National Security, CFIUS, Cross-Border Transactions
Malcolm Tuesley has significant experience representing clients in national security reviews before the Committee on Foreign Investment in the United States (CFIUS) and assisting clients with related issues, including mitigation of foreign ownership, control or influence (FOCI) under industrial security regulations; export control compliance; and government contracting. Mr. Tuesley has been involved with negotiating national security agreements with the U.S. government for some of the largest and most complex transactions in the defense, energy, financial services, telecommunications and technology sectors.
Key representations include:
- Sprint Nextel Corporation in its $21.6 billion sale to SoftBank Corporation (recognized as the “Global M&A Deal of the Year: Grand Prize” by The American Lawyer and in the Corporate & Commercial category in the Financial Times’ 2013 U.S. “Innovative Lawyers” report);
- Alcatel, a wireline and wireless telecommunications company in France, in its $13.4 billion merger of equals with Lucent Technologies Inc., a manufacturer of products used to build telecommunications network infrastructure;
- Bain Capital and Golden Gate Capital as co-lead investors in their $7 billion take-private of BMC Software, Inc;
- A123 Systems, Inc., a maker of advanced lithium ion batteries, in its sale to Wanxiang Group Companies;
- L-1 Identity Solutions, a manufacturer and provider of biometrics capture hardware and software, in its sale to Safran SA; and
- China Three Gorges Corporation in its acquisition of a 21.35 percent stake in Energias de Portugal S.A. for €2.69 billion. The deal represented the largest Chinese investment in Europe to date.
Other notable representations include the following, among others:
- EMC Corporation in the contribution of its Iomega Network Attached Storage Device division to a joint venture with Lenovo;
- LSI Corporation in its $6.6 billion acquisition by Avago Technologies Ltd;
- Applied Materials, Inc. in its $29 billion merger of equals with Tokyo Electron Limited;
- Marubeni Corporation in its $5.3 billion acquisition of Gavilon Group LLC, a distributor of agricultural and energy commodities;
- DigitalGlobe, Inc. in its $900 million merger with GeoEye, Inc., an information technology provider for the aerospace and defense industry; and
- Sprint Nextel Corporation in its $2.2 billion acquisition of the 50 percent stake in Clearwire Corporation.
In addition, Mr. Tuesley has served as regulatory counsel to several major broadcast networks in connection with the FCC’s media ownership review proceedings. He also has advised clients with respect to all aspects of FCC regulations affecting broadcast and cable television and assisted them on legislative matters. Mr. Tuesley has substantial experience representing licensees in enforcement proceedings, especially in connection with the FCC’s broadcast indecency rules. He also has extensive experience representing clients before various committees of the U.S. Congress.
Mr. Tuesley was selected for inclusion in Chambers USA: America’s Leading Lawyers for Business 2014 and 2015.
J.D., Indiana University, Maurer School of Law, 1999 (cum laude)
B.S.B., Indiana University, Kelley School of Business, 1996 (with honors and distinction)
Law Clerk, Hon. Robert L. Miller, Jr., United States District Court for the Northern District of Indiana (1999-2001)