CFIUS Overview, Impact of FIRRMA and Current Pilot Program, and Foreign Investment Concerns

Level: Advanced
Runtime: 90 minutes
Recorded Date: October 30, 2019
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• Recent legislative developments
• CFIUS: Process overview, agency roles, and timeline
• Impact of FIRRMA and new mandatory review
• National security concerns raised by:
        - Foreign buyer
        - US defense contractors target
• Policy considerations
• Challenges and lessons learned from preparing notice to CFIUS

Runtime: 1 hour 30 minutes
Recorded: October 30, 2019


An increasing number of investments in the US initiated by foreign companies, or involving foreign companies, are now subject to US national security review by the Committee on Foreign Investment in the United States (CFIUS). Therefore, buyers are engaging in additional due diligence, CFIUS risk assessments and exploring alternatives to achieve their objectives in the US market.

In this webinar, the panelists will provide an overview of CFIUS, member agency roles, the impact of the Foreign Investment Risk Review Modernization Act (FIRRMA), the Pilot Program and critical foreign investment concerns, such as those specifically pertaining to Chinese investments in the US.

The panelists will share insights on the special issues confronting foreign companies and their subsidiaries when doing business with the US government, investing in critical or national security sensitive sectors, such as infrastructure, technology and defense, or facing unforeseen US policy challenges and export controls and government contracts compliance concerns or restrictions. In addition, the panelists will discuss several market entry strategies, including insight on the key ways for foreign companies to obtain CFIUS clearances for their M&A deals and the types of mitigation measures that are available.

This program was recorded on October 30th, 2019.

Provided By

American Bar Association


Karen R. Harbaugh

Squire Patton Boggs

Karen Harbaugh focuses her practice on US government contracts law. With more than 18 years of experience, Karen began her career working for a government contractor where she was responsible for drafting, negotiating and managing contracts, subcontracts, teaming agreements and consulting agreements, and otherwise administering prime contracts and subcontracts for the corporation’s hardware maintenance division.

In 1998 Karen entered private practice focusing her practice on US government contracts. Karen has substantial experience representing and counseling defense industry, government services, cybersecurity and high-tech foreign and domestic clients at the federal, state and local levels concerning compliance with the Federal Acquisition Regulation (FAR), Department of Defense FAR Supplement and other agency supplements, General Services Administration multiple-award schedule contracting matters, security clearances, teaming agreements and subcontracts, contract claims, prime contractor-subcontractor disputes, Foreign Military Sales, and audits and investigations.

Pablo E. Carrillo

Of Counsel
Squire Patton Boggs

Carrillo is Of Counsel at Squire Patton Boggs in its Defense & Maritime Security Public Policy group. There, he advises companies, and advocates their interests, on defense & national security issues, including, high-stakes procurement matters, cybersecurity & supply-chain risk management risk, post-FIRRMA CFIUS & access-to-capital, IP policy, etc. He also helps mid-tiers and promising technology startups do business with the Pentagon and assists businesses with investigative inquiries before Congress and the Executive Branch.

Previously, Carrillo served as Chief of Staff to the late U.S. Senator John McCain and, before that, Minority General Counsel of the Senate Armed Services Committee, when McCain served as the Committee’s ranking member. There, Carrillo helped reform the military space launch program to open it to commercial new entrants; co-authored major bi-partisan reform legislation on how the Pentagon procures large weapon systems; and investigated a multibillion Air Force program to procure aerial refueling tankers, which uncovered evidence that led to the imprisonment of a government acquisition executive and a corporate officer of a major defense contractor. When Senator McCain chaired the Senate Indian Affairs Committee, Carrillo led an investigation into allegations regarding D.C. lobbyist Jack Abramoff, which uncovered evidence that led to 20 guilty pleas and convictions.

Before arriving on the Hill, Carrillo practiced marine insurance law, representing assureds, underwriters and other industry participants in all stages of litigation.

George N. Grammas

Squire Patton Boggs

George Grammas is a partner in the global law practice of Squire Patton Boggs, where he chairs the firm’s International Trade Practice, focusing on trade compliance and national security matters across our global network in 20 countries and more than 40 offices. He is chair emeritus of the Aerospace, Defense & Government Services Industry Group.

George spends 100% of his time representing clients in export controls, sanctions, anticorruption, Committee on Foreign Investment in the United States (CFIUS) clearance and other US and global international trade regulatory, compliance and national security matters. He serves as special counsel on transactions, providing export controls advice and guiding parties to CFIUS clearance. As compliance counsel, George offers creative and practical advice, solutions and training for companies operating in a wide range of countries, including in Europe, the Middle East and the Asia Pacific region. He also acts as defense counsel for companies in voluntary and directed disclosures and other enforcement matters.

Over the past 30 years of practice, George served as industry adviser to the US State Department through the Defense Trade Advisory Group; co-chair of the Joint Defense Trade Committee of the Electronic Industries Alliance (EIA) and the Aerospace Industries Association; chair of the export controls committee for CANEUS International; international trade counsel to the EIA; and legal adviser to the Society for International Affairs. Over the past 12 years, he has jointly organized and led with the Export Group for Aerospace, Defence and Dual-use (EGADD) annual US export controls training in the UK for non-US companies and, in recent years, led the Advanced US Export Controls Workshop at the UK Department for International Trade annual symposium organized by its Export Control Joint Unit.

George has experience in all controlled technologies regulated under the International Traffic in Arms Regulations (ITAR) and the Export Administration Regulations (EAR), including aerospace, military, security, dual-use and space export controls, as well as experience in trade restrictions imposed by the Office of Foreign Assets Control (OFAC). He has many years of experience in specialty chemicals and materials exports and manufacturing equipment exports. With a background in computer programming, he began his career in electronics technologies and, through current day, continues to focus on encryption, software, semiconductors, communications and electronic systems and subsystems exports. Further, over the past decade, George has spent considerable time in Europe, where he achieved an unparalleled understanding of the challenges, lessons-learned and best practices for non-US organizations seeking to comply with the ITAR, EAR and OFAC regulations, including application of the de minimis, direct product and 50% rules and other aspects of the application of US trade controls to non-US organizations.

George guides non-US companies through and overcomes the regulatory barriers to enter, or expand their operations in, the US, including CFIUS, as well as notices to and clearances from Departments of Defense and State. He was involved in some of the earliest CFIUS clearances in the early 1990s under the Exon-Florio Amendment that established the current CFIUS process and has deep national security policy and regulatory expertise to guide companies through the recent development of controls on emerging and foundational technologies, as well as to advise on the impact of the expanded CFIUS authority under the Foreign Investment Risk Review Modernization Act’s (FIRRMA).

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