Ropes & Gray advises both foreign investors and U.S. businesses on the risks presented by the Committee on Foreign Investment in the United States (CFIUS) review process, and represents clients in connection with reviews by CFIUS of potential acquisitions or investments by foreign entities of U.S.-based assets or businesses that might have an impact on national security.
As the recent CFIUS reform legislation has significantly expanded the scope of transactions and investments potentially subject to CFIUS review, foreign investors and U.S. businesses need cross-functional counsel teams with extensive experience advising clients within the industries in which transactions are most commonly subject to CFIUS.
Our success helping clients to navigate the CFIUS review process stems from tailoring an approach that relies on our in-depth understanding of the business and strategic goals of our clients, and our experience with the range of national security issues of concern for the U.S. government. We assist our clients to execute a CFIUS strategy at both the enterprise and the transaction levels. Consistency in approach is key to controlling costs and establishing (or maintaining) our clients’ credibility with CFIUS member agencies.
Our team—which consists of attorneys from our international risk, private equity, M&A, life sciences, and technology practices—routinely advises global investment funds, venture capital firms, sovereign wealth funds, among others, on CFIUS issues in connection with potential investments and acquisitions in the United States, as well as fundraising activities. Our experience spans across a range of sectors, including biotechnology and life sciences, aviation, energy, transportation, chemical, mining, technology, financial services, and manufacturing. We provide CFIUS advice and representation on hundreds of transactions and investments per year, including:
- Transaction/investment-specific CFIUS risk assessments and advice;
- Preparation and negotiation of limited partnership agreements, subscription documents, investors’ rights agreements, and other transaction documents; and
- Preparation of CFIUS submissions and representation in CFIUS review and investigations.
- Represented a Hong Kong-based technology company in connection with its acquisition of a U.S.-based semiconductor advanced packaging business.
- Represented a German headquartered copper manufacturer in connection with its acquisition of a leading, value-added converter, fabricator, processor and distributor of specialized non-ferrous products in North America.
- Represented the only U.S. producer of platinum and palladium in its acquisition by a Russian metal company.
- Represented a large non-U.S. exploration company in connection with its acquisition of a U.S. navigation company.
- Represented a major U.S. chemical company in its acquisition of a U.S.-based subsidiary of a state-owned company based in the Middle East.
- Advised one of the largest manufacturer of copper in China in assessing potential CFIUS risk presented by contemplated investments.
- Advised a biopharmaceutical company based in China and the U.S. on potential CFIUS risk presented by contemplated investments.
- Counsel a U.S. venture capital fund with over $10 billion of assets under management in connection with its foreign funds investments in U.S. critical technology companies.
- Advise a U.K.-based venture capital fund with approximately $10 billion assets under management, in connection with investments in U.S. cybersecurity, semiconductor, artificial intelligence and data analytics companies.
- Counsel for a sovereign wealth fund with over $100 billion in assets on CFIUS risk in connection with its U.S investment strategy.
- Advise a U.K. investment management firm with over $200 billion of assets under management, in connection with its U.S investment strategy.
- CFIUS Issues Final Rules Implementing FIRRMA: Key Changes and Developments (January 2020)
- Key Takeaways from the First Unilateral Controls Issued Pursuant to the Export Control Reform Act (January 2020)
- CFIUS Publishes Proposed FIRMMA Regulations, Part 2: A New Framework for Real Estate Transactions (September 2019)
- CFIUS Publishes Proposed FIRRMA Regulations, Part 1: A Sea Change for Foreign Investments in U.S. Businesses (September 2019)
- “Mid-2019 CFIUS Review—The ‘Calm’ Before the Storm,” Bloomberg Law (July 2019)
- “Cfius takes bold move into enforcement with mitigation fine,” International Financial Law Review (April 2019) (quoted)
- “Grindr, CFIUS And The National Security Risks of Dating,” Law360 (April 2019)
- “The New Wave of Protectionism,” Mergermarket (October 2018) (quoted)
- “CFIUS Pilot Program: Immediate Investment Implications,” Law360 (October 2018)
- “3 Takeaways from New Export Control Act,” Law360 (September 2018) (quoted)
- “Congress Passes Landmark CFIUS Reform Bill,” Ropes & Gray Alert (August 2018)