7th National Conference on CFIUS - WEB

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7th National Conference on

CFIUS

April 20 – 21, 2021 (EST)

Virtual Conference

Ensuring Deal Success Amidst Expanded Scrutiny of Foreign Investments in Technology, Infrastructure, Data and Real Estate.

KEYNOTE INTERVIEW: Adam Hickey Deputy Assistant Attorney General of the National Security Division U.S. Department of Justice

INDUSTRY INSIGHTS FROM: Laura J. Molinari Assistant General Counsel, Global Trade Services TE Connectivity

John Medel Vice President, International Government Affairs Goldman Sachs

GOVERNMENT INSIGHTS FROM:

CONFERENCE HIGHLIGHTS INCLUDE:

Laura Black Director, Office of Investment Security, Policy and International Relations U.S. Department of the Treasury

Michael Considine Deputy Assistant Secretary Office of Foreign Investment and National Security U.S. Department of Energy (DOE)

David Jividen Deputy Director, CFIUS Foreign Investment Review OSD, Industrial Policy U.S. Department of Defense

Meena Sharma Deputy Director, Office of Investment Security Policy and International Relations U.S. Department of Treasury

Irmie “Ike” Blanton Deputy Director – International and Strategic Engagement, Foreign Investment Review (CFIUS), OSD / A&S / Industrial Policy / FIR U.S. Department of Defense

Jess Henson Deputy Director, Office of Investment Security Investment Review & Investigation U.S. Department of Treasury

Eric S. Johnson Deputy Chief, Compliance and Enforcement, National Security Division, Foreign Investment Review Section U.S. Department of Justice

Sarah Sullivan Deputy Director, Office of Investment Security, Investment Review & Investigation U.S. Department of Treasury

Ty Brown Deputy Chief, National Security Division, Foreign Investment and Review U.S. Department of Justice

John Isbell Director of Strategic Analysis Division, Office of Strategic Industries and Economic Security U.S. Department of Commerce

Captain Colin Supko J. Philip Ludvigson Director Acting Deputy Assistant Secretary U.S. Department of Defense Office of Investment Security Trusted Capital U.S. Department of the Treasury

Supporting Sponsors

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Karen Plonty Security Officer & Director of National Security Compliance HCL Technologies

AmericanConference.com/CFIUS • 1 877 927 7936

Associate Sponsors

CHEVRON-RIGHT Interactive Think-Tank with CFIUS Alumni on FIRRMA Pressure Points and Challenges CHEVRON-RIGHT Implications of new CFIUS Mandatory Filing Rules on Critical Technology Investments CHEVRON-RIGHT Responding to the Uptick in Enforcement and Investigations of “Non-Notified” Transactions CHEVRON-RIGHT How CFIUS’ Expanded Jurisdiction Over Sensitive Data is Affecting Deal Flows and Reviews CHEVRON-RIGHT What to Prepare for and Expect with a Mandated CFIUS Monitor CHEVRON-RIGHT Navigating the Latest Developments in Overseas FDI Processes

Conference Contributor

a C5 Group Company

Business Information in a Global Context

Interactive Virtual Conference Experience

Distinguished Speakers Dr. Bastian Alm Counselor, Embassy of the Federal Republic of Germany Ian Beckett Minister-Counsellor (Treasury), Embassy of Australia to the United States

Virtual Networking Opportunities

Laura Black Director, Office of Investment Security, Policy and International Relations U.S. Department of the Treasury

Take advantage of 1:1 speed networking, exhibit hall meetups and direct video chats with fellow conference participants. Your next legal team, business partner, or client could be right in one of our virtual networking rooms – it is up to you to find them!

Irmie “Ike” Blanton Deputy Director – International and Strategic Engagement, Foreign Investment Review (CFIUS), OSD / A&S / Industrial Policy / FIR U.S. Department of Defense

Polling Weigh in and seize the opportunity to benchmark with industry peers in real-time on leading issues such as sensitive, complex hypothetical scenarios.

Come camera ready and engage in an interactive think-tank with some of our key CFIUS alumni. Take advantage of the opportunity to meet our speakers face-to-face, ask targeted questions, receive real time answers and share your own thoughts on FIRRMA pressure points and challenges.

This virtual conference was remarkable. The care taken to prepare and to assure the technology would perform was second-to-none. I have been on hundreds of webinars in the last 4 months, none of them as reliable in the technology as this event. Well Done, Team ACI! VICE PRESIDENT, U.S. SPECIAL COMPLIANCE & ASSET PROTECTION, BAYER U.S.

Continuing Legal Education Credits EARN CLE CREDITS

Accreditation will be sought in those jurisdictions requested by the registrants which have continuing education requirements. This course is identified as nontransitional for the purposes of CLE accreditation.

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

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

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.

For more information on ACI’s CLE process for virtual events visit https://www.americanconference.com/accreditation-instructions-for-virtual-attendance/

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Damara Chambers Partner Vinson & Elkins LLP

David R. Hanke Partner Arent Fox LLP

GOVERNMENT REPRESENTATIVES

This program is designed to bring the dynamic, in-person conference experience to you virtually with multiple ways to engage with speakers, stay connected with industry peers and expand your professional network through 1-on-1 conversations.

Virtual Speaker Meet and Greets

2021 CONFERENCE CO-CHAIRS

USER

Ty Brown Deputy Chief, National Security Division, Foreign Investment and Review U.S. Department of Justice Katherine Burke Director, Investment Review Division, Innovation, Science and Economic Development Canada (ISED)

Michael Considine Deputy Assistant Secretary, Office of Foreign Investment and National Security, U.S. Department of Energy (DOE)

USER

Andrew Fair Deputy Director, Office of Investment Security (CFIUS), U.S. Department of the Treasury

Eileen Keenan Attorney Advisor, U.S. Department of Justice National Security Division Foreign Investment Review Section

Jess Hensen Deputy Director, Office of Investment Security, Investment Review & Investigation, U.S. Department of Treasury

Sarah Montgomery Counsellor of Trade and Economic Policy U.K. Department for International Trade (DIT)

Adam Hickey Deputy Assistant Attorney, General of the National Security Division, U.S. Department of Justice John Isbell Director of Strategic Analysis Division, Office of Strategic Industries and Economic Security U.S. Department of Commerce David Jividen Deputy Director, CFIUS Foreign Investment Review, OSD, Industrial Policy U.S. Department of Defense

Eric S. Johnson Deputy Chief, Compliance and Enforcement National Security Division, Foreign Investment Review Section U.S. Department of Justice

J. Philip Ludvigson Acting Deputy Assistant Secretary, Office of Investment Security U.S. Department of the Treasury

USER

Brian Reissaus Senior Official Performing the Duties of the Assistant Secretary for Investment Security U.S. Department of the Treasury

Jennifer Danner Riccardi Senior Trade Policy Advisor Delegation of the European Union to the United States Meena Sharma Deputy Director, Office of Investment Security Policy and International Relations U.S. Department of Treasury David Shrogen Deputy Director, Office of Investment Security, Investment Review and Investigation U.S. Department of Treasury Sarah Sullivan Deputy Director, Office of Investment Security, Investment Review & Investigation U.S. Department of Treasury Captain Colin Supko Director U.S. Department of Defense Trusted Capital

DISTINGUISHED FACULTY John Beahn Partner, Shearman & Sterling LLP Harry Broadman Chair, Emerging Markets and CFIUS Practices Berkeley Research Group LLC Faculty Scholar, Johns Hopkins University Scott Boylan Partner StoneTurn Damara Chambers Partner Vinson & Elkins LLP Charles Capito Partner, Morrison & Foerster LLP Randall H. Cook Senior Managing Director Ankura Shawn Cooley Partner, Weil Gotshal & Manges LLP Doreen M. Edelman Partner, Chair, Global Trade & Policy Lowenstein Sandler LLP

Nancy Fischer Partner Pillsbury Winthrop Shaw Pittman LLP

Steve Klemencic Managing Director & Partner, Berkeley Research Group LLC

Brandon L. Van Grack Partner Morrison & Foerster LLP

Renee A. Latour Partner Clifford Chance US LLP

Chris Griner Partner, Stroock & Stroock & Lavan LLP

John Medel Vice President, International Government Affairs Goldman Sachs

Heather Finstuen Partner Covington & Burling LLP

Aimen Mir Partner Freshfields Bruckhaus Deringer LLP

David R. Hanke Partner Arent Fox LLP

Laura J. Molinari Assistant General Counsel, Global Trade Services TE Connectivity

Benjamin Heywood General Partner, SkyRiver Ventures Co-Founder, PatientsLikeMe Samuel P. Jacobs Associate Managing Director, Kroll, a division of Duff & Phelps

Karen Plonty Security Officer & Director of National Security Compliance HCL Technologies Benjamin Powell Partner WilmerHale

Anne Salladin Partner Hogan Lovells Ivan Schlager Partner Kirkland & Ellis LLP Keith Schomig Partner White & Case LLP Waqas Shahid Senior Managing Director, Ankura Richard C. Sofield Partner Wiley Rein LLP Jeremy Zucker Partner Dechert LL

DAY ONE | Tuesday, April 20, 2021 (EST)

12:00

Interactive Think-Tank with CFIUS Alumni: Addressing FIRRMA Pressure Points and Challenges MICROPHONE

Aimen Mir, Partner, Freshfields Bruckhaus Deringer LLP

Opening Remarks from the Co-Chairs

Anne Salladin, Partner, Hogan Lovells LLP

MICROPHONE

David R. Hanke, Partner, Arent Fox LLP

Shawn Cooley, Partner, Weil Gotshal & Manges LLP

Damara Chambers, Partner, Vinson & Elkins LLP

9:45

10:00

Keynote Address: U.S. Department of Treasury MICROPHONE

Brian Reissaus, Senior Official Performing the Duties of the Assistant Secretary for Investment Security, U.S. Department of the Treasury

Come camera ready and engage in a discussion about the things practitioners feel are not working, and potential high-priority tweaks that could potentially be made by the Committee that could have a significant positive impact.

12:45

10:30

A 360 Degree View of Today’s CFIUS Landscape One Year Post-FIRRMA Implementation MICROPHONE

John Medel, Vice President, International Government Affairs, Goldman Sachs

David R. Hanke, Partner, Arent Fox LLP

Andrew Fair, Deputy Director, Office of Investment Security (CFIUS), U.S. Department of Treasury

Josh Larocca, Senior Managing Director, Stroz Friedberg, an Aon company

Ambassador Miriam Sapiro, Vice Chair, SVC Public Affairs, Former Acting and Deputy U.S. Trade Representative, Sard Verbinnen & Co.

Moderator: John Beahn, Partner, Shearman & Sterling LLP

• Examining the implications of full FIRRMA implementation one year later: assessing trends, lessons learned and what is on the horizon for the remainder of 2021?

» What sectors are most represented in filings, and what sectors are least represented?

» Filings, reviews and timeliness

• How has CFIUS been “fine tuning” the new FIRRMA legislation to respond to evolving threats and commercial transactions?

» The number of transactions CFIUS is “vetoing”

• How has having a mandatory filing obligation changed transactional due diligence?

• What trends are being seen with regard to:

» The percentage of transactions that require • What policy changes are being seen or anticipated from the new Biden a second stage investigation administration? » Which countries’ involvement in transactions is decreasing, and which • What are the key considerations for both countries involvement is increasing? companies and Third Party Monitors in the current CFIUS landscape?

11:45

Following our opening panel, take advantage of an exclusive opportunity to join an interactive segment where attendees can meet CFIUS alumni face-to-face and engage in a “zoom-style” think-tank on FIRRMA pressure points and challenges.

Morning Break

Examining New Rules on CFIUS Mandatory Filings: Implications for Critical Technology Investments and the Interplay with Recently Issued Export Control Reform MICROPHONE

John Isbell, Director of Strategic Analysis Division, Office of Strategic Industries and Economic Security, U.S. Department of Commerce

Meena Sharma, Deputy Director, Office of Investment Security Policy and International Relations, U.S. Department of Treasury

Laura J. Molinari, Assistant General Counsel, Global Trade Services, TE Connectivity

Steve Klemencic, Managing Director and Partner, Berkeley Research Group LLC

Moderator: Charles Capito, Partner, Morrison Foerster LLP

• Analyzing the new regime for how to assess mandatory filings in connection with critical technologies

• How does the final rule tie filing requirements for investments in U.S. critical technology to export license requirements?

• How does the recent Final Rule on CFIUS mandatory filings change the circumstances in which a “critical technology” investment will trigger a mandatory filing requirement?

• Examining the specific criteria set forth by the Department of Commerce’s Final Rule (October 5, 2020) which imposes new multilateral controls on six “emerging technologies”

» What exactly is CFIUS looking at in making these determinations? » What should companies be considering when assessing their own tech?

• What criteria must be met to qualify for the exceptions to the mandatory filing requirement under the Export Administration Regulations (EAR)?

• How should companies and their counsel best traverse this new regime?

1:45

1:1 Networking Opportunities

Register Now

AmericanConference.com/CFIUS • 1 877 927 7936

Take advantage of this networking break and see how many people you meet. Your next legal team, business partner or client could be right in our virtual networking room – it is up to you to find them!

To maximize your connections, benefit from virtual business card exchange opportunities. a C5 Group Company Business Information in a Global Context

2:00

Lunch Break

4:15

2:30

Updating Your Mitigation Approach to New and Evolving CFIUS Requirements and Trends: Overcoming the Top 5 Mistakes Companies Make in CFIUS Mitigation Planning, Design and Implementation MICROPHONE

Jess Henson, Deputy Director, Office of Investment Security, Investment Review & Investigation, U.S. Department of Treasury

Ty Brown, Deputy Chief, National Security Division, Foreign Investment and Review, U.S. Department of Justice

Heather Finstuen, Partner, Covington & Burling LLP

Brandon L. Van Grack, Partner, Morrison & Foerster LLP

Moderator: Randall H. Cook, Senior Managing Director, Ankura

• Assessing how the new regulations have affected mitigation requirements, negotiations and agreements • Examining the latest and most effective strategies for CFIUS mitigation planning and design • Strategies for negotiating potential mitigation steps early in the transaction’s life cycle to help get the deal through • Analyzing current trends in mitigation agreement language

How to Effectively Respond to the Recent Uptick in Enforcement and the Rise of Investigations of “Non-Notified” Transactions MICROPHONE

J. Philip Ludvigson, Acting Deputy Assistant Secretary, Office of Investment Security, U.S. Department of the Treasury

David Jividen, Deputy Director, CFIUS Foreign Investment Review, OSD, Industrial Policy, U.S. Department of Defense

Eric S. Johnson, Deputy Chief, Compliance and Enforcement, National Security Division Foreign Investment Review Section, U.S. Department of Justice

Samuel P. Jacobs, Associate Managing Director, Kroll, a division of Duff & Phelps

Moderator: Benjamin Powell, Partner, WilmerHale

• In what ways has CFIUS been ramping up its post-agreement monitoring and enforcement?

What changes have we seen over the last year?

• Understanding what the new enforcement priorities are and how to best prepare and navigate • What do we expect that the new anticipated enforcement guidelines from the Department of Treasury will focus on?

• What are the anticipated enforcement priorities of the Biden administration?

• Analyzing the recent escalation of investigations and enforcement actions in connection to “non-notified” transactions

• To what extent is CFIUS imposing interim mitigation agreements?

» What types of transactions are being captured?

3:30

» When CFIUS looks at past transactions, how far back are they typically looking?

» Do they typically involve China?

Spotlight Interview

» How are practitioners handling this?

MICROPHONE

Captain Colin Supko, Director, U.S. Department of Defense Trusted Capital

5:30

Interviewed By: Irmie “Ike” Blanton, Deputy Director – International and Strategic Engagement, Foreign Investment Review (CFIUS), OSD / A&S / Industrial Policy / FIR, U.S. Department of Defense

Key Takeaways from the New CFIUS Declaration Process

Examining the U.S. Department of Defense’s Trusted Capital Digital Marketplace (TCDM) which aims to connect innovative defense technology startups with trusted sources of venture capital funding – How will this new program interface with CFIUS? 4:00

Afternoon Break

MICROPHONE

Renee A. Latour, Partner, Clifford Chance US LLP

Sarah Sullivan, Deputy Director, Office of Investment Security, Investment Review & Investigation, U.S. Department of Treasury

Chris Griner, Partner, Stroock & Stroock & Lavan LLP

Keith Schomig, Partner, White & Case LLP

• How has the new declaration process been going one year in?

• What percentage of declarations are being approved vs. not approved?

• What makes for a successful declaration?

Media Partners:

• What are the key considerations for a company when deciding whether to file a short form declaration vs. a long form notice?

• What strategies can be applied to navigating the declaration process moving forward?

6:30

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Conference Adjourns

DAY TWO | Wednesday, April 21, 2021 (EST) 9:45

11:30

Co-Chairs’ Welcome Back and Recap of Day 1

Critical Infrastructure and Real Estate Deals Post-FIRRMA: Impacts of the New Regs, Transaction Pressure Points and Mitigation Strategies

10:00

Keynote Interview MICROPHONE

Interviewer: Richard C. Sofield, Partner, Wiley Rein LLP

Adam Hickey, Deputy Assistant Attorney General of the National Security Division, U.S. Department of Justice

MICROPHONE

Michael Considine, Deputy Assistant Secretary, Office of Foreign Investment and National Security, U.S. Department of Energy (DOE)

Damara Chambers, Partner, Vinson & Elkins LLP

Nancy Fischer, Partner, Pillsbury Winthrop Shaw Pittman LLP

• How have deals involving critical infrastructure been impacted in the last year?

10:30

How CFIUS’ Expanded Jurisdiction Over Sensitive Data is Affecting Deal Reviews, Deal Flows and Mitigation Approaches

• What have been the pressure points of such deals?

MICROPHONE

Karen Plonty, Security Officer & Director of National Security Compliance, HCL Technologies

Jeremy Zucker, Partner, Dechert LLP

• What kinds of controls are being imposed to mitigate CFIUS concerns with regard to critical infrastructure?

Benjamin Heywood, General Partner, SkyRiver Ventures, Co-Founder, PatientsLikeMe

Moderator: Waqas Shahid, Senior Managing Director, Ankura

• How has CFIUS expanded jurisdiction impacted deals with U.S. businesses that focus on data-driven products and services in the last year? How is it impacting the solicitation of foreign investment?

• Have the new regs regarding critical infrastructure had an outsized effect on any particular industry? What about energy?

• What have we seen in terms of real estate filings?

• What are RE dealmakers doing to mitigate national security concerns if they are deemed under CFIUS scrutiny?

• Have the new real estate regulations been impacting the acquisition of public lands/mineral rights, e.g. unpatented mining claims and federal oil and gas leases?

• What circumstances are triggering a voluntary filing of such transactions?

12:30

• What do companies need to look at and consider in assessing whether they may find themselves in CFIUS crosshairs?

• How does a transaction proceed if covered sensitive data is involved?

• Examining CFIUS recent investigations of past non-notified transactions involving U.S. companies that collect/store large amounts of data • What kinds of requirements are being imposed to mitigate CFIUS concerns with sensitive data?

• How can the treatment of personal data under CFIUS regulation adjust given recent, rapid technological changes causing shifting threats and vulnerabilities?

• Is there any indication that a Biden administration will take a different approach to concerns about sensitive data?

This was one of the better seminars I have attended in recent years, with intelligent, insightful presentations.

PARTNER, HARRIS, WILTSHIRE & GRANNIS LLP

1:1 Networking Opportunities Take advantage of this networking break and see how many people you meet. Your next legal team, business partner or client could be right in our virtual networking room – it is up to you to find them!

To maximize your connections, benefit from virtual business card exchange opportunities.

12:45

Lunch Break

1:15

What to Prepare for and Expect with a Mandated CFIUS Monitor MICROPHONE

Scott Boylan, Partner, StoneTurn

Eileen Keenan, Attorney Advisor, U.S. Department of Justice National Security Division, Foreign Investment Review Section

• To what extent is CFIUS utilizing third-party, independent parties to monitor agreements?

• What practical ways can companies prepare for and take advantage of mandated third-party monitors under CFIUS? • What are successful strategies for independent party oversight?

Register Now

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• What are the costs of not implementing effective independent party controls?

2:00

Navigating the Current Global Scene: The Latest Developments in Overseas FDI Processes and Strategies for Managing Cross-Border Coordination MICROPHONE

Jennifer Danner Riccardi, Senior Trade Policy Advisor, Delegation of the European Union to the United States

Ian Beckett, Minister-Counsellor (Treasury), Embassy of Australia to the United States

Sarah Montgomery, Counsellor of Trade and Economic Policy, U.K. Department of International Trade (DIT)

Dr. Bastian Alm, Counselor, Embassy of the Federal Republic of Germany

Katherine Burke, Director, Investment Review Division, Innovation, Science and Economic Development Canada (ISED)

Laura Black, Director, Office of Investment Security, Policy and International Relations, U.S. Department of the Treasury

• An assessment of the current trade environment with China and how it is affecting deal flows

• How should you be thinking about these new cross-border developments if you are a U.S. company doing a global deal?

• Examining the latest developments in global FDI processes in the last year (UK, Australia, Spain, • How is cross-border coordination playing out for Italy, Germany, Japan, Canada, China, France) those who qualify as excepted investors?

• Analyzing the nuances of the new EU rule on Foreign Direct Investment which went into effect in October 2020 3:30

• How is the Biden administration going to look at cross-border opportunities?

Afternoon Break

3:45

Assessing FIRRMA’s Impact on Investment Deals Involving Private Equity Funds MICROPHONE

Doreen M. Edelman, Partner, Chair, Global Trade & Policy, Lowenstein Sandler LLP

Harry Broadman, Chair, Emerging Markets and CFIUS Practices, Berkeley Research Group LLC, Faculty Scholar, Johns Hopkins University

David Shogren, Deputy Director, Office of Investment Security, Investment Review and Investigation, U.S. Department of Treasury

• How are PE companies dealing with the new CFIUS reality post-FIRRMA? • Are we seeing a change in the way PE companies are structuring their funds, shaping their deal making practices or organizing their financing practices?

4:45

• What trends are being seen with regard to the review of PE deals, process challenges, mitigation in the PE context, due diligence in the PE context, etc.?

• Considerations for U.S. private equity funds who are evaluating whether their fund structures could cause them to be considered a foreign person for CFIUS purposes?

Conference Concludes

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The speakers all were excellent -- experienced, knowledgeable, well prepared, and presented well in a cohesive manner. Excellent job overcoming the challenges of presenting the program virtually.

PARTNER, CURTIS, MALLET-PREVOST, COLT & MOSLE LLP

I was very pleased with the mix of private practitioners and U.S. Government representation on the speaker panels who were able to share a very good amount of useful information and insights.

SENIOR LEGAL COUNSEL, SHELL OIL COMPANY

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