Brendan Hanifin advises asset managers and institutional investors on the regulatory and national security aspects of complex transactions. He combines deep fluency in private investment structures with uncommon regulatory experience and market insight to deliver clear, practical counsel that keeps transactions moving toward close. Clients value his responsiveness, commercial judgment, and ability to tailor guidance to the strategic context of each transaction.
Brendan’s practice spans U.S. foreign investment controls—including the Committee on Foreign Investment in the United States (CFIUS) and the U.S. Treasury Department’s Outbound Investment Security Program (OISP)—anti-money laundering, economic sanctions, export control, and anti-corruption matters. He regularly guides clients through CFIUS reviews—including non‑notified transactions and the negotiation of mitigation agreements—and provides end‑to‑end CFIUS advice throughout the investment lifecycle. He also advises U.S. investors and investee companies on outbound investment deal screening and notification obligations.
Brendan advises across the full spectrum of private capital transactions and investment structures—including control buyouts, secondary transactions, continuation vehicles, co‑investments, preferred and convertible instruments, and venture rounds. His familiarity with how these structures interact with CFIUS, OISP, sanctions, and other national security regimes helps him identify issues early and align investor and sponsor interests.
Private equity sponsors regularly call upon Brendan to help navigate their most complex transactions. In this capacity, Brendan has evaluated hundreds of international risk compliance programs across industries and understands that right‑sized compliance controls are foundational to effective and scalable operations. In addition, having practiced for over a decade alongside a leading asset management practice, he has particular experience helping U.S. investment advisers build and enhance risk‑based anti‑money laundering and sanctions frameworks calibrated to capital raising and deployment.
Brendan represents clients in multi‑jurisdictional internal investigations and government enforcement matters, including preparing and resolving disclosures to OFAC, BIS, DDTC, DOJ, and the SEC. He provides practical, timely counsel on time‑sensitive investments, complex diligence reviews, and responses to regulatory inquiries.
A former member of Law360’s International Trade Editorial Advisory Board, Brendan publishes regularly on national security and anti‑financial‑crime issues.
Experience
CFIUS
- Represented Nippon Steel in securing U.S. government approval for its landmark $14.1 billion acquisition of U. S. Steel, including navigating the first-ever CFIUS de novo review.
- Represented U.S. embedded system and cloud software company in securing CFIUS pre-clearance for $3.5 billion acquisition by global technology company.
- Represented UK investor in securing CFIUS pre-clearance for investment in provider of surveillance technology to the homeland security and defense markets.
- Represented Asia-based investor in securing CFIUS pre-clearance for investment in U.S. data center company.
- Represented U.S. dental and vision insurance company in securing CFIUS pre-clearance for acquisition by Canadian firm.
- Represented Asia-based investor in securing CFIUS clearance for investment in U.S. enterprise software company.
- Represented Asia-based investor in CFIUS review of investment in advanced information technology company.
- Represented Asia-based investor in securing CFIUS clearance for investment in U.S. logistics company and government contractor.
- Represented venture capital firm in securing CFIUS pre-clearance for investment in U.S. artificial intelligence and machine learning company.
- Represented venture capital firm in CFIUS review of investment in U.S. cybersecurity company.
- Represented Asia-based investor in securing CFIUS pre-clearance for investment in U.S. travel company.
- Represented U.S. insurance company in securing CFIUS pre-clearance for acquisition by Canadian firm.
- Represented German company in securing CFIUS pre-clearance for acquisition of U.S. lubricants company.
- Represented German company in securing CFIUS pre-clearance for acquisition of U.S. metals company.
- Represented Hong Kong-based technology company in securing CFIUS pre-clearance for acquisition of U.S. semiconductor business.
Economic Sanctions
- Represented international transport and customs brokerage company in investigations of potential violations of economic sanctions involving subsidiaries in Asia, North America, Europe, and the Middle East; assisted client to prepare and resolve multiple voluntary disclosures to OFAC.
- Represented life sciences company in investigation of potential violations of the Ukraine/Russia and Crimea sanctions; assisted company to prepare and resolve disclosures to U.S. regulators.
- Represented private equity firm in review and voluntary self-disclosure of possible violations of U.S. economic sanctions related to a potentially sanctioned investor.
- Represented nonprofit academic research institution in review of U.S. sanctions violations committed by university researcher in connection with multi-center research study; assisted client to prepare and resolve voluntary disclosure to OFAC.
- Represented German company in obtaining specific license from OFAC authorizing continued wind-down activities in Iran following the revocation of General License H.
Anti-Money Laundering
- Represented leading asset managers and investment firms in internal reviews of, and responses to, allegations of anti-money laundering program deficiencies.
- Represented leading asset manager in a product-focused anti-money laundering risk assessment.
- Represented real estate investment firm in connection with acquisition of a commercial property implicated in a federal money laundering investigation.
- Represented investment manager in negotiation of a global anti-money laundering compliance framework with a leading financial technology platform.
- Represented private equity firm in connection with acquisition of retail business embroiled in a corruption and money laundering investigation.
Customs/Export Controls
- Represented customs brokerage company in major CBP enforcement action related to purported violations of U.S. customs regulations.
- Represented life sciences company in investigation of potential violations of the Export Administration Regulations (EAR), International Traffic in Arms Regulations (ITAR), and Foreign Trade Regulations (FTR); assisted client to prepare and resolve disclosures to U.S. regulators.
- Represented energy company in investigations of possible violations of U.S. export control and anti-boycott laws; assisted client to make and resolve disclosures to U.S. regulators.
- Represented oil and gas company in global trade compliance diagnostic review; assisted client to enhance controls related to compliance with export control laws, economic sanctions, and anti-boycott laws.
- Represented industrial equipment and technology manufacturer in internal investigation of possible violations of customs, export control, and anti-boycott laws involving conduct across Asia, Latin America, and the Middle East.
- Represented retail company in response to CBP inquiry concerning Chinese manufacturing operations.
Anti-Corruption
- Represented medical device company in a wide-ranging DOJ and SEC corruption investigation (involving countries across Asia, Europe, and Latin America) and multi-year corporate compliance monitorship.
- Represented life sciences company in multiple internal investigations into allegations of corruption in Asian markets.
- Represented a U.S.-based drug manufacturer in internal investigation into allegations of product diversion and improper payments to healthcare providers.
