Description:

Job Description:
An American International Law Firm is recruiting 2L summer associates for our summer program to join CFIUS, Trade Controls & Government Contracts practice in our Washington, DC office.

Unique among CFIUS practices today, our team is a cohesive, multidisciplinary group of lawyers with decades of combined experience in the subject areas necessary to help clients navigate national security issues in a post-Foreign Investment Risk Review Modernization Act (FIRRMA) environment.

Our CFIUS, export control, government contracts and sanctions lawyers are organized under a single practice group and operate as a unified team – a structure that allows us to offer clients efficient, responsive and comprehensive service. We conduct critical technology analyses, government contracts diligence and sanctions assessments in-house.

Areas of Practice:

Strategic CFIUS counseling

We provide strategic CFIUS counseling for every type of business and investor at all stages of development, including with respect to company and fund formation, pre-transaction planning, and post-closing risk mitigation.

Conduct CFIUS jurisdiction assessments – including analyses of investor nationalities, classifications of company technologies, assessments of sensitive data and transaction structure issues
Develop full-spectrum CFIUS and CFIUS-adjacent diligence programs (i.e., covering export controls, sanctions, anti-money laundering, anti-corruption and government contracts issues) to assess national security and business risks
Design transaction structures to mitigate or eliminate CFIUS and business risks (e.g., by limiting foreign investor rights, divesting sensitive assets or contracts from a transaction, working with government customers and other stakeholders, or forgoing high-risk investments entirely in favor of alternative funding)
Advise corporate teams and transaction parties regarding transaction risk allocation (e.g., negotiating appropriate CFIUS representations and disclosures, closing conditions, covenants, side letters, post-closing compliance obligations, and other provisions to protect client interests)
Representations before CFIUS

When parties decide that a formal CFIUS filing is required or otherwise warranted, we work closely with them, corporate deal teams and opposing counsel to put our clients in the best possible position for success.

Prepare CFIUS notices and declarations, as well as navigate clients through the formal CFIUS assessment, review and investigation process
Coordinate with company government customers and other stakeholders to minimize business disruptions arising from foreign investment issues and the CFIUS review process generally
Negotiate national security agreements and other mitigation instruments with the government and counterparties
Manage post-closing compliance obligations where parties have entered into mitigation terms as a condition to CFIUS approval
Post-closing ‘non-notified' CFIUS inquiries

As CFIUS commits more resources to enforcement actions, transactions are increasingly vulnerable to post-closing CFIUS scrutiny. We have advised scores of clients on such “non-notified” inquiries since FIRRMA's implementation in early 2020.

Conduct CFIUS jurisdiction assessments to determine whether CFIUS has the authority to request a formal filing with respect to a closed transaction
Advise parties on their obligations to respond to CFIUS non-notified inquiries
Represent parties in the preparation of their filings and navigate them through the process when a formal CFIUS filing is required

The expected salary for this position is based on an annualized rate of pay of $225,000.

Job Requirements:
A demonstrated interest in and an awareness national security issues, keen writing skills, and a willingness to be involved in tangential issues to the CFIUS practice – export controls, sanctions, and related regulatory regimes.