Corporate mergers and acquisitions in the defense and national security sector require particular subject matter knowledge. We regularly advise publicly trade and privately held national security aspects of complex and multi-jurisdictional transactions involving government customers, sensitive technologies, classified information, and supply chain risk management considerations. Drawing on the collective knowledge of lawyers with bipartisan government experience in the White House, on Capitol Hill and at senior levels within the many federal agencies of the US government, we bring both regulatory experience and insider perspective on matters affecting federal government stakeholders. Our team supports all phases of corporate M&A, including target acquisition and assessment, due diligence analysis, and managing transaction risks associated with government contractors and subcontractors.
M&A transactions involving government contractors and subcontractors present unique notification, consent, diligence and integration issues that must be reflected in the negotiations and transaction documents. In collaboration with our corporate transactional colleagues, we guide clients through risk assessment, diligence review, representations and warranties, and post-transaction successor-in-interest, change-of-control and industrial security reviews.
We offer one of the leading practices before the Committee on Foreign Investment in the United States (CFIUS), which reviews acquisitions of control of US businesses by foreign persons that might implicate US national security or critical infrastructure concerns.
For transactions involving parties with clearances to handle classified information or to operate within cleared facilities in the defense or intelligence areas, we have a comprehensive industrial security regulatory capability, including industrial security compliance and negotiation and implementation of measures to mitigate foreign ownership, control and influence (FOCI) , including board resolutions, security control agreements, special security agreements and proxy agreements.
We also bring extensive knowledge and experience on defense trade, export control and sanctions compliance issues that are inherent in corporate M&A transactions involving companies with controlled products and technologies. We routinely navigate across the regulatory regimes in this area—including the Departments of Treasury, State and Commerce, each with its own export restrictions, transaction licensing standards and compliance requirements.
WilmerHale also houses one of the leading antitrust and competition practices in the United States and Europe. We have secured antitrust clearance on hundreds of complex mergers and joint ventures in the United States and Europe from the DOJ, Federal Trade Commission, European Commission, and national European competition authorities, including some of the most notable mergers involving defense contractors and other companies operating within the national security regime.