In December 2012, The Committee on Foreign Investment in the United States (CFIUS) publicly released an unclassified version of its Annual Report To Congress for the calendar year 2011 (Report). The full version of the Report as well as other unclassified reports from the previous five years can be accessed at: http://www.treasury.gov/resource-center/international/foreign-investment/Pages/cfius-reports.aspx.
While the publicly released version of the Report does not disclose detailed information about the transactions, it nevertheless provides valuable information, especially for foreign companies considering acquisitions in the U.S., as to structuring transactions when involving CFIUS clearance.
Overview of CFIUS Review -
CFIUS is an inter-agency committee of the U.S. federal government authorized to review “covered transactions” in order to determine the effect that such transactions may have on the national security of the U.S. CFIUS pays particular attention to transactions involving acquisition of “critical infrastructure” or “critical technologies” of the U.S. CFIUS has authority to issue,monitor and enforcemitigation measures to address any national security concerns and if CFIUS finds that a transaction raises national security concerns, CFIUS notifies the President of the U.S., who can ultimately block a transaction to protect the national security of the U.S.
Originally published in the Summer 2013 issue of The Michigan Business Law Journal.
Please see full report below for more information.