Category Archives: CFIUS

Seeking foreign investors for your tech startup? Congress says, “not so fast.”

By J. Scott Maberry, Reid Whitten and Hwan Kim on January 10, 2018 Posted in CFIUS

The U.S. Congress is currently considering legislation that would tap the brakes on foreign direct investment in the United States, particularly on investments in sensitive industries like artificial intelligence, robotics, and semiconductors. We know: you’re saying we already have that in the form of the Committee on Foreign Investment in the United States (known as … Continue Reading

In-fo’ a CFIUS Review: The Expanding Power of CFIUS through Data Security Scrutiny

By Reid Whitten on January 10, 2018 Posted in CFIUS

CFIUS is expanding its reach. Where the Committee on Foreign Investment in the United States has generally scrutinized foreign acquisition of U.S. “critical infrastructure,” it has now signaled that it may look closely at any deal where the target collects or maintains sensitive personal information.… Continue Reading

The Waiting Game: When, Why, and How to File with CFIUS in a New Era of Investment Scrutiny

By Reid Whitten and J. Scott Maberry on December 12, 2017 Posted in CFIUS

The other day I spoke to a colleague at the U.S. Department of the Treasury who works in the Office of Investment Security and said, “I heard CFIUS filings were going to break last year’s record total.” He just laughed. He said the OIS received one hundred and seventy-some filings in 2016, the most they … Continue Reading

The Future of CFIUS: Perhaps Not So Happy a New Year

By Lisa Mays and Reid Whitten on December 12, 2017 Posted in CFIUS

‘Tis the season to wonder, what will 2018 bring? We may speculate on things like a private company making a moon landing or a peace accord with North Korea. We may be certain of things like well-intentioned gym memberships and a host of new-you products. Somewhere between speculation and certainty we find the U.S. Government’s … Continue Reading

CFIUS for Europe? New Screening of Foreign Direct Investments in Europe

By Julien Blanquart and Reid Whitten on December 12, 2017 Posted in CFIUS

On September 13, 2017, the EU Commission released a proposed regulation establishing a framework for screening Foreign Direct Investments (FDI) in Europe. Several EU Member States have already implemented national mechanisms enabling them to intervene in transactions that the States believe endanger their national interest. However, there is no harmonized regime for reviewing FDI into … Continue Reading

Predicting the Unpredictable: Foreign Investment Under the Trump Administration

By Reid Whitten on March 15, 2017 Posted in CFIUS

CFIUS has the power to unwind your M&A deal. That power will likely expand. That is the headline. The Committee on Foreign Investment in the United States (CFIUS) reviews acquisitions by foreign parties of “critical industries” and “critical infrastructure” in the United States. The inter-agency committee’s actions warrant plenty of explanation, and you can find … Continue Reading

Shedding Light on CFIUS: Appeals Court Holds That CFIUS Review Lacks Constitutional Due Process

By J. Scott Maberry, Robert Magielnicki and Brian Weimer on July 18, 2014 Posted in CFIUS

In a stunning ruling issued on July 15, 2014, the U.S. Court of Appeals for the D.C. Circuit held that review by the Committee on Foreign Investment in the United States (“CFIUS”) and the subsequent unwinding of the investment deprived the foreign investor of due process under the 5th Amendment to the U.S. Constitution. Ralls … Continue Reading

An Assessment of the CFIUS 2012 Annual Report

By Sheppard Mullin CFIUS Attorneys on March 10, 2014 Posted in CFIUS

In December 2013, the Committee on Foreign Investment in the United States (“CFIUS”) released its annual report to Congress (the “Report”) covering transactions it reviewed in Calendar Year 2012. (Yes, Calendar Year 2012 – CFIUS takes its time publishing its annual reports.) CFIUS is the U.S. interagency government body that reviews acquisitions of U.S. businesses … Continue Reading

Pay Attention to the Man Behind the Curtain: The Mysterious Methods to CFIUS Approval

By Sheppard Mullin on March 8, 2013 Posted in CFIUS

By: Reid Whitten On February 25, 2013, the Chinese state oil company, CNOOC, closed a $15.1 billion deal to take over Canadian oil company, Nexen. Along with interests in the Canadian oil sands of Alberta and offshore production in west Africa and the North Sea, CNOOC will acquire more than 200 drilling leases in the Gulf of Mexico, a primary source of U.S. oil. According to Nexen, its existing assets in the area include facilities producing more than 15,000 barrels of oil per day in 2012, with notable exploration potential for future growth.… Continue Reading

CFIUS Update: President Blocks Ralls Transaction

By Sheppard Mullin on October 19, 2012 Posted in CFIUS, Sanctions

By: Thad McBride As addressed in our September 27 blog, the Committee on Foreign Investment in the United States (CFIUS) was sued in U.S. District Court by Ralls Corp relating to the acquisition by Ralls of four Oregon companies whose assets consisted solely of windfarm development rights and to CFIUS’s determination to block the transaction. On September 28, President Barack Obama did just that. … Continue Reading

CFIUS Sued by Chinese Investors

By Sheppard Mullin on September 27, 2012 Posted in CFIUS, Sanctions

By: Thad McBride The Committee on Foreign Investment in the United States (CFIUS) has been sued. CFIUS is the U.S. government inter-agency committee that reviews foreign investment in the United States. (For more information about CFIUS, including its operations and recent actions, please look here.) According to a filing in U.S. District Court for the District of Columbia, Ralls Corp is requesting a Temporary Restraining Order and Preliminary Injunction to enjoin CFIUS from prohibiting Ralls from developing and operating a wind farm in Oregon. Ralls is owned by executives of Sany Group Co., a Chinese company that, among other things, manufactures wind turbine generators. In recent years, CFIUS has tended to be especially cautious with respect to transactions involving China. … Continue Reading

CFIUS Submits Annual Report to Congress

By Sheppard Mullin on January 30, 2012 Posted in CFIUS

By: Thaddeus McBride, Brian Weimer, and Dan Brooks The Committee on Foreign Investment in the United States (“CFIUS” or the “Committee”) recently submitted its annual report to Congress for calendar year 2010. The report, which provides general information on notices filed, reviews and investigations completed by CFIUS during the year, and the types of security arrangements and conditions that the Committee has employed to mitigate national security concerns, reveals that a larger number of reviews are proceeding to the investigation stage and that the Committee is increasingly conditioning its tacit approval of transactions upon the parties’ adoption and implementation of various mitigation measures. … Continue Reading