How We Can Help You
Investment Support
Do You Fall Into Any of These Situations?
From Due Diligence to Closing, Ensure That Security Is Firmly Built Into Your Process.
How Are You Managing Your Investment Risk?
Are you looking to invest in, or acquire a company that has or will need a facility clearance (FCL) from one of the Cognizant Security Agencies (CSAs)?
Those CSAs are the Department of War (DoW), with the Defense Counterintelligence and Security Agency (DCSA) executing that mission for the Department and 35 signatories; Department of Energy (DOE); Nuclear Regulatory Commission (NRC); Office of the Director of National Intelligence (ODNI); and Department of Homeland Security (DHS).
Investment Into a Cleared Company:
- We can assist any entity looking to invest in a cleared contractor, such as individuals, other cleared contractors, publicly traded companies, pooled investment firms (private equity firms, venture capital, and hedge funds), investment banks, or even sovereign wealth funds.
- There are several factors to consider when making your investment. Is there any foreign ownership, control, or influence (FOCI) involved, or will FOCI be introduced by the transaction? How could the FOCI affect the operations, expenses, and are there opportunities to capitalize on economies of scale? Additionally, if any FOCI is introduced into the transaction, what type of mitigation will be required, and how that affects the bottom line?
- Some entities will take a measured approach over time. They begin with a 5% passive ownership stake. Then later, they increase their minority ownership and have a more active voice, or role in the company (e.g. rights to appoint a board member). Lastly, they choose to become a majority shareholder or purchase the entire company outright. Each of these measured steps requires different security controls and formal mitigation. We are here to help you along that journey.
Foreign Direct Investment (FDI) Into a U.S. Cleared Company:
- Foreign energy or defense related technology companies intending to form a U.S. subsidiary supporting the U.S. Industrial Base will have to navigate the regulatory process. You may also have to submit a Committee on Foreign Investment in the U.S. (CFIUS) joint voluntary notice (often informally referred to as a filing). Additionally, you will have to consider the impacts of a FOCI Action Plan per the 32 CFR Part 117 and the location of the placement of the negation or mitigation. For example, depending on your negation or mitigation and the type of FDI and the long-term corporate strategy, you could place your FOCI Action Plan at:
- The highest level U.S. subsidiary,
- The operating, cleared company, or
- A newly formed sister company, if most operations are commercial and unclassified.
- Depending on your level of investment, you may need a number of independent, outside directors and adjust your corporate governance structure.
