The New Realities of Preparing and Negotiating Mitigation Agreements: Determining When and How to Negotiate, Address Investor Concerns and Reduce Transaction Delays

Feb 1, 2018 1:30pm – 5:00pm

Laura Friedrich
Jones Day

Gregory Husisian
Foley & Lardner LLP

This pre-conference workshop will delve into the practical challenges of addressing CFIUS’ national security concerns requiring mitigation. The session will address the mitigation process, types of mitigation agreements, the intricacies of negotiating a mitigation agreement, as well as managing the impact on the structure and fate of the deal.  
  • Being proactive: Drafting a mitigation plan before or at the outset of the CFIUS process
  • A Deep Dive: Review of sample mitigation plans
  • How negotiations with CFIUS can unfold in practice: Insights into the process and what to expect
  • To what extent you can negotiate/push back on mitigation requests from CFIUS
  • What it now means to manage cybersecurity concerns in the context of mitigation agreements
  • Additional trends in mitigation requirements:
    • limits on corporate structures
    • security requirements
    • when divestment of certain assets can be required
    • third party audits
  • Addressing concerns of the foreign acquirer regarding the impact of mitigation on the transaction
  • CASE STUDIES: Speakers will take participants through a series of hypothetical scenarios and offer best practices for overcoming key challenges