3rd European Forum on FDI Reviews and CFIUS - WEB

Earn CLE/CPD CREDITS

3rd European Forum on

FDI REVIEWS AND CFIUS 8–9 June 2022 | Millennium Gloucester Hotel | London, UK Europe’s Flagship Conference on National Security Reviews and FDI Filings

Hear from Senior Government Officials, Including: Marie-Anne Lavergne Head of Unit, Foreign Investments Control French Treasury/Direction générale du Trésor, Ministère de l’Économie, France Dr. Angelika Milger Policy Officer, Division VE5-I Investment Screening, EU and International Relations Federal Ministry for Economic Affairs and Climate Action, Germany Bruce Miller AO Chair Foreign Investment Review Board, Australia Jacqui Ward Director National Security and International Department for Business, Energy & Industrial Strategy, United Kingdom REGISTER NOW

Join Leading Experts from the UK, Germany, France, Belgium, Spain, Australia and the U.S. to Discuss Critical Issues: » European Commission Screening: Updates on Navigating the Review Process, Filing Requirements and Grey Areas

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Stay on for the PostConference Strategy Session

Multi-Jurisdictional Scope Analyses and Filing Decision-Making: The Nuances of Determining Where, When and How to File, and Navigate Simultaneous Reviews and Timelines SUPPORTING SPONSORS:

» Which Industry Sectors are Now Raising Red Flags, Causing Delays and Quashing Deals? » The NSIA Five Months In: How the NIS Regime is Working in Practice and New Lessons Learned » Contrasting EU Member States’ Implementation of the EU Regulatory Screening Framework: Germany, Italy, France, Spain » Managing the Interplay Between CFIUS, UK and EU Member State Regimes: Critical Updates on FIRRMA, CFIUS Reviews and Mitigation Expectations

ASSOCIATE SPONSORS:

» Dovetailing Mitigation Strategies into Your Deal Structure: The Finer Points of Passing Clearance and Getting the Deal Done

C5-Online.com/FDI_CFIUS • +44 20 4532 2313

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TOP BENEFITS OF ATTENDING Comments-alt

Engage in meaningful dialogue with premier leaders from government and the legal community.

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Gain critical insights on evolving foreign direct investment screening regulations across Member States.

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Compare notes with like-minded professionals and gain strategic insights for multi-jurisdictional filings.

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Users

Who Should Attend:

y General Counsel

CREDITS

y Investment Officers

This course is identified as nontransitional for the purposes of CLE accreditation.

ACI certifies this activity has been approved for CLE credit by the State Bar of California.

y Private Equity Professionals y Legal Affairs y Private Practitioners Specializing in » Merger Controls

» Foreign Investments

» National Security

» International Trade

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Accreditation will be sought in those jurisdictions requested by

EARN CLE the registrants which have continuing education requirements.

y Compliance Officers

» Government Contracts

Continuing Education Legal Credits

ACI certifies this activity has been approved for CLE credit by the New York State Continuing Legal Education Board.

ACI has a dedicated team which processes requests for state approval. Please note that event accreditation varies by state and ACI will make every effort to process your request.

Questions about CLE credits for your state? Visit our online CLE Help Center at www.americanconference.com/accreditation/cle/

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DISTINGUISHED FACULTY Co-Chairs

Distinguished Faculty

Dr. Tilman Kuhn Partner White & Case, Düsseldorf, Brussels Samantha J. Mobley Partner Baker & McKenzie LLP, United Kingdom

Government Speakers Marie-Anne Lavergne Head of Unit, Foreign Investments Control French Treasury/Direction générale du Trésor, Ministère de l’Économie, France Dr. Angelika Milger Policy Officer, Division VE5-I Investment Screening, EU and International Relations Federal Ministry for Economic Affairs and Climate Action, Germany Bruce Miller AO Chair Foreign Investment Review Board, Australia Kellen Ray Policy Advisor, Office of Investment Security Department of the Treasury, United States Jacqui Ward Director National Security and International Department for Business, Energy & Industrial Strategy, United Kingdom REGISTER NOW

Renato Antonini Partner Steptoe & Johnson LLP, Brussels Dr. Jan Bonhage Partner Hengeler Mueller, Germany/ Belgium Pedro Callol Partner Callol, Coca & Asociados, Spain Marcus Clark Partner Johnson Winter & Slattery, Australia Randall H. Cook Senior Managing Director Ankura, United States Lucio D’Amario Partner Linklaters, ITALY Dominik Eisenhut Senior Legal Counsel Airbus Defence and Space, Germany Jenine Hulsmann Partner Weil, Gotshal & Manges LLP, United Kingdom Sven De Knop Partner Sidley Austin LLP, Brussels

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Marc Israel Partner White & Case, United Kingdom

Michele Pastore Director, Public Affairs Huawei, Brussels

Deborah Johns Partner Gilbert + Tobin, Australia

Dr. Jérôme Philippe Partner Freshfields Bruckhaus Deringer, FRANCE

Chase D. Kaniecki Partner Cleary Gottlieb Steen & Hamilton LLP, United States

Dr. Andrea Pomana Partner ADVANT Beiten, Germany

Steven Klemencic Managing Director Berkeley Research Group LLC, United States

Dr. Roman Reuter Senior Counsel, International Competition Affairs Deutsche Telekom AG

Alan Levesque Senior Managing Director Ankura, United States Former Vice President, Chief Ethics & Compliance OfficerVice President, Chief Ethics & Compliance Officer Raytheon

Julie Soloway Co-Chair of the Competition/ Antitrust and Foreign Investment Group Blakes Cassels & Graydon LLP, Canada

John Messent Senior Attorney Cleary Gottlieb Steen & Hamilton LLP, United Kingdom

Dr. Roland M. Stein Partner BLOMSTEIN, Germany Dr. Thomas S. Wilson Partner Kirkland & Ellis, Belgium

Jonathan Panikoff Senior Fellow Atlantic Council Former Director, Investment Security Group, Office of the Director of National Intelligence, United States

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Day One • 8 June 2022 07:45 | Registration and Networking

11:00 | Networking Break

09:15

11:15

Co-Chairs’ Opening Remarks

PRACTITIONERS’ STRATEGIC INSIGHTS: The Newest Best Practices for Navigating the Review Process and Grey Areas of the EU Commission Report

Microphone-alt Dr. Tilman Kuhn, Partner, White & Case, Düsseldorf, Brussels Samantha J. Mobley, Partner, Baker & McKenzie LLP, United Kingdom

EUROPEAN COMMISSION SCREENING 09:30

PART I

MEMBER STATE IMPLEMENTATION FRAMEWORK Comparing and Contrasting EU Member States’ Implementation of the EU Regulatory Screening Framework Microphone-alt Marie-Anne Lavergne, Head of Unit, Foreign Investments Control, French Treasury/Direction générale du Trésor, Ministère de l’Économie, France Dr. Jan Bonhage, Partner, Hengeler Mueller, Germany/Belgium

Dr. Angelika Milger, Policy Officer, Division VE5-I Investment Screening, EU and International Relations, Federal Ministry for Economic Affairs and Climate Action, Germany This four-part session will compare and contrast how FDI regulations are applied across different member states, what has changed in the last 12-months and how to navigate the nuances of varying regimes.

With the latest regulatory changes in the UK, Germany, France and Italy, this session will delve into the implementation of the EU screening framework. The distinguished faculty members will address the baseline substantive criteria and the degree of discretion left for domestic screening application.

FRANCE

The German government has broadened the definition of “critical infrastructure” under the BSI Act, (the 17th amendment) to the Foreign Trade and Payments Ordinance (Außenwirtschaftsverordnung, AWV).

The French Foreign Investment Regime (FFIR) has broadened its scope for reviewing FDI transactions

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Microphone-alt Lucio D’Amario, Partner, Linklaters, ITALY Dr. Jérôme Philippe, Partner, Freshfields Bruckhaus Deringer, FRANCE Building on the previous sessions, learn how legal practitioners are deciphering the EU Commission’s report, revisiting strategies for filings and mitigating the risk of delays.

Topics will include: • Identifying which process oversights can lead to a review to be aborted, prohibited or cleared with mitigation • Finding efficiencies and best practices for reducing the risk of delays during the review process • How to deal with the opaqueness of the substantive review and filing 12:15 | Networking Luncheon

Pedro Callol, Partner, Callol, Coca & Asociados, Spain

GERMANY

PART II

SPAIN A look a Spain’s draft Royal Decree on Foreign Investments and how legislation may be evolving in response to the pandemic regulations in 2020.

13:30

UNITED KINGDOM

The NSIA Five-Months — A Check-In on How the NIS Regime is Working in Practice: What is Triggering Reviews, Causing Delays and Enhanced Scrutiny of Transactions Microphone-alt Marc Israel, Partner, White & Case, United Kingdom John Messent, Senior Attorney, Cleary Gottlieb Steen & Hamilton LLP, United Kingdom This session will examine the practical implementation of the United Kingdom’s National Security and Investment Act 2021 (“NSIA”), enacted in January 2022. Experts will discuss the latest best practices and grey areas.

• A closer look at the scope of the legislation and its intent to address national security matters • What is the role of the UK government to block transactions?

• Is the legislation working the way it was designed?

• How has competition law in the UK changed and how has it stayed the same?

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14:30

16:15

Incorporating Mitigation Strategies into Your Deal Structure: The Finer Points of Passing Clearance and Getting the Deal Done

In-House Executive Insights on FDI Reviews, Mitigation and Post-Transaction Challenges: Positioning Your Organisation for Deal Approval and Post-Acquisition Success

Microphone-alt Dr. Andrea Pomana, Partner, ADVANT Beiten, Germany Steven Klemencic, Managing Director, Berkeley Research Group LLC, United States • 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 15:15 | Networking Break 15:30

CASE STUDY

Lessons Learned from Recent, High-Profile Transactions Including Syngenta, Couch-Tard and Nuctech Microphone-alt Dr. Tilman Kuhn, Partner, White & Case, Düsseldorf, Brussels Julie Soloway, Co-Chair of the Competition/Antitrust and Foreign Investment Group, Blakes Cassels & Graydon LLP, Canada This session will take a closer look at the news-making transactions, the practical questions and aftermath arising from three of the most recent, significant transactions and what they what is reveal for future transaction filings, timelines and deal approval.

• Case Study One: Italy vetoes sale of seed producer to Chinese-owned Syngenta

Microphone-alt Dominik Eisenhut, Senior Legal Counsel, Airbus Defence and Space, Germany Michele Pastore, Director, Public Affairs, Huawei, Brussels Moderated by: Alan Levesque, Senior Managing Director, Ankura, United States, Former Vice President, Chief Ethics & Compliance OfficerVice President, Chief Ethics & Compliance Officer, Raytheon Senior in-house executives will walk you through the most pressing, complex FDI challenges that come across their desks. Learn best practices for embedding global regulatory requirements into your processes and procedures. Benefit from first-hand insights and concrete examples of pitfalls to avoid once the deal is done. Real world examples include: • Special Security Agreement (SSA): how does a European parent company manage the financial management system in incorporating US subsidiary companies under an SSA? • Which types of Non-Disclosure Agreements should the related parties have, i.e. a European and US parent/child company?

• How do European companies protect indigenous European technologies when they are transferred to a US daughter company?

• The interplay of international trade requirements, including holding no US origin data on cloud networks outside of the US • How are companies overcoming the expected (and unexpected) hurdles to implementing agreements?

17:00 | End of Day One

Glass-Martini-Alt Networking Cocktail Reception

• Case Study Two: France Blocks $20 Billion Takeover of Carrefour by Canada’s Couche-Tard • Case Study Three: Taiwan’s GlobalWafers Co. Ltd. unable to aquire German chip supplier Siltronic

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Day Two • 9 June 2022

Kellen Ray, Policy Advisor, Office of Investment Security, Department of the Treasury, United States Dr. Thomas S. Wilson, Partner, Kirkland & Ellis, Belgium

08:30

Co-Chairs’ Opening Remarks 08:35

Early Riser Keynote Address Microphone-alt Bruce Miller AO, Chair, Foreign Investment Review Board, Australia 09:05

KEYNOTE ADDRESS: UK Priorities for Investment Security Microphone-alt Jacqui Ward, Director National Security and International, Department for Business, Energy & Industrial Strategy, United Kingdom

• How does meeting CFIUS requirements position transactions for approval in the EU and UK? • Are countries investing in the US receiving a preferred investor status?

• The cross-over between FDI and other types of investment reviews: What to expect when the deal raises antitrust issues or involves controlled technologies, classified activities or telecommunications services • Assessing the unique issues that come into play when a Chinese company acquires a European company with U.S. subsidiaries • Mitigating security risks posed by interlinked markets and infrastructure • Examining the real-world impact of recent transaction reviews on both sides of the pond 11:30

The Nuances of FDI Filings in Australia: Need-to-Know Takeaways for Current and Future Transactions Microphone-alt Marcus Clark, Partner, Johnson Winter & Slattery, Australia

09:30

Which Industry Sectors are Now Raising Red Flags: Real-World Insights on What is Now Causing Delays and Derailing Deals?

Microphone-alt Dr. Roland M. Stein, Partner, BLOMSTEIN, Germany Chase D. Kaniecki, Partner, Cleary Gottlieb Steen & Hamilton LLP, United States This session will look at which sectors are being scrutinised more than before as potential national security risks, and how sectors may vary depending on country regime. This session will also look at traditional high-risk sectors and which types of transactions continue to cause delays in the FDI review process.

• Critical Technology – Access to defense-related or otherwise sensitive export controlled or other, including defence and aerospace, artificial intelligence, cryptography, synthetic biology • Sensitive Personal Data – banking, insurance, healthcare, geolocation capabilities • Critical Infrastructure – energy, transportation, real estate, communications and media, critical supplies 10:30 | Networking Break 10:45

Managing the Interplay between CFIUS, UK and EU Member State Regimes: Critical Updates on FIRRMA, CFIUS Reviews and Mitigation Expectations Microphone-alt Steven Klemencic, Managing Director, Berkeley Research Group LLC, United States Jonathan Panikoff, Senior Fellow, Atlantic Council, Former Director, Investment Security Group, Office of the Director of National Intelligence, United States

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Deborah Johns, Partner, Gilbert + Tobin, Australia This session will explore Australia’s foreign investment framework, which came into effect in January 2021 and is governed by the Foreign Investment Review Board (FIRB). Delegates will hear critical insights on how the reforms are structured for safeguarding national security.

• • • •

The newly amended scope of critical infrastructure Which types of investments would be subject to pre-closing review?

What are companies doing to meet post-transaction? compliance expectations?

How is the Australia enforcing the regulations?

12:15

Special Considerations for Transactions Involving Sensitive or Personal Data: Embedding Mitigation Controls into Your Deal Structure Microphone-alt Randall H. Cook, Senior Managing Director, Ankura, United States Jenine Hulsmann, Partner, Weil, Gotshal & Manges LLP, United Kingdom Dr. Roman Reuter, Senior Counsel, International Competition Affairs, Deutsche Telekom AG This session will look at which mitigation strategies and controls can be used to assist with structuring a merger on investment agreement when sensitive data or personal data is involved.

• Examining the overlap between foreign investment regimes and the telecom security regulation sector • Analyzing what types of data are perceived as raising security red flags, including technical, public information in large quantities, customer data • What comes out in client discussion and understanding the company’s level of involvement in data storage • What are the practical difficulties when advising clients in this sector?

13:00 | End of Conference

Post-Conference Strategy Session 9 June 2022 Clock 13:30–17:00

Multi-Jurisdictional Scope Analyses and Filing Decision-Making in Real Life: Inside the Most Complex, High Stakes Challenges Coming Across Practitioners’ Desks Microphone-alt Renato Antonini, Partner, Steptoe & Johnson LLP, Brussels

Sven De Knop, Partner, Sidley Austin LLP, Brussels

Join practitioners for this highly anticipated post-conference interactive strategy session to hear the most critical strategic insights and best practices for multi-jurisdictional reviews.

Delegates will convene in a small working group to compare notes and work through the most complex, pressing decisions coming across practitioners’ desks. This session is being offered in-person only and will include a 30-minute break.

Part I The Nuances of Determining Where, When and How to File and Navigate Simultaneous Reviews and Timelines

Part II Challenging an FDI Review Decision: Determining the Available Legal Recourse

• The most critical missteps to avoid when conducting a scope analysis to determine for a multi-jurisdictional filing

• Considering possible outcomes and how will they affect investors?

• What types of challenges are being brought forward through the court system and on what grounds • Analysing whether emergency measures, brought into effect amid the Covid-19 pandemic in 2020, should still be a consideration amid FDI reviews

• How to coordinate multiple reviews in multiple jurisdictions • Navigating overlapping, conflicting filing requirements and timelines • Executing a multi-jurisdictional review, adhering to the wording of the law and examining how nuanced wording might differ in different jurisdictions • Knowing when to rely on external local counsel to assist with filing and how much research can be handled internally

Due to the interactive nature, the strategy session will only be available in-person. The main conference will have a livestream option for those who can’t attend in-person.

• Coordinating with legal experts and government departments across jurisdictions

Bed Venue Information HOTEL: Millennium Gloucester Hotel ADDRESS: 4-18 Harrington Gardens, South Kensington, London SW7 4LH, United Kingdom

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SUPPORTING SPONSOR

White & Case is a global law firm that serves companies, governments and financial institutions. We are located on 6 continents, in 31 countries, in 45 offices. Our long history as a global firm means we are uniquely placed to help our clients resolve their most complex legal challenges wherever they are. The firm has an extensive and integrated global network of FDI practitioners who routinely navigate clients through these evolving and increasingly challenging regulatory landscapes.

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All our events will adhere to official government and local authority guidance in addition to venue or location-specific regulations, and will follow the commitments below.

Attendance Screening All attendees will need to assert that at the time that they first attend the conference and for the 14 days prior: y Have not experienced any COVID-19 symptoms now or within the last 14 days. y Have not had close contact with any person with or suspected of having COVID-19 within the last 14 days. y Have not had a positive COVID-19 test within the last 14 days. y Have not been advised by any health authority, government agency or regulatory body, within the last 14 days, to self-isolate due to possible exposure to COVID-19.

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Link to COVID-19 symptoms: https://www.cdc.gov/coronavirus/2019-ncov/symptoms-testing/symptoms.html We are closely monitoring industry best practices and will be evaluating further additional measures pertaining to vaccinations and on-site screening based on the advice of health authorities.

Increased Cleaning and Sanitation y Placement of hygiene stations throughout the conference including the registration area, meeting spaces and high frequency areas. y Availability of personal hygiene and safety products including facial coverings where available.

Safety and Physical Distancing y Physical distancing protocols such as limiting attendance, directional signage and markers throughout the conference.

Reduced Touchpoints

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y Reduction of the physical distribution of onsite materials.

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Please check back frequently as we monitor and evolve our plan in the weeks ahead.

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