S.Amdt. 5145

SA 5145. Mr. SANDERS (for himself and Ms. Warren) submitted an
amendment intended to be proposed to amendment SA 5135 proposed by Mr.
Schumer to the bill H.R. 4346, making appropriations for Legislative
Branch for the fiscal year ending September 30, 2022, and for other
purposes; which was ordered to lie on the table; as follows:

At the end of division A, add the following:

SEC. 108. TERMS AND CONDITIONS OF ASSISTANCE.

(a) CHIPS Assistance.--
(1) Required agreement.--A covered entity to which the
Secretary of Commerce awards Federal financial assistance
under section 9902 of the William M. (Mac) Thornberry
National Defense Authorization Act for Fiscal Year 2021 (15
U.S.C. 4652) or section 102 or 103 of this Act with amounts
appropriated under this Act shall enter into an agreement
that specifies that, during the 5-year period immediately
following the award of the Federal financial assistance--
(A) the covered entity will not--
(i) repurchase an equity security that is listed on a
national securities exchange of the covered entity or any
parent company of the covered entity, except to the extent
required under a contractual obligation that is in effect as
of the date of enactment of this Act;
(ii) outsource or offshore jobs to a location outside of
the United States; or
(iii) abrogate existing collective bargaining agreements;
and
(B) the covered entity will remain neutral in any union
organizing effort.
(2) Financial protection of government.--
(A) In general.--The Secretary of Commerce may not award
Federal financial assistance to a covered entity under
section 9902 of the William M. (Mac) Thornberry National
Defense Authorization Act for Fiscal Year 2021 (15 U.S.C.
4652) or under section 102 or 103 of this Act with amounts
appropriated under this Act, unless--
(i)(I) the covered entity has issued securities that are
traded on a national securities exchange; and
(II) the Secretary of the Treasury receives a warrant or
equity interest in the covered entity; or
(ii) in the case of any covered entity other than a covered
entity described in clause (i), the Secretary of the Treasury
receives, in the discretion of the Secretary of the
Treasury--

(I) a warrant or equity interest in the covered entity; or
(II) a senior debt instrument issued by the covered entity.

(B) Terms and conditions.--The terms and conditions of any
warrant, equity interest, or senior debt instrument received
under subparagraph (A) shall be set by the Secretary of
Commerce and shall meet the following requirements:
(i) Purposes.--Such terms and conditions shall be designed
to provide for a reasonable participation by the Secretary of
Commerce, for the benefit of taxpayers, in equity
appreciation in the case of a warrant or other equity
interest, or a reasonable interest rate premium, in the case
of a debt instrument.
(ii) Authority to sell, exercise, or surrender.--For the
primary benefit of taxpayers, the Secretary of Commerce may
sell, exercise, or surrender a warrant or any senior debt
instrument received under this paragraph. The Secretary of
Commerce shall not exercise voting power with respect to any
shares of common stock acquired under this paragraph.
(iii) Sufficiency.--If the Secretary of Commerce determines
that a covered entity cannot feasibly issue warrants or other
equity interests as required by this paragraph, the Secretary
of Commerce may accept a senior debt instrument in an amount
and on such terms as the Secretary of Commerce determines
appropriate.
(b) Application to Advanced Manufacturing Investment
Credit.--
(1) Financial protection of government.--Subsection (c) of
section 48D of the Internal Revenue Code of 1986 (as added by
this Act) is amended to read as follows:
``(c) Eligible Taxpayer.--
``(1) In general.--For purposes of this section, the term
`eligible taxpayer' means any taxpayer which--
``(A) is not a foreign entity of concern (as defined in
section 9901(6) of the William M. (Mac) Thornberry National
Defense Authorization Act for Fiscal Year 2021),
``(B) has not made an applicable transaction (as defined in
section 50(a)) during the taxable year,
``(C) has not performed a prohibited activity (as defined
in section 50(a)) for the portion of the taxable year after
investment credit property has been placed in service, and
``(D) meets the requirements of paragraph (2).
``(2) Financial protection requirements.--
``(A) In general.--A taxpayer meets the requirements of
this paragraph if--
``(i)(I) the taxpayer has issued securities that are traded
on a national securities exchange; and
``(II) the Secretary of the Treasury receives a warrant or
equity interest in the covered entity; or
``(ii) in the case of taxpayer other than a taxpayer
described in subparagraph (A), the Secretary receives, in the
discretion of the Secretary--

``(I) a warrant or equity interest in the taxpayer; or
``(II) a senior debt instrument issued by the taxpayer.

``(B) Terms and conditions.--The terms and conditions of
any warrant, equity interest, or senior debt instrument
received under subparagraph (A) shall be set by the
Secretary, in consultation with the Secretary of Commerce,
and shall meet the following requirements:
``(i) Purposes.--Such terms and conditions shall be
designed to provide for a reasonable participation by the
Secretary, for the benefit of taxpayers, in equity
appreciation in the case of a warrant or other equity
interest, or a reasonable interest rate premium, in the case
of a debt instrument.
``(ii) Authority to sell, exercise, or surrender.--For the
primary benefit of taxpayers, the Secretary may sell,
exercise, or surrender a warrant or any senior debt
instrument received under this clause. The Secretary shall
not exercise voting power with respect to any shares of
common stock acquired under this subparagraph.
``(iii) Sufficiency.--If the Secretary determines that a
taxpayer cannot feasibly issue warrants or other equity
interests as required by this paragraph, the Secretary may
accept a senior debt instrument in an amount and on such
terms as the Secretary determines appropriate.''.
(2) Recapture of credit in certain cases.--
(A) In general.--Section 50(a) of the Internal Revenue Code
of 1986, as amended by this Act, is amended redesignating
paragraphs (4) through (6) as paragraphs (5) through (7),
respectively, and by inserting after paragraph (3) the
following new paragraph:
``(4) Certain requirements for advanced manufacturing
facilities.--If there is a prohibited activity by an
applicable taxpayer before the close of the 5-year period
beginning on the date such taxpayer placed in service
investment credit property which is eligible for the advanced
manufacturing investment credit under section 48D(a), then
the tax under this chapter for the taxable year in which such
transaction occurs shall be increased by 100 percent of the
aggregate decrease in the credits allowed under section 38
for all prior taxable years which would have resulted solely
from reducing to zero any credit determined under section 46
which is attributable to the advanced manufacturing
investment credit under section 48D(a) with respect to such
property.''.
(B) Prohibited activity.--Section 50(a)(7) of the Internal
Revenue Code of 1986, as amended redesignated by the
preceding provisions of this Act, is amended adding at the
end the following new subparagraph:
``(E) Prohibited activity.--For purposes of this
subsection, the term `prohibited activity' means, with
respect to any applicable taxpayer, any of the following:
``(i) the repurchase an equity security that is listed on a
national securities exchange of the taxpayer or any parent
company of the taxpayer, except to the extent required under
a contractual obligation that is in effect as of the date of
enactment of this subparagraph;
``(ii) the outsourcing or offshoring of jobs to a location
outside of the United States;

[[Page S3616]]

``(iii) the abrogation of existing collective bargaining
agreements; or
``(iv) the failure of the taxpayer to remain neutral in any
union organizing effort.''.
(C) Conforming amendments.--
(i) Section 50(a)(5) of the Internal Revenue Code of 1986,
as redesignated by the preceding provisions of this Act, is
amended--

(I) by striking ``or any applicable transaction to which
paragraph (3)(A) applies'' and inserting ``any applicable
transaction to which paragraph (3)(A) applies, or any
prohibited transaction to which paragraph (4) applies'', and
(II) by striking ``or applicable transaction'' and
inserting ``, applicable transaction, or prohibited
transaction''.

(ii) Section 50(a)(7)(C) of such Code, as amended and
redesignated the preceding provisions of this Act, is amended
by striking ``or (3)'' and inserting ``(3), or (4)''.
(iii) Section 1371(d)(1) of such Code, as amended by this
Act, is amended by striking ``section 50(a)(5)'' and
inserting ``section 50(a)(6)''.
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