Hogan Lovells Beijing: Where is the way out for overseas M&A in the context of emerging regulations? (Non-USCBC Event)
Apart from China's regulatory policies on foreign exchange, Chinese enterprises seeking to invest outside of China are also facing mounting pressure from overseas markets where regulations have been intensifying this past year. U.S. President Donald Trump signed the Foreign Investment Risk Review Modernization Act (FIRRMA) on August 13, 2018, substantially expanding the scope of jurisdiction of the Committee on Foreign Investment in the United States (CFIUS); on June 11, 2018, new regulations on the screening of foreign investment by the UK came into force, which lowered the threshold triggering control and review of foreign M&A in certain sectors; and during July and August, 2018, Germany exerted regulatory impact on two acquisitions by Chinese enterprises, suggesting a bill being drafted with an aim to lower the threshold for review to 15% as well as closer scrutiny on M&A transactions involving technologies for civil use in major infrastructure and related to security (e.g. IT); and Russian foreign investment control regime has also tightened up over the past years allowing inter alia the Foreign Investment Control Commission (FICC) chaired by the Russian Prime Minister to scrutinize and potentially ban any foreign investment regardless of its size and sector of investment at the sole discretion of the Prime Minister.
How can Chinese enterprises better navigate these highly complex, and sometimes politically and/or economically motivated, regulations? What is the best way to approach CFIUS in connection with acquisitions in the U.S. market? What regulatory issues should be addressed in the British, German and Russian markets? What are the minefields that should be avoided in acquiring high-tech businesses? And what are the new trends companies should know about when considering acquisitions overseas? During the seminar on the morning of Thursday, October 25, 2018, Hogan Lovells will take you through and provide in-depth insights into these questions.
1. Understanding and Navigating the new National Security and Foreign Investment Regimes in the U.S., the U.K., Germany and Russia
This session will focus on the new regulatory rules of CFIUS in the U.S., carefully clarify the latest rules and compare such new rules with the previous ones, in order to help Chinese companies thoroughly understand the U.S. foreign investment laws and its national security review system. At the same time, we will also share our views on the latest developments of UK, German and Russian foreign investment regulations.
2. Industry analysis in M&A transactions
In this session, we will discuss the increasingly competitive environment in the information technology and life sciences sectors, compared to more traditional manufacturing sectors, the unique issues when acquiring venture or private equity-backed companies and strategies for retaining key employees thousands of miles away.
3. Key clauses and new trends in M&A transactions (U.S., Germany, UK, and Russia)
In this session, we will compare and contrast key provisions in share purchase agreements in China, the U.S., Germany and the U.K. and Russia, including with respect to “earnouts,” “breakup fees”, “liquidated damages”, etc.
- Registration: 9:00 a.m.
- Program: 9:30 a.m. - 12:30 p.m.
- Lunch: 12:30 p.m. - 1:30 p.m.
The full list of conference speakers can be found here.
There are limited seats for this meeting. Pleas register in advance.
Please note that this is event is not affiliated with the US-China Business Council.