Jonathan Gafni

Senior Counsel - Head of U.S. Foreign Investment, Washington D.C.

“I support clients in obtaining successful outcomes in cross-border transactions that may raise issues relating to CFIUS or other U.S. foreign investment reviews. Having extensive experience both in government and private practice, I am able to provide authoritative guidance on how the U.S. government can be expected to react to proposed investments and to assist clients develop clear, practical and achievable strategies to secure necessary government approvals.”

Overview

Professional experience

Education and qualifications

Overview

Jonathan is the Head of our U.S. Foreign Investment practice, with a focus on representing domestic and international clients before the Committee on Foreign Investment in the United States (CFIUS), the Defense Counterintelligence and Security Agency, and other U.S. government authorities responsible for cross-border investment controls. He has significant government experience, having served in the Senior National Intelligence Service as deputy national intelligence officer for CFIUS support at the Office of the Director of National Intelligence. In that role, Jonathan led U.S. intelligence community support to the CFIUS process, directing the preparation of national security threat analyses of more than 500 cross-border transactions. He also served as a member of the interagency committee that wrote new CFIUS regulations following the 2007 amendment of the law governing CFIUS. Jonathan has advised private sector clients in many countries and industries as an attorney and national security consultant

He was named a Top Advisor for 2020 and 2021 by Foreign Investment Watch.

Work highlights

Jonathan has represented parties across the globe, advising them on CFIUS and other national security issues arising from transactions in a variety of industries, including the aerospace and defence, infrastructure, information and communications technology, manufacturing, real estate, financial services and food sectors. Examples include advising:

  • Volkswagen AG (Germany): in the sale of its 76% interest in RENK AG, a producer drive train components for industrial and military applications, to Triton.
  • Acerinox S.A. (Spain): in its €532m acquisition of 100% of the shares in VDM Metals Holding GmbH from Falcon Metals B.V. and Lindsay Goldberg Vogel GmbH.
  • Montagu Private Equity (UK): in its acquisition of Janes, a provider of open-source defense intelligence, from IHS Markit for US$470m.
  • Dialog Semiconductor Plc (UK): in its recommended €4.9bn acquisition by Renesas Electronics Corporation.
  • A consortium of U.S. investors comprising Global Infrastructure Partners, Blackstone, and Cascade: in its recommended US$4.7bn offer to acquire Signature Aviation plc.
  • Ams AG (Austria): in its acquisition of lighting company OSRAM Licht AG.

Professional experience

Jonathan was a member of the interagency committee that wrote new CFIUS regulations following the 2007 amendment of the law governing CFIUS. Jonathan has co-authored several articles on the implications of the CFIUS process and recent CFIUS reforms. He has been cited by The Wall Street Journal, The New York Times and Law360 and has discussed CFIUS-related issues on Bloomberg TV and CCTV.

Jonathan’s professional experience before joining the U.S. government continues to help inform his understanding of clients’ strategic and financial objectives.  After beginning his career as a corporate/securities attorney, Jonathan served as a senior manager of corporate development and business analysis for telecommunications equipment manufacturers and service providers, as principal of a consulting firm in which he evaluated strategic investments, and as a senior analyst in an executive branch lobbying firm.

In both government and the private sector, Jonathan has supported the development and promotion of female colleagues. His pro bono work has included estate planning for LGBTQ and HIV-positive individuals and advising parents of adult children with developmental disabilities on the process for obtaining Supplemental Security Income benefits. He was selected to be on the Capital Pro Bono Honor Roll, which recognises the pro bono contributions made by members of the District of Columbia Bar. He also assisted a non-violent drug offender to obtain early release from prison under the Obama administration’s Clemency Initiative.

Jonathan has recently joined the board of directors of Specially Adapted Resource Clubs (SPARC), which provides a club-based, community-oriented day support program for adults with developmental and physical disabilities. 

Education and qualifications

Jonathan holds a juris doctorate from the Hastings College of the Law, University of California, where he was editor-in-chief of the Hastings International and Comparative Law Review. Jonathan earned his bachelor’s degree in economics at the Massachusetts Institute of Technology, and he also holds an MBA from Georgetown University and a master’s in strategic intelligence from the National Defense Intelligence College. Jonathan is also a certified public accountant.