TOP CORPORATE AT TORNEYS
RONALD FIELDSTONE
SAUL EWING ARNSTEIN & LEHR LLP
Ronald Fieldstone, chair of
Saul Ewing Arnstein & Lehr
L L P ’s G l o b a l I m m i g r a t i o n
and Foreign Investment
Group and head of the firm’s
Oppor tunity Zone Group,
practices primarily in the areas of corporate/securities and
taxation law. Fieldstone has been serving as corporate/
securities counsel for multifaceted industries involving
EB-5 immigrant visa investor offerings. He represents
developers and regional centers in EB-5 matters, currently
handling more than 350 EB-5 projects with combined
capital raise of nearly $8 billion. He prepares private
placement memoranda and related documents. Fieldstone
frequently lectures and publishes about the subject of EB-5
corporate/securities. He obtained his bachelor’s, MBA and
Juris Doctor from the University of Pennsylvania.
WHAT TRENDS ARE YOU SEEING IN
THE EB-5 INDUSTRY?
becoming more economically attractive to the EB-5
investors, with a more meaningful rate of return combined
with far more equity from developers and greater
transparency in the offering elements and marketing
materials. Marginal projects will not survive in the new
market conditions.
HOW ARE YOU HANDLING
THE ISSUE OF REDEPLOYMENT?
Since 2009, the industry progressed. I became involved in all
facets of the process, including the securities law issues
making numerous regulatory requirements that had a
significant impact on the structuring of transactions. I
needed to become a quasi-expert in the immigration
components of the program to better understand the
securities and corporate issues. I used this background to
also undertake work related to SEC investigations, tax
planning matters and the real estate component of the loan
models. I have enjoyed the multidisciplinary aspects of the
program.
The EB-5 industry is going through a major transition due to
the uncertainty in legislation, retrogression and a shift in
marketing outlets. We will experience transactions
DOUG HAUER
MINTZ, LEVIN, COHN, FERRIS, GLOVSKY AND POPEO, P.C.
Doug Hauer is a member in Mintz’s
corporate & securities practice and
immigration practice. He is a noted
authority on the EB-5 investor visa
program, which gives developers
a path for securing capital for real
estate and hospitality projects. His familiarity with the program
makes him an essential resource for companies looking for
financing from offshore sources. International entrepreneurs and
companies also rely on him when launching a business in the U.S.
Hauer teaches graduate courses in professional responsibility and
ethics and immigration law at Boston University School of Law. He
is a founding member of the EB-5 Securities Law Roundtable.
WHAT TRENDS ARE YOU SEEING IN
THE EB-5 INDUSTRY?
The trends all point to a cooled-off marketplace. A sort of
irreversible climate change has set in on EB-5. Fewer developers
with the capability to participate in EB-5 transactions are willing to
take on the reputational risks and costs, or the exposure that
comes with amplified risks of government scrutiny and
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EB5 INVESTORS M AGAZINE
investigations. There is less investor-side demand, because of
increased investment minimums and uncertainty with visa
numbers. Developers and institutional investors in deals are
asking more questions on the costs and exposure with winding up
EB-5 investment vehicles earlier than anticipated.
HOW ARE YOU HANDLING
THE ISSUE OF REDEPLOYMENT?
The first thing I tell clients is that redeployment is a fiction. We
need to handle redeployment as an actual investment of funds.
The concept of redeployment is just that - an investment. We
look at what is required under the securities laws for our client
to have any role in that process. This is fact driven. The second
point I make is that investment decisions for a limited
partnership of any kind may well trigger regulatory obligations
to register as an investment advisor at the state and/or federal
levels. Redeployment could result, down the road, in conflicts
with investors and government investigations.