Shawn B. Cooley

Shawn’s leadership spans the full spectrum of cross-border regulatory challenges, including CFIUS filings and mitigation agreements, export controls, sanctions, and outbound investment considerations. He advises public and private companies, private equity funds, sovereign wealth funds, pension plans and other sophisticated institutional investors across sectors including technology, semiconductors, biotechnology, telecommunications, energy, manufacturing, infrastructure, financial services, and health care.

Prior to joining Weil, Shawn was a partner at another international law firm. Prior to that, he served for nine years as the Director of Foreign Investment Risk Management at the U.S. Department of Homeland Security (DHS), where he advised the Assistant Secretary for Policy, the General Counsel, the Deputy Secretary and the Secretary—spanning three presidential administrations—on all matters pertaining to foreign investment in the United States. In that role, Shawn personally managed the review and disposition of over 1,000 CFIUS cases and hundreds of FCC telecommunications license applications before Team Telecom, giving him unparalleled insight into interagency decision-making and national security risk assessment.

Leadership & Representative Experience

• Government Leadership & CFIUS Case Management: As Director of Foreign Investment Risk Management at DHS, personally managed the review and disposition of over 1,000 CFIUS cases and hundreds of FCC/Team Telecom applications across three presidential administrations, advising senior DHS leadership on all foreign investment matters
• Complex Cross-Border Transaction Leadership: Leads multi-disciplinary teams through complex, high-value cross-border M&A transactions involving CFIUS, Team Telecom, DCSA/FOCI and related trade control regimes, regularly managing concurrent reviews across multiple regulatory bodies
• Regulatory Strategy & Mitigation: Designs and implements proactive regulatory strategies—including national security risk mitigation agreements and compliance frameworks—to resolve complex national security concerns and maintain transaction timelines
• Sector Breadth: Deep experience in CFIUS-sensitive sectors including artificial intelligence, semiconductors, biotechnology, telecommunications, energy, manufacturing, infrastructure, financial services, health care, and consumer goods
• Sophisticated Clients: Advises leading private equity sponsors, sovereign wealth funds, pension plans, strategic acquirers, and public companies on the full scope of foreign investment regulatory matters in transactions ranging from minority investments to multi-billion-dollar acquisitions and divestitures
• Glencore plc, CPP Investment Board and British Columbia Investment Management Corporation, as shareholders, in Viterra Ltd.’s approximately $18 billion business combination with Bunge Ltd.
• Sanofi in its $9.5 billion acquisition of Blueprint Medicines; its $3.2 billion acquisition of Translate Bio, Inc.; its approximately $2.2 billion acquisition of Inhibrx, Inc.; and its $2.2 billion acquisition of Dynavax Technologies
• Vonage Holdings Corp. in its $6.2 billion sale to Telefonaktiebolaget LM Ericsson
• Advent International and its portfolio company Culligan International Company in Culligan’s $6 billion sale to BDT Capital Partners, with Advent reinvesting on a minority basis; in its $4.2 billion sale of Aareon AG to TPG and Caisse de Dépót et Placement du Québec; £3.8 billion take-private acquisition of Spectris; and its portfolio company Cobham Group Limited in Cobham’s sale of its subsidiary Thrane & Thrane A/S (d/b/a Cobham SATCOM) to South End T&T AB
• American Securities in the $3.25 billion sale of CPM Holdings Inc. and ASP MWI Holdings Inc. to Rosebank Industries; the $1.85 billion sale of its portfolio company ASP Acuren Holdings Inc. to Admiral Acquisition Limited; and its portfolio company Emerald Kalama Chemical, LLC in Emerald's $1.1 billion sale to LANXESS AG
• CPP Investments, as a participant together with Alphabet and Silver Lake, in the $2.5 billion investment in Waymo LLC
• CVC Capital Partners in its acquisitions of Radwell International and a significant minority stake in CFGI, in a transaction that valued CFGI at $1.9 billion
• APG Asset Management in its $500 million equity commitment to a joint venture with SiFi Networks America Limited to roll out open-access fiber-to-the-home networks in the U.S.
• PSP Investments, as a minority investor, in the acquisition, alongside TPG Capital, of Thycotic Software, Ltd. and in the merger of Thycotic with Centrify Corporation (a portfolio company of TPG Capital); and, as an investor alongside others, in a $300 million investment in Branch, in a transaction that valued Branch at approximately $4 billion on a post-money basis
• Seven2 and its portfolio company Vitaprotech Group SAS in its acquisition of the physical security, access card, and identity reader operations and assets of Identiv, Inc.
• Luminar Technologies in its $110 million sale of Luminar Semiconductor to Quantum Computing and $33 million sale of LiDAR business to MicroVision
• 8 Rivers Capital, LLC in its $100 million sale of a minority stake to SK Group (SK) and the formation of a joint venture with SK focused on the decarbonization of Korean and key Asian markets

Shawn is recognized as a leading lawyer for International Trade: CFIUS Experts by Chambers Global and Nationwide International Trade: CFIUS Experts by Chambers USA, with clients noting he has “deep subject-matter expertise, a pragmatic, business-focused approach and a clear communication style that made a complex process feel manageable and efficient.” Shawn is also recognized as a leading lawyer for International Trade and National Security: CFIUS by Legal 500 US, where clients highlight that he “excels at providing excellent, in depth, and thoughtful analysis of the law and CFIUS process, having particular expertise in critical infrastructure matters. Few other private practitioners have this level of expertise on these issues.”

Shawn received his J.D., magna cum laude, from the Columbus School of Law, where he was a member of the Catholic University Law Review, and his B.S., with distinction and honors, from Pennsylvania State University.