ADG National Security | Blank Rome LLP

Overview

Comprehensive Legal Support for ADG Companies

At Blank Rome, our National Security team is equipped to provide comprehensive support to aerospace, defense & government services (“ADG”) companies in the areas of national security, international trade, and geopolitical risk counseling.

Our attorneys have extensive experience in advising ADG companies on complex requirements in a changing world, including in the areas of dual-use export controls under the Export Administration Regulations (“EAR”), military export controls under the International Traffic in Arms Regulations (“ITAR”), economic sanctions administered by the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”), foreign investment reviews conducted by the Committee on Foreign Investment in the United States (“CFIUS”), supply chain security, and geopolitical risk counseling.

How We Can Help

Export Controls

We provide comprehensive advice to clients on export controls, including under the EAR and ITAR, and offer services such as counseling on export transactions, compliance audits, preparation and submission of license requests, development of compliance programs, and assessments of export control jurisdiction and classification.

Our team has particularly deep experience with the application of EAR and ITAR controls to ADG companies’ technology, and in obtaining complex authorizations for the export of such technology and furnishing of related services.

Furthermore, our team is very knowledgeable regarding export controls applicable to advanced and emerging technologies, including semiconductors.

Economic Sanctions

Drawing on our extensive experience, our team advises on economic sanctions administered by OFAC, the U.S. Department of State, and state governments. We guide clients on sanctions compliance for international transactions, conduct sanctions due diligence, handle licensing matters, and develop compliance policies and procedures, covering all OFAC sanctions programs.

Furthermore, of particular importance to ADG companies, we help companies navigate the patchwork of sanction programs administered by state governments, which often include provisions relating to government procurement.

CFIUS/Foreign Investment Reviews

With our experience, we can offer clients advice and representation for inbound foreign investment transactions for which there may be CFIUS review. We provide services both for investors and for sellers preparing for inbound investment or acquisition.

Our services include evaluating whether CFIUS has jurisdiction over a particular transaction and, if so, whether a CFIUS filing is necessary or warranted. Where there is a filing, we work to develop a strategic plan, prepare and submit the filing, and negotiate with CFIUS to achieve a favorable outcome, including negotiation of mitigation agreements as warranted.

We are particularly well positioned to advise on CFIUS matters for ADG companies, given our deep understanding of geopolitical risks and seamless integration of CFIUS knowledge with export control experience in the context of “critical technology” evaluations.

Supply Chain Security

Our team provides advice to clients on supply chain and import security under a range of legal regimes, including the Information and Communications Technology and Services (“ICTS”) rules administered by the U.S. Department of Commerce, the Uyghur Forced Labor Prevention Act (“UFLPA”) administered by U.S. Customs and Border Protection, Section 889 of the National Defense Authorization Act for Fiscal Year 2019, and supply chain rules in the Defense Federal Acquisition Regulation Supplement.

Geopolitical Risk Counseling

Our team provides advice with respect to a range of geopolitical risk issues, including issues related to the U.S.-China strategic competition and trends toward onshoring, localization, and “friend-shoring.”

National Industrial Security Program

With a focus on the defense sector, we support clients in connection with the purchase and sale of companies with a Defense Counterintelligence and Security Agency (“DCSA”) facility clearance for classified work. Our experience also includes notification to DCSA of transactions involving facility clearances, negotiation of mitigation agreements for foreign acquisitions of U.S. companies with facility clearances, and analysis of foreign ownership, control, or influence (“FOCI”) on U.S. companies with a facility clearance.

Internal Investigations and Enforcement

Our team has extensive experience assisting ADG clients in responding to regulators’ requests for information and subpoenas, conducting internal investigations, preparing and submitting voluntary self-disclosures to governmental authorities, and negotiating resolution of enforcement matters. This includes experience in conducting large-scale, cross-border internal investigations.

M&A Due Diligence

Our team has worked on a broad range of ADG merger and acquisition (“M&A”) transactions valued up to ten figures, leading national security and international trade due diligence, negotiating transaction documentation, identifying compliance issues warranting resolution before closing, and preparing and submitting national security filings such as CFIUS and DCSA filings.

What Sets Us Apart

Our multidisciplinary ADG team is well positioned to serve the unique needs of government contractor, aerospace, and defense clients regarding regulatory issues, transactional opportunities, and complex litigation. The team’s broad perspective helps our clients uncover new opportunities for success while avoiding delays and pitfalls.

Key Contacts

Anthony Rapa

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Experience

Conducted export controls compliance audits in Saudi Arabia and Spain for a large aerospace and defense company.
Conducted a comprehensive export controls compliance audit across the three subsidiaries of a U.S. aersoapce and defense company.
Conducted internal investigations for the UK and Italian subsidiaries of a large aerospace and defense company, with successful resolutions.
Conducted several internal investigations for a large aerospace and defense company under a consent agreement, with successful resolutions.
Advised a semiconductor developer / government contractor with respect to export control and CFIUS issues identified in the course of its sale to a European investor, including an internal investigation of compliance issues, preparation and submission to the Directorate of Defense Trade Controls (“DDTC”) of a voluntary disclosure, and review of a CFIUS mitigation agreement, resulting in closeout of DDTC matter without penalty and clearance of transaction by CFIUS.
Advised semiconductor foundry / government contractor in acquisition by an investor, conducting comprehensive export control classification assessment of the company’s products and liaising with buyer’s counsel.
Advised private equity sponsor on ten-figure acquisition of large cybersecurity company / government contractor, leading international trade due diligence, identifying material compliance issues, negotiating a special indemnity in the purchase agreement, driving remediation of the compliance issues, and taking the transaction through closing and successful closeout of enforcement matter by authorities.
Advised private equity sponsor in acquisition of Israeli defense contractor, leading international trade due diligence.
Advised private equity sponsor in acquisition of assets of defense contractor, assisting buyer in obtaining an ITAR registration and implementing compliance policies and procedures pursuant to transition services agreement.
Advised Japanese electronics company in its entry into U.S. defense business, including with regard to strategic planning, obtaining an ITAR registration, and implementing compliance policies and procedures.
Conducted export control jurisdiction and classification assessment for aerospace and defense company.
Advised aerospace and defense company in preparation and submission of export license requests.