Recent developments regarding global competition enforcement and foreign direct investment, or FDI, review regimes have created uncertainty for cross-border transactions.  Specifically, global merger control authorities have become increasingly aggressive in “calling in” transactions under so-called “voluntary” regimes and a number of FDI review regimes recently have been established or expanded.  These developments have resulted in more complicated due diligence processes, global merger control and FDI filing analyses, and contract negotiations associated with cross-border transactions.  To ensure that cross-border transactions can be successfully completed, this added complexity demands the exercise of judgment and close coordination between the parties and their respective antitrust and FDI teams.  On June 23, 2022, we published an article on Competition Policy International summarizing the recent developments regarding the global merger control environment and global FDI review regimes, highlighting the practical implications of these developments for parties involved in cross-border transactions, and discussing the overlapping considerations created by the global merger control and global FDI review regime analyses.

The full article on Competition Policy International is available here.

We are witnessing a new dispute resolution landscape emerge as a result of the ongoing situation in Ukraine.

We have created a dedicated taskforce of specialists that aims to help our clients through this challenging time as the number of business and legal issues arising from the conflict continues to increase. This includes sharing market experience, insight and providing practical advice. We will examine and share with you in the coming weeks the key disputes and risk related issues we see clients focusing on. Continue Reading Russia-Ukraine Disputes Taskforce

In a recent opinion, U.S. Magistrate Judge Zia M. Faruqui of the U.S. District Court for the District of Columbia held that there is probable cause to find that a U.S. citizen-defendant violated U.S. sanctions by funneling cryptocurrency to a payments platform that the defendant operated in a “comprehensively sanctioned country.” Continue Reading U.S. Federal Judge Finds Probable Cause for Conspiracy to Violate U.S. Sanctions and to Defraud the United States in First Published Opinion Discussing U.S. Sanctions Violations Involving Use of Cryptocurrency

The U.S. Department of the Treasury, Office of Foreign Assets Control (“OFAC”) is reportedly taking steps toward a limited easing of certain sanctions targeting Venezuela.  If the public reporting is accurate, these limited concessions are being made by the Biden administration in connection with the resumption of negotiations between the Maduro regime and Venezuelan opposition leaders regarding the political situation and future elections in Venezuela.  As of the date of this blog post, no official U.S. government announcements regarding such measures have been made. Continue Reading U.S. Government Reportedly Taking Steps Toward Limited Easing of Venezuela-Related Sanctions

Last Updated: May 19, 2022

The United States, the European Union and the United Kingdom, along with a number of other jurisdictions, have responded to the ongoing military conflict in Ukraine by adopting new, additional and/or enhanced economic sanctions, trade restrictions and other restrictive measures targeting, in different ways, Russia, Belarus, and the so-called Donetsk People’s Republic and Luhansk People’s Republic, which Russia has purported to recognize as independent states.  Russia, in turn, has responded to these restrictive measures by adopting its own countermeasures and related regulations affecting, for example, certain dealings involving non-Russians in Russia.

Provided below are links to the summaries of the measures adopted by the United States, the European Union, the United Kingdom, Russia and other jurisdictions, along with a chart summarizing the U.S., EU, UK and Swiss sanctions designation status of certain noteworthy Russian entities and individuals.

The pages linked below will continue to be updated regularly as part of our Russia-Ukraine Sanctions Resource Center to reflect new developments.

On 4 April 2022, the German Federal Ministry of Economic Affairs and Climate Protection (Bundesministerium für Wirtschaft und Klimaschutz – “BMWK“) seized control over Gazprom Germania GmbH (“Gazprom Germany“) by implementing measures under the German FDI rules. The decision was executed by way of a publicly issued administrative act, based on grounds of imminent danger for public order and security. Continue Reading Germany Takes Over Control of German Gazprom Subsidiary by Using Unprecedented Measures Under Germany’s FDI Regime

On April 6, 2022, the European Commission (“EC”) issued a communication calling for greater vigilance towards foreign direct investment (“FDI”) from Russia and Belarus, and guiding Member States on how best to screen and examine these investments going forward.[1]  The EU FDI alert follows the recently adopted EU sanctions package against both countries.[2] Continue Reading EU On Alert Towards Russian FDI

U.S. Secretary of Commerce Gina Raimondo recently expressed support for a screening regime to review outbound investments.[1]  This, as well as similar statements from the White House and the passage of legislation calling for such a process earlier this year, signals that certain outbound investments could be subject to U.S. regulatory review and approval in the near future.[2] Continue Reading Support for “Reverse CFIUS” Outbound Investment Screening Regime Grows

On March 21, 2022, the Italian Government enacted a law-decree (“Decree”) to address the economic and humanitarian effects of the ongoing Ukraine crisis.[1]

The Decree further broadens Italy’s foreign direct investments (“FDI”) regime, by  giving the Government the permanent power to review (a) acquisitions of controlling stakes by European Economic Area (“EEA”) investors (including Italian persons) in the energy, transport, communications, financial, health and agri-food sectors,  and (b) minority investments made by non-EEA investors, in every “strategic” sector.

Prior to the Decree, these transactions would be reviewable only until the end of 2022 pursuant to certain CoViD-19 emergency measures.[2]

The extension of the Government powers to acquisitions by EEA investors outside the  defense and national security sector raises doubts of compliance with EU law.

Moreover, the Decree envisages an active role of the target company in the screening process, and mandates the Government to introduce rules for the pre-filing process, as well as a simplified screening procedure.

Finally, the Decree reforms the rules on 5G technology procurement.

The structural extension in the scope of transactions subject to the Government review, combined with the recent expansion of strategic sectors, corroborates the expectation that the number of FDI filings will continue its steady growth, after the spike observed after the CoViD-19 emergency measures were introduced in 2020.

Please click here to read the full memorandum.