Shannon Reaves

Shannon Reaves is a Partner in the National Security/CFIUS/ Compliance group in Stroock’s Washington, DC office. He focuses his practice in the areas of cross-border transaction reviews before the Committee on Foreign Investment in the United States (CFIUS), industrial security, including Foreign Ownership, Control or Influence (FOCI) mitigation matters before the U.S. Departments of Defense and Energy, and export control compliance. 

Shannon represents clients in pre-CFIUS filing analysis conducting due diligence to determine potential national security issues; preparing for CFIUS reviews and investigations, including assessing whether specific transaction structures create CFIUS jurisdiction; negotiating deal terms with the government and preparing filings; and advising companies regarding FOCI mitigation/negation compliance issues. He routinely negotiates and prepares FOCI mitigation/negation arrangements, including Special Security Agreements, Proxy Agreements, Security Control Agreements and FOCI Board Resolutions. Shannon has represented clients in hundreds of CFIUS reviews, performed industrial security due diligence on numerous transactions and investigated multiple regulatory violations, including FOCI mitigation, sanctions, and export controls violations. According to Chambers, “Shannon Reaves is an excellent lawyer, great tactician and very easy to work with.”

Prior to joining Stroock, Shannon was an attorney at a major international law firm, where he also focused on national security, CFIUS and compliance issues. While at the American University Washington College of Law, Mr. Reaves was a judicial intern for Judge Gerald Bruce Lee in the U.S. District Court of the Eastern District of Virginia.  

He is an avid fisherman and writer of fiction.

• Government Affairs & Regulatory Support
• Government Contracts
• National Security / CFIUS / Compliance

Hundreds of CFIUS reviews on transactions ranging in value from $1 million to $38 billion. FOCI mitigation arrangements in compliance with national industrial security regulations, including:

• Representation of major corporations operating globally in aerospace, defense and security sectors; advice and counsel concerning U.S. national security regulatory approvals for acquisitions, including export control compliance matters before the Department of State and the Department of Commerce
• Advise one of the largest investment groups in the world on a large number of CFIUS transactions, spanning a wide variety of industries including oil and gas processing, mobile satellite services, and telecom services, among others. The values of these deals range from the hundreds of millions into the billions.
• Representation of a multinational chemical company before CFIUS and with respect to FOCI mitigation relating to a $75 billion business combination with another entity.
• Representation of a multinational pharmaceutical company before CFIUS with respect to a $62 billion acquisition.
• Represented a U.S. human capital management (HCM) and employee experience solutions corporation before CFIUS on a $11 billion transaction involving a consortium of acquirers.
• Obtaining CFIUS clearance for a major Australian communications network regarding acquisition of a U.S. digital infrastructure company focused on fiber optic network solutions.
• Counseling a provider of Diffusion and Thermal Sprayed coatings for aerospace components in its sale to an Italian industrial coating equipment company.
• Providing CFIUS guidance for one of the world's largest private renewable energy companies in the acquisition of a clean energy company.
• Provide FOCI and other related national security guidance to a global investment banking and financial services group in a federal government contract technology services contract.
• Representation of a global leader in engineering and manufacturing before CFIUS and DDTC in its sale of a subsidiaries to a Japanese manufacturer of electric motors.
• Providing FOCI mitigation and NISPOM compliance counsel to a foreign-owned U.S. electronics manufacturer following their successful completion of the CFIUS approval process.
• Established numerous FOCI mitigation arrangements in compliance with national industrial security regulations.
• Representation of a major South Korean financial investment and banking company, providing CFIUS counsel for U.S. investments.
• Provide DCSA, FOCI and other related national security guidance to an Irish engineering and design company and their telecommunications subsidiary doing business with the U.S. military.
• CFIUS representation of a U.K. based investment holding company in an acquisition of a multidisciplinary engineering, investigation and construction company.
• Obtaining CFIUS clearance for an acquisition of an agricultural investment company.
• Guiding major renewable power producer in acquisitions of a number of renewable energy projects in the U.S.
• Representation of the world’s largest supplier of commercial airplane assemblies and components; advice and counsel on national security issues related to $1.65 billion initial public offering and subsequent transactions.
• Representing a global leader in defense, security and infrastructure technology in the acquisition of a data analytics and cyber services provider to the US Intelligence community.
• Provided FOCI mitigation counsel to a $30 billion entity in preparation for its acquisition by a major investment firm.
• Representation of a German multi-national corporation before CFIUS and the Directorate of Defense Trade Controls (DDTC) in connection with the corporation’s $5 billion acquisition by a Chinese corporation, the largest acquisition of a German company by a Chinese investor, and the first Chinese corporate acquisition of a publicly traded German company.
• Representation of a major U.K. electronics firm before CFIUS in its acquisition of several U.S. defense businesses.
• Represented an Italian multinational electric power transmission and telecom cable manufacturer in a $1.5 billion transaction before CFIUS, and continue to counsel on a variety of matters involving export controls, general security, industrial security, U.S. sanctions and FOCI compliance.
• Representation of foreign creditors to U.S. defense contractors going through bankruptcy, including required filings and negotiation of risk mitigation controls.
• Representation of a major Italian industrial group operating globally in aerospace, defense and security sectors; advice and counsel concerning CFIUS and U.S. national security regulatory approvals for acquisitions.
• Representation of major British defense company in numerous acquisitions of U.S. national security contractors, including a $1.8 billion acquisition.
• Representation of major Italian industrial group in the $5.2 billion acquisition of a major U.S. defense contractor requiring CFIUS approval.
• Provided CFIUS counsel to a major U.K. defense contractor for their purchase of a naval systems business.
• Representation of one of the world’s most prominent national pension plans, involving dozens of CFIUS and U.S. national security regulatory approvals for a variety of acquisitions.
• Representation of a multinational information and analytics company in connection with national security matters.
• Representation of a company engaged in research, development and production of launch vehicles and rocket systems in connection with national security matters.
• Advising a major European company engaged in the defense contractor market in the U.S. on matters of national security; foreign ownership, control, and influence; export control compliance; government contracts; intellectual property; and corporate and employment issues.
• Representation of large UK defense contractor in reorganization efforts for its US businesses, streamlining compliance requirements, consolidating FOCI mitigation, and reducing duplicative costs.
• Representation of one of the world’s leading aerospace and defense electronics companies; advice and counsel in CFIUS and national security issues related to strategic Foreign Direct Investment (“FDI”) acquisitions in the United States.
• Representation of private equity investor to structure control of portfolio companies to limit FOCI mitigation restrictions.

Mr. Reaves has been recognized by Chambers USA: America’s Leading Lawyers for Business as an “Associate-to-Watch” and, after his promotion to partner, by Chambers Global as an “Up and Coming” industry leader for his work in the practice area of International Trade: CFIUS Experts. He was also named one of The Deal's Top Rising Stars and a Thought Leader in M&A Governance by Who’s Who Legal.

• Speaker, "CFIUS: Background & Recent Developments,” American University Washington College of Law International Trade and Investment Law Society, October 21, 2021
• Speaker, “Parent – FOCI Company Relationships: The Do’s and Don’ts,” September 14, 2021
• Speaker, Washington College of Law, International Trade and Investment Law Society, November 20, 2020
• Speaker, “CFIUS Background and Considerations: Real Estate,” November 18, 2020
• Speaker, “New CFIUS Rules: Key Takeaways,” November 12, 2020
• Speaker, "The Interplay of FOCI and the New Proposed CFIUS Regulations," ACI’s National Forum on FOCI, Washington, DC, July 14, 2020
• Panelist, “Buyer AND Seller Beware - New Regulations Expand the Scope and Powers of CFIUS Over FDI Deals," DC Bar Event, April 28, 2020
• Panelist, ACI’s National Forum on FOCI, Washington, DC, July 14, 2020
• Speaker, “New CFIUS Regulations and Foreign Investment in US Real Estate,” November 14, 2019
• Speaker, “FIRRMA: Foreign Investment Impact,” November 13, 2019
• Speaker, “Special Briefing: FIRRMA Effects on Foreign Real Estate Investors,” November 12, 2019
• Speaker, “The Annual Aerospace & Defense Acquisitions Roundtable,” Washington, DC, April 29, 2019
• Speaker, “CFIUS and FOCI Roundtable,” November 30, 2018
• Speaker, "The Annual Aerospace & Defense Acquisitions Roundtable," Washington, DC, April 19, 2016
• Speaker, Special Briefing for Embassy of the United Kingdom, Washington, DC, February 26, 2016

• Co-author, “The BEA Survey of Foreign-Owned Businesses Is Coming Around Again,” Stroock Client Alert, February 23, 2023
• Co-author, “It’s Now Official: The United Kingdom and New Zealand Are ‘Excepted Foreign States,’” Stroock Client Alert, February 14, 2023
• Co-Author, “New Russia Sanctions: Focus on Facilitators of Sanctions Evasion and Virtual Currency Mining,” Stroock Client Alert, April 22, 2022
• Co-Author, "FinCEN to Banks: Look Out for Proceeds of Russian Kleptocracy (But Other Businesses Need to Pay Attention as Well)," Stroock Client Alert, April 18, 2022
• Co-Author, “New U.S. Sanctions, Prohibition on New Investment in Russia, and Possible Russian Countermeasures,” Stroock Client Alert, April 13, 2022
• Co-author, "The U.S. is Going After Oligarchs' Assets: Is Your Transaction at Risk?," Stroock Client Alert, March 22, 2022
• Quoted, "CFIUS Increases Scrutiny of Russian-Related Non-Notified Deals, Responding to Putin’s Invasion of Ukraine," Capitol Forum, March 22, 2022
• Co-author, "New Bans on Russian Imports, Exports and Investments: What Businesses Need to Know," Stroock Client Alert, March 14, 2022
• Co-author, "Russian Sanctions Reach the Energy Sector: What Businesses Can and Can’t Do," Stroock Client Alert, March 9, 2022
• Co-author, "The Ukraine Crisis: What Businesses Need to Know," Stroock Client Alert, February 28, 2022
• Co-author, "The Bright Line Gets Brighter: The List of 'Critical Technologies' Requiring CFIUS Review Gets an Update," Stroock Client Alert, November 25, 2021
• Co-author, "Stopping The Clock: CFIUS Gives 'Excepted Foreign States' Another Year To Get Their House In Order," Stroock Client Alert, November 17, 2021
• Quoted In, "DiaSorin/Luminex: Diagnostics Deal Likely to Draw CFIUS Demands for Mitigation as Chinese JV Stirs Concerns, Security Experts Say" The Capital Forum, May, 13, 2021
• Co-author, Bankruptcy Can Trigger CFIUS Review, Stroock Client Alert, May 10, 2021
• Co-author, "New Year, New NISPOM," Stroock Client Alert, February 24, 2021
• Co-author, “CFIUS Initiatives Signal Opportunities for Some Foreign Investors,” Stroock Client Alert, February 4, 2021
• Co-author, “NID Requirements Further Liberalized for NTIB Countries,” Stroock Client Alert, December 1, 2020
• Co-author, “Déjà vu All Over Again: Biden’s CFIUS Should Feel Familiar,” Stroock Client Alert, November 23, 2020
• Co-author, “Foreign Investments in the U.S. Insurance Industry Are Subject to Potential Review by the Committee on Foreign Investment in the United States,” Stroock Client Alert, October 23, 2020
• Co-author, “This Week: New Rules Affect Mandatory CFIUS Filings and Export Controls,” Stroock Client Alert, October 13, 2020
• Co-author, “Foreign Investments in the U.S. Insurance Industry are Subject to Potential Review by the Committee on Foreign Investment in the United States,” Stroock Client Alert, September 30, 2020
• Co-author, “Tick-Tock, TikTok: CFIUS Indicates Time May Be Running Out for Chinese Ownership of TikTok," Stroock Special Bulletin, August 4, 2020
• Co-author, “Bipartisan Legislation Could Open Foreign Supply Chains to New Scrutiny," Stroock Special Bulletin, July 13, 2020
• Co-author, “Proposed CFIUS Regulations May Shortcut Filing Requirements for Investors From Allied Countries," Stroock Special Bulletin, May 27, 2020
• Co-author, “Treasury Takes a Cut: CFIUS Filing Fees Begin This Week," Stroock Special Bulletin, April 29, 2020
• Co-author, “Foreign Ownership, Control, or Influence: FOCI Review Now Reaches DOD Unclassified Contracts and Subcontracts,” Stroock Special Bulletin, April 16, 2020
• Co-author, “Is There a New Sheriff in Town?” Stroock Special Bulletin, April 10, 2020
• Co-author, “An Old Law for the New War: Defense Production Act Not Just for Government Contractors,” Stroock Special Bulletin, April 2, 2020
• Co-author, “Mapping Risk: New CFIUS Tool for Real Estate Investors,” Stroock Special Bulletin, March 31, 2020
• Co-author, “COVID-19, CFIUS and the Defense Production Act,” Stroock Special Bulletin, March 26, 2020
• Co-author, “CFIUS Filing Fees: Proposed Rule Announced,” Stroock Special Bulletin, March 5, 2020
• Co-author, “New Decade, New CFIUS: New Rules Expand CFIUS Reach Into Non-controlling Investment and Real Estate,” Stroock Special Bulletin, January 22, 2020
• Co-author, “Breaking News: Final CFIUS Regulations Published by Treasury,” Stroock Special Bulletin, January 13, 2020
• Co-author, “CFIUS and Foreign Investment: 2020 Brings Changes to U.S. National Security Regulations,” Stroock Special Bulletin, January 6, 2020
• Co-author, “Outside Director/Proxy Holder Requirements Are Changing,” Stroock Special Bulletin, October 15, 2019
• Co-author, “Real Estate Transactions Impacted by New CFIUS Regulations,” Stroock Special Bulletin, September 23, 2019
• Co-author, “Long-awaited CFIUS Regulations Published for Comment,” Stroock Special Bulletin, September 18, 2019
• Co-author, “Key CFIUS Concerns for Funds,” Stroock Special Bulletin, September 12, 2019
• Co-author, “CFIUS Clarifies Its Investment Funds Exceptions (Via Additions to Its FAQs for the Critical Technology Pilot Program),” Stroock Special Bulletin, July 10, 2019
• Co-author, “Feddo Senate Confirmation Hearing Heralds New Era of Leadership for CFIUS,” Stroock Special Bulletin, June 6, 2019
• Co-author, “NID Requirement Will End Sooner than Anticipated for Some Entities,” Stroock Special Bulletin, April 25, 2019
• Co-author, “The New Reality: CFIUS Now Able to Impact Deal Timelines during a Government Shutdown,” Stroock Special Bulletin, January 23, 2019
• Co-author, “New Rules for New Deals: What You Need to Know About the CFIUS Pilot Program,” Stroock Commentary, December 4, 2018
• Co-author, “Treasury Pilot Program Requires CFIUS Declarations for All Qualifying Investments,” Stroock Special Bulletin, October 10, 2018
• Co-author, “CFIUS Reform Flies, But With Clipped Wings,” Stroock Special Bulletin, July 26, 2018
• Co-author, “CFIUS Reform Easily Passes Senate,” Stroock Special Bulletin, June 19, 2018
• Co-author, "The Elephant in the Room," Stroock Special Bulletin, December 4, 2017
• Co-author, "Four Things You Need to Know About the CFIUS Reform Legislation," Stroock Special Bulletin, November 8, 2017
• Co-author, "Some Secret and Not-So-Secret Findings in the CFIUS Annual Report," Stroock Special Bulletin, September 29, 2017
• Co-author, "New Reporting Requirements For Foreign Travel and Foreign Contacts by Government Contractors," Stroock Special Bulletin, July 17, 2017
• Co-author, "Second Helpings: New Legislation Would Give Agriculture and HHS Secretaries Seats at the CFIUS Table," Stroock Special Bulletin, March 21, 2017
• Co-author, "The National Industrial Security Program Directive: Some Hits, Some Runs, Some Errors," Stroock Special Bulletin, February 13, 2017
• Co-author, "NISPOM Amendments Affect All Cleared Contractors," Pratts Government Contracting Law Report, September 2016
• Co-author, "NISPOM Amendments Affect All Cleared Contractors," Stroock Special Bulletin, May 25, 2016
• Co-author, "China On Top: China Dominates CFIUS Reviews for Third Year in a Row," Stroock Special Bulletin, February 19, 2016
• Co-author, "What Real Estate Cos. Need To Know About CFIUS Reviews," Law360, January 5, 2016
• Co-author, "CFIUS and The Waldorf Astoria," Stroock Special Bulletin, December 21, 2015
• Co-author, "FOCI Mitigation Update: DSS Moves to a Risk-Based Approach and the NID Process Sees Incremental Improvement," Stroock Special Bulletin, November 23, 2015
• Co-author, "How DOD Is Streamlining National Interest Determinations," Government Contracts, Aerospace & Defense and Public Policy Law360, February 24, 2015
• Co-author, "New DoD Policy Seeks to Streamline National Interest Determination Process," Stroock Special Bulletin, February 12, 2015
• Co-author, "2014 Regulatory and Compliance Ups and Downs - Developments of Interest to Foreign Investors and Others in the National Security Sector," Stroock Special Bulletin, January 26, 2015
• Co-author, "New Rule Requires Reporting Foreign Investment in U.S. Businesses and Real Estate: Reporting Deadline for 2014 is January 12, 2015," Stroock Special Bulletin, December 18, 2014
• Co-author, "For Companies Operating Under Approved FOCI Mitigation Plans: A Shared Services Plan Checkup Can Avoid Unnecessary Costs," Stroock Special Bulletin, August 5, 2014

District of Columbia

Virginia

J.D., The American University, 2009; Member, The Modern American Magazine

B.A., University of Virginia, 1997