Representatives from nine federal agencies make up CFIUS, an inter-agency committee of the U.S. government. CFIUS reviews and investigates the impact of foreign investments in U.S. companies, projects or assets. The committee has broad authority to impose measures on the transacting party, as a condition to granting approval, in order to mitigate any potential national security risk. Transactions not properly structured to address U.S. national security considerations may be blocked or unwound.
In addition to our strong technical understanding of the current law and procedure, we have proven practical experience in navigating the complex CFIUS process. We successfully obtained clearance in numerous matters across a wide range of industries and jurisdictions, including transactions involving government-owned or -controlled acquirers.
Our interdisciplinary practice includes specific, technical knowledge of key issues in CFIUS filings involving controlled products or technology, including export controls, sanctions and national industrial security procedures. We also engage with other U.S. government agencies on national security matters on behalf of our clients, including the Departments of Treasury, State, Defense, Commerce, Homeland Security and Energy.
Nixon Peabody is well positioned to advise foreign acquirers and U.S. sellers throughout the CFIUS process, including:
- Pre-filing analysis, risk assessment and structuring, including export control impact analysis
- Preparing CFIUS filings, as well as parallel filings to other agencies, such as the U.S. Department of State
- Addressing and negotiating CFIUS provisions in M&A agreements
- Advocating during CFIUS investigations to achieve government objectives in the most cost-effective manner
- Negotiating mitigation agreements
- Pre- and post-closing mitigation agreement implementation and/or third-party verification and validation
- Assistance with developing and negotiating network security agreements, national security agreements or other mitigation agreements
- Preparation, testing and validation of technology control plans
- Large Chinese component manufacturer in its acquisition of a U.S. manufacturer of export-controlled carbon composite products
- One of the largest government-owned Canadian energy providers in its acquisition of a U.S. renewable energy company with various federal government contracts
- Japanese-owned acquirer of large, publicly listed U.S. manufacturer of critical component technologies and sensors used in a wide range of industries, including the defense/aerospace, computer, microelectronics and medical industries
- South Korean buyer in its acquisition of water treatment plants in the U.S.
- The Japanese seller of various U.S. marine container terminals to a non-U.S. buyer
- Spanish infrastructure firm in its acquisition of a U.S. provider of construction and maintenance work on transmission and infrastructure assets
- Scandinavian private equity fund in its acquisition of a controlling interest in a U.S. technology company that develops mobile video collaboration solutions subject to the International Traffic in Arms Regulations (ITAR)
- U.S. manufacturer of components subject to the ITAR being acquired by a French manufacturer partially owned by the French government
- European luxury car manufacturer in its acquisition of a U.S. manufacturer of custom robotics, specialty tooling and remote visual inspection systems
- Malaysian agricultural company owned by the Malaysian government in its acquisition of a U.S. oleochemical company and its related private railway
- Leading European manufacturer of ropes, strapping and twines suited for use in highly advanced applications in its acquisition of a U.S. manufacturer of dynamic and static ropes used in industrial and recreational applications
- French defense contractor in its acquisition of a U.S. provider of aircraft components, Ground Support Test Equipment (GSTE) and aircraft maintenance and repair services