cable; cable landing stations; and broadcast. In these matters we regularly work closely with our Technology and Communications Regulation practice to handle the intersection of the Federal Communications Commission, Team Telecom, and CFIUS reviews.
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