Foreign investment and national security

June 2024  |  ROUNDTABLE | MERGERS & ACQUISITIONS

Financier Worldwide Magazine

June 2024 Issue

High inflation, energy costs and interest rates, combined with geopolitical uncertainty and war, have quelled foreign direct investment (FDI) appetite of late. The shift by many countries toward more nationalistic trade and investment policies – including the proliferation and expansion of screening mechanisms – is likely to result in a continuing constraint of FDI flows. Another key development in this vein has been the recent emergence of proposed outbound investment regimes in the US and the European Union.

FW: How would you describe key trends in foreign investment over the last 12-18 months or so? What overarching developments would you highlight?

Altvater: Foreign direct investment (FDI) in the US has remained very active in the last 12 to 18 months. One key development over the past year has been the emergence of proposed outbound investment regimes in the US and the European Union (EU). In August 2023, the Biden administration issued an executive order (EO) titled ‘Addressing United States Investments in Certain National Security Technologies and Products in Countries of Concern’, and the US Department of the Treasury issued an Advance Notice of Proposed Rulemaking (ANPRM) detailing the intended contours of the outbound investment restrictions. In January 2024, the European Commission (EC) adopted five initiatives as part of the European Economic Security Strategy, which included a white paper on outbound investment control. This white paper launched a debate regarding whether and how the EU would scrutinise outbound investment outflows.

Allen: Global FDI growth remains stagnant amid a progressively more restrictive foreign investment environment. According to the United Nations Conference on Trade and Development (UNCTAD), global FDI flows grew by only 3 percent in 2023 relative to 2022. Despite the lure of subsidies, such as tax credits under the Inflation Reduction Act (IRA) and grants for semiconductor construction under the CHIPS Act, FDI into the US fell by 3 percent. At the same time, the Committee on Foreign Investment in the United States (CFIUS) has progressively tightened its grip on foreign investment into the US, with longer timelines for reviewing and clearing deals and a striking increase in the proportion of deals that are subject to mitigation requirements. CFIUS also has proposed a series of measures to enhance its enforcement capabilities and leverage over parties when negotiating mitigation terms. Likewise, new and expanded FDI screening regimes have cropped up in a number of European jurisdictions, creating additional challenges to parties contemplating cross-border investment.

Katz: Over the last 12 to 18 months, we have seen several distinct trends in foreign investment. First, many companies are looking to onshore additional sources of supply to minimise supply disruptions of the type that followed the coronavirus (COVID-19) pandemic, the war in Ukraine and the crisis in the Gulf after 7 October. In addition, given the current environment in China, we are seeing a number of companies look to alternative sources of supply in the Far East. However, many companies seem to be replacing one Chinese source of supply with two alternative sources often in different countries. Overall, project finance and M&A as sources of FDI appear to continue to be in decline. Mounting interest rates and increasing levels of debt, along with heightened political tensions, appear to be the key drivers causing the downturn in foreign investment.

Kadel, Jr: One of the potentially most significant developments is the establishment of an outbound investment regime governing US investment outside the US. The initiative is in the early stages at this point. On 9 August 2023, President Biden signed an EO to establish the US outbound investment regime and, concurrent with the release of the EO, the US Department of the Treasury published an ANPRM, in anticipation of a rulemaking process that will take place over time and will ultimately develop and implement the applicable rules, after input from the public. Even though the initiative is at an early stage, the ANPRM provides details of how the programme is initially conceived to operate. As initially conceived, the regime will either prohibit or require notification of participation by a US person in a ‘covered transaction’ that involves ‘national security technologies’ with persons from ‘countries of concern’, for the purpose of helping to address national security threats posed by countries of concern seeking to exploit advanced technologies to enhance their military, intelligence, surveillance or cyber-enabled capabilities. ‘National security technologies’ will include specified advanced technologies in the semiconductor and microelectronics, quantum information technologies and artificial intelligence (AI) sectors. ‘Countries of concern’, as initially conceived, would include only China and the administrative regions of Hong Kong and Macau, but there is no limitation in the EO that precludes the addition of other countries. Proposed rules are expected in the coming months, and movement toward final rules could come in 2024 or 2025.

Mancuso: Despite a relative softening in cross-border M&A over the past 12 to 18 months, the US continues to be the largest recipient country of FDI in the world. The US – bolstered by its robust consumer market, skilled labour force, resilient financial system and strong rule of law protections – continues to attract investment from Europe, the Middle East and Asia. However, there remains deep, bipartisan policy and political scepticism of investment from China, including Hong Kong, within the US executive and legislative branches. There is also a trend of more careful evaluation of certain investments from historic US allies and partners, particularly from the Middle East, as well as broader questions about the proper role of FDI generally in a changing American economy.

FW: Which sectors seem to be of interest to overseas investors? What factors are driving activity?

Allen: One bright spot of late has been the strong growth in global investment in renewable energy. Bloomberg reports that in 2023 investment in renewable energy increased by 17 percent worldwide. For its part, the US witnessed a 22 percent jump in renewable energy investment, driven in large part by clean energy incentives offered under the IRA. Much of this has been foreign investment into the US renewable sector, which, in an M&A context, may prompt CFIUS scrutiny. Although greenfield investment by foreign companies falls outside the scope of CFIUS’s jurisdiction, CFIUS has taken an increasingly narrow view of what constitutes truly greenfield investment. A foreign company’s acquisition of certain US renewable assets and employees may be viewed as the acquisition of a ‘US business’, despite the parties viewing the transaction as a whole as ‘greenfield’. In such cases, careful planning is required to assess and limit CFIUS risk.

Katz: There appears to be a real shift from FDI in manufacturing to FDI in services. Much of the focus appears to be on environmental technologies like renewables and alternative fuels. To the extent this shift continues, larger, more developed countries are likely to benefit disproportionately from the growth in investment in services. Geopolitical tension will also drive investment to larger, safer havens where supply continuity is easier to insure. The political situation in China is resulting in significantly reduced investment into China, but right now it appears that alternative investments to China are being made much more slowly.

Kadel, Jr: According to reports compiled by the US Department of Commerce’s Bureau of Economic Analysis, in both 2021 and 2022, over 40 percent of foreign investment in the US was in the manufacturing sector, and in each of those years nearly 40 percent of manufacturing investment was in the chemicals subsector. Other top sectors receiving foreign investment included finance and insurance, wholesale trade, and information, but foreign investment was spread over a host of other industries. Many foreign investment transactions do not raise significant national security issues. Others, such as investments in technology and infrastructure, do raise significant national security issues and thus garner a larger share of public attention.

Mancuso: In the past year, we have seen an increase in foreign investment in the renewable energy, infrastructure, semiconductors, healthcare, industrials and cyber security sectors. Investment trends appear to be driven by both policy choices – US public funding and support for infrastructure, renewable energy and semiconductors – and emerging macro themes, such as a strengthening conviction in the investment community that these identified sectors are increasingly central to US national security and other interest in the near and medium term.

Altvater: Overseas investors continue to be active in transactions across many US industries. Within US infrastructure, FDI has been active in a number of sectors, including oil and gas extraction, energy generation, chemical manufacturing and metal manufacturing. In the technology industry, foreign investors also have been active in many sectors, including semiconductors and microelectronics, AI, financial technology, educational technology, and data hosting and related services. One sector that is increasingly of interest to overseas investors is electric vehicle (EV) and related component manufacturing. The IRA provided meaningful incentives for EVs manufactured in the US. As a result, there has been significant investment from domestic and foreign investors as US EV manufacturing capacity increases. This increase in investment includes the EV supply chain, as original equipment manufacturers look to onshore more component production.

FW: How would you characterise recent government policies and initiatives to promote or disincentivise foreign investment? How open are markets generally to inbound investment?

Katz: By and large, most regulation impacting foreign investment today is protectionist in nature – in other words, it is intended to disincentivise foreign investment by making it substantially more difficult to obtain regulatory approvals. For example, in the US, it has been increasingly difficult for Chinese companies to acquire US businesses but now companies from countries that are considered to be economic allies to the US are finding it increasingly difficult to get their transactions approved. In the US, these concerns are not just based on national security issues that historically have been determined through the CFIUS process, but now other regulatory agencies are erecting significant barriers to foreign investment. The same is being seen in Brazil and other countries in South America, in Australia and in Europe. In addition, Asia is becoming increasingly protectionist by adopting or expanding premerger review schemes. Moreover, domestic investment appears to be largely preferred over foreign investment in many countries.

Kadel, Jr: The Biden administration has made clear that the US’ commitment to open investment continues to be a cornerstone of US economic policy, as it benefits American workers and helps to maintain the country’s economic and technological edge. But that openness to foreign investment is balanced by the recognition and concern that certain foreign investments, particularly those from competitor or adversarial nations and those from foreign governments and foreign government-sponsored entities, can present risks to US national security. So, not all foreign investment is welcome unconditionally. The tension between these two policies sometimes may make it seem as if there is a lack of openness to foreign investment, but I think the better way to think about it is that the US is not open to each and every foreign investment in the precise form that an international investor may wish to make it. Some foreign investment can only be completed conditionally, and in rare cases, some foreign investment will not be welcome because it presents too much of a threat to national security.

Altvater: As a general matter, the US remains open to foreign investment, subject to national security reviews by CFIUS for certain types of transactions. Recent US government policies aimed at restricting foreign investment are focused primarily on Chinese investors and investors with significant ties to China. In that respect, China-related concerns continue to animate the CFIUS process, and all transactions are reviewed under a lens of whether and how a given transaction could benefit China or Chinese companies. In addition, state governments in the US are increasingly enacting laws with restrictions on foreign nationals – and particularly Chinese nationals – acquiring real estate.

Mancuso: Global markets remain generally open to inbound investment, with many countries taking steps to liberalise their investment policies, especially in high-interest sectors such as renewable energy. However, a parallel focus by national governments on ‘resilience’ has created some incremental regulatory ‘friction’ in the execution of certain transactions. The growth of national security-related restrictions, including restrictions on technology transfers, has impacted the timing, feasibility and cost of some types of transactions. It has also placed a premium on strategic and tactical skill in relation to the execution of multijurisdiction, cross-border M&A. I expect this trend of increased regulation at the national and, in some cases, subnational level, will continue throughout 2024 and into 2025, especially as jurisdictions representing half of the world’s population will vote in elections this year.

Allen: The US retains an open investment climate overall. But the US government continues to erect certain barriers to investment, both inbound and outbound. On the inbound side, CFIUS continues to flex its enforcement muscles. Likewise, the US Treasury Department has created a list of Chinese companies that it deems to be part of the ‘Chinese Military-Industrial Complex’. US persons are prohibited from buying or selling securities in these companies. With respect to outbound investment, the Treasury Department has proposed regulations that would require US companies to report certain investments in and transactions involving foreign countries of concern, such as China, and empower the agency to prohibit certain investments where sensitive technologies are involved. This outbound regime is still under development and has not gone into effect. But the greatest impact, at least initially, is expected to be on US private equity and venture capital investments in China.

FW: In your opinion, what legal and regulatory issues are set to have the greatest impact on cross-border investment?

Mancuso: The increasing complexity of foreign investment review regimes, including in the US and EU, along with concurrent enhancements to competition review regimes in many countries, have had significant impacts on cross-border investment transactions. Even though most cross-border investments that require approvals from national regulators do, in fact, obtain approvals, the growing number of reviews that dealmakers need to account for means that transactions must be more carefully assessed and choreographed than in years past, with deal timelines potentially extended to account for these developments.

Allen: Perhaps the greatest source of legal uncertainty and risk to cross-border investment is the fraught geopolitical relationship between China, on the one hand, and the US and its allies, on the other. Concerns about China have prompted a host of legal and regulatory measures in the past few years. These include a major expansion of CFIUS’s jurisdiction and authority through the passage of the Foreign Investment Risk Review Modernization Act (FIRRMA) and implementing regulations, the proliferation of new and expanded FDI screening mechanisms across the globe, continuing, substantial tariffs on Chinese imports into the US and on US goods imported into China, heightened CFIUS focus on the security of personal information, primarily to address China’s ability to access and make use of such information, and restrictions on the ability of US persons to buy or sell securities in some of the largest companies in China. We can expect to see additional restrictions in the coming year.

Altvater: One recent development that will impact future foreign investment in the US is the forthcoming regulations for transactions involving bulk personal data of US persons. In March 2024, President Biden issued an EO titled ‘Preventing Access to Americans’ Bulk Sensitive Personal Data and United States Government-Related Data by Countries of Concern’. The Department of Justice (DOJ) concurrently issued an ANPRM, which outlined the preliminary approach to rulemaking and implementation of the EO. A proposed rule is expected to be published by 26 August 2024. Once implemented, the new regulations will be an important consideration for cross-border investment involving bulk personal data or US government-related data.

Kadel, Jr: The proliferation of national security reviews of foreign investment in a host of jurisdictions, especially in the countries of the EU, has a real impact on deal certainty and deal timing when foreign investment goes across multiple borders. Around 10 years ago, CFIUS may have been the only significant national security review of an investment transaction. But in an acquisition of a global business, today’s investor may face reviews in several or more countries. This may not impact the desire to invest, but it certainly complicates the completion of the investment.

Katz: Political tensions are likely to continue to have the most significant impact on the legal and regulatory framework. I also think that climate impacts, such as the severity of cold winters or hot summers, on energy usage will increasingly drive energy policies that will in turn impact investment policies. Moreover, the flight of foreign investment from lesser developed countries is likely to further exacerbate the wealth gap between the ‘haves’ and the ‘have-nots’ which, in turn, will further increase the political pressure of migration to wealthier, developed countries. We are seeing some of these impacts in the US and Europe now.

FW: Drilling down, what insights would you offer on issues such as merger review and national security concerns? How would you describe the recent monitoring and enforcement efforts of authorities?

Allen: It is now commonplace for CFIUS to require various forms of data localisation as a condition of clearing a transaction. CFIUS increasingly seeks mitigation agreements that require personal data of US persons and certain technical data to be stored in the US, with a process in place for targeted exceptions if CFIUS approves. In some cases, these requirements can impose substantial costs on the parties, disrupt operations and vitiate hoped-for synergies. Parties whose business model hinges on the collection of personal data should carefully assess in advance the potential implications of such requirements. If necessary, parties should negotiate provisions in merger agreements that limit the range of mitigation that they are contractually bound to accept. Such provisions may allow parties to walk away without paying a termination fee if CFIUS or other regulators seek conditions that are unworkable.

Altvater: CFIUS has taken recent steps to modify and expand CFIUS’s mitigation and enforcement authority. Specifically, on 11 April 2024, the US Department of the Treasury, as chair of CFIUS, issued an ANPRM regarding a new rule that would enhance CFIUS’s authority to require information regarding transactions not filed with CFIUS, so-called ‘non-notified transactions’. This rule requires responses from parties regarding mitigation proposals pursuant to a new timeline, increases the minimum civil monetary penalties that CFIUS may impose on parties, and extends the timeline for when parties may submit a petition for reconsideration of a penalty. While the proposed rule has not yet been implemented, this development indicates CFIUS’s increasing focus on monitoring and enforcement responsibilities.

Kadel, Jr: It is certainly true that monitoring and enforcement are increased priorities in the US, and are backed by more resources. Since the enactment of the FIRRMA in the US, CFIUS has been given additional resources to identify and, in certain instances, initiate formal reviews of so-called ‘non-notified transactions’ – completed or in-progress transactions that appear to fall within CFIUS’s jurisdiction, but where no declaration or notice was filed by parties. And in an ANPRM published on 15 April 2024, CFIUS proposed regulatory amendments that would strengthen its investigation, penalty and enforcement authorities. This proposed rule also demonstrates that CFIUS is preparing to follow through on its commitment to respond to violations of its regulations with civil monetary penalties. To date, CFIUS has publicly announced only two penalty actions: a $1m penalty in 2018 for breaches of a mitigation agreement and a $750,000 penalty in 2019 for violation of an interim mitigation order. Although details are not yet publicly available, according to reports, CFIUS issued several monetary penalties in 2023, and the proposed rule would dramatically increase the maximum civil penalties that CFIUS could impose.

Katz: Merger reviews and national security concerns are increasingly politicised. This is not a positive development. Historically, in both the US and Europe, these types of reviews were undertaken by career bureaucrats who were driven to get the correct answer, not a politically-expedient answer. Once politics intervenes, outcomes become substantially less certain and less predictable. The result is that deals that should get done if considered objectively, get blocked, and deals that should get blocked, if considered objectively, get done. When there is great uncertainty, people tend to avoid risks, which is likely to result in fewer transactions.

Mancuso: FDI screening is a critical gating issue to assess when considering investment opportunities. The number of transactions notified to national security regulators continues to increase year over year, and regulators continue to carefully monitor transactions that are not notified for potential national security risks. Political pressure has also resulted in heightened scrutiny on investments in key sectors, such as ports, critical minerals and semiconductors. National security regulators have recently sought to expand their monitoring and enforcement authorities, such as in a recent proposed rule issued by the US Department of the Treasury, as chair of CFIUS. Regulators have also sent clear signals to market participants stressing the importance of compliance and highlighting the increasingly severe penalties for non-compliance. By way of example, in the recent CFIUS proposed rule, the Treasury Department has proposed increasing penalties by 20 times for certain violations of CFIUS’ regulations. It is likely that monitoring and enforcement authorities, and penalties for non-compliance, will continue to grow.

FW: What advice would you give to foreign investors considering investment opportunities? What steps should they take to manage the process, and assess the risks involved?

Mancuso: Foreign investors should carefully assess whether investment opportunities are subject to FDI screening requirements and, for instances where FDI screening jurisdiction is triggered but a filing is not legally required, should consider whether making a voluntary filing nevertheless makes sense. Factors that investors may want to consider include whether the investment is in a sector that national security regulators have identified as particularly sensitive, whether regulators have imposed conditions on approval of investments by foreign investors with similar ‘risk’ profiles in similar businesses and in the same country, whether the investor has investments in businesses in the same sector already, and finally, the rights and amount of equity being received in connection with the investment. Such considerations should not be limited solely to foreign investors; US investors should carefully monitor the rights and equity being granted to foreign co-investors, as these could trigger FDI filings and affect transaction timelines, feasibility and costs.

Kadel, Jr: The importance of preparation surely cannot be overemphasised. The new focus on monitoring and enforcement raises the costs of a system that once was wholly voluntary, but now includes mandatory filings and will have significant penalties for non-compliance. In addition, as the view of what could constitute a national security threat evolves, and may be presented differently in different jurisdictions, investors must be prepared to identify these threats in advance – to the best of their ability – and think through ways to address the threats. The importance of foreign investors’ and US businesses’ assessment of CFIUS risks and requirements before commencing and completing a transaction has never been greater. And without a strong diligence effort, it is very hard to know the risks that an investment may present.

Katz: Foreign investors should look at a variety of jurisdictions, including the cost and benefit analysis of investing in their home country. It would also make a big difference to consider what type of investment the investor is contemplating. For example, sources of labour supply are likely to become increasingly important even in developed countries. Moreover, the costs of different regulatory and legal frameworks will need to be carefully considered in the various jurisdictions under consideration. Finally, foreign investors should also see the extent that insurance would be available to them, to protect them against potential downside risks. On the margin, that could make a difference.

Altvater: For investment into the US, or into non-US companies with US operations, foreign investors should consider the applicability of CFIUS early in the deal timeline. The earlier that parties conduct CFIUS diligence and consider any impacts to the transaction structure or deal timeline, the less likely it is that a CFIUS review could negatively impact the proposed closing. Moreover, foreign investors should approach FDI considerations more wholistically by undertaking a global assessment of any required FDI-related filings. As FDI regimes continue to proliferate globally, foreign investors benefit from developing a transaction strategy for potentially engaging with and filing in numerous jurisdictions.

Allen: The proliferation of new and expanded FDI regimes has added regulatory and timing risk for parties contemplating investing in Europe. In the past, investors could largely focus their regulatory planning on merger control proceedings. But they now need to account for the possibility of FDI reviews across multiple jurisdictions. These regimes are far from uniform, with different jurisdictional triggers, substantive requirements and timelines. Parties also need to consider the impact of the EU FDI coordinating mechanism, which requires member state FDI regulators to notify the EC and other member state FDI regulators when they receive a filing for a given transaction. The EC is expected to seek greater harmonisation and possibly centralisation of FDI reviews, but this remains a work in progress.

FW: Looking ahead, what are your predictions for foreign investment activity over the coming months? To what extent is the direction of merger control likely to curtail cross-border transactions?

Kadel, Jr: 2023 was a challenging year for foreign investment, at least for M&A foreign investment, in the face of inflation, geopolitical uncertainty and conflicts, high energy costs and high interest rates. But the last quarter of 2023 saw an uptick, and for 2024, many analysts generally expect that the M&A environment will continue the positive growth and increase the number of transactions on a global scale. I expect that foreign investment activity will be driven more by these economic factors than the direction of the legal and regulatory environment, but it is certainly likely that some investment transactions will be deemed difficult to pursue in light of national security risks that are presented. Although very few transactions are fully rejected by CFIUS, mitigation measures to address national security risks are employed in a significant number of cases, and foreign investors seeking to invest in the US will need to carefully assess in advance where risks are presented and likely mitigation measures that could be imposed in order to complete the investment successfully.

Katz: Political developments are going to drive the degree of foreign investment activity over the next 18 to 24 months. To the extent there is regime change in the US and elsewhere, we will need to consider the extent that there is increased protectionism and isolationism. I also think that higher interest rates and increased debt levels will continue to negatively impact foreign investment to a greater degree than recognised. I am not very optimistic that that there will be any change in merger control that will make cross-border transactions more likely in this time frame, although I am more optimistic over the longer term, as I believe there will eventually be a reversion to the mean.

Altvater: Foreign investment into the US likely will continue to represent a significant portion of global M&A activity. At the same time, new national security-related regulations, such as the outbound investment and bulk personal data transaction regulations, will provide more complex issues for transaction parties to navigate. The US Department of the Treasury recently issued proposed enhancements to CFIUS’s mitigation and enforcement authority. Pursuant to these enhanced authorities, CFIUS likely will continue to increase its focus on compliance and enforcement actions. In addition to CFIUS, transactions are increasingly implicating new FDI regimes, particularly in the EU, and the number of FDI-related filings for global M&A likely will continue to increase.

Allen: For the remainder of 2024, we may see modest declines in foreign investment activity, consistent with recent trends. Macroeconomic factors such as high interest rates and inflation concerns are key drivers here. But the shift by many countries toward more nationalistic trade and investment policies – including the proliferation and expansion of FDI screening mechanisms – may continue to constrain FDI flows.

Mancuso: I expect foreign investment activity to track broader investment trends over the coming months. The investment community has significant ‘dry powder’ that it is looking to deploy, and private equity has been an exceptionally creative asset class in terms of finding opportunities, even in uncertain economic markets. Should inflation cool and interest rates fall, deal activity will rise even further. Though FDI regimes can add complexity to and extend timelines of certain cross-border transactions, macroeconomic trends, the availability of debt and other regulatory regimes such as antitrust and securities, will also be impactful on the volume of cross-border investment.

B.J. Altvater’s practice focuses on international trade and national security matters, including CFIUS, Team Telecom, and Defense Counterintelligence and Security Agency mitigation of foreign ownership, control or influence. He has represented clients in over 50 reviews by CFIUS in transactions with a combined value of over $100bn. He has also negotiated many of CFIUS’s most complex and significant national security agreements. He can be contacted on +1 (202) 974 1584 or by email: baltvater@cgsh.com.

Mario Mancuso leads Kirkland & Ellis’ international trade and national security practice. A former CFIUS decision-maker, national security official and US military officer, he provides geopolitical and legal advice to companies and private equity sponsors operating or investing across international borders. He has been consistently recognised as a leading international practitioner by Chambers Global: The World’s Leading Lawyers For Business and Chambers USA: America’s Leading Lawyers For Business. He can be contacted on +1 (202) 389 5070 or by email: mario.mancuso@kirkland.com.

Brooks Allen is lead coordinator of the international trade practice at Skadden. He focuses his practice on reviews by the Committee on Foreign Investment in the United States (CFIUS) and international trade issues, including trade policy, customs, trade remedy and export control issues. Mr Allen draws on experience in both private practice and government, having most recently served as assistant general counsel in the Office of the US Trade Representative (USTR). He can be contacted on +1 (202) 371 7598 or by email: brooks.allen@skadden.com.

Eric Kadel is a partner at Sullivan & Cromwell LLP, where he serves as co-head of the firm’s national security, foreign investment and trade regulation and economic sanctions and financial crime practice groups. He is also a member of the firm’s cyber security, capital markets, corporate governance, financial services and investment management groups. He counsels and represents clients on a wide range of corporate, transactional and regulatory matters, with a focus on international and national security matters. He can be contacted on 1 (202) 956 7500 or by email: kadelej@sullcrom.com.

David A. Katz is a partner at Wachtell, Lipton, Rosen & Katz. He is a corporate attorney focusing on mergers and acquisitions, corporate governance, shareholder activism and complex securities transactions, has been involved in many major domestic and international merger, acquisition and buyout transactions, strategic defence assignments and proxy contests, and has been involved in a number of complex public and private offerings and corporate restructurings. He can be contacted on +1 (212) 403 1309 or by email: dakatz@wlrk.com.

© Financier Worldwide

THE PANELLISTS

B.J. Altvater

Cleary Gottlieb Steen & Hamilton LLP

Mario Mancuso

Kirkland & Ellis

Brooks Allen

Skadden, Arps, Slate, Meagher & Flom LLP and Affiliates

Eric J. Kadel, Jr.

Sullivan & Cromwell LLP

David A. Katz

Wachtell, Lipton, Rosen & Katz