The Committee on Foreign Investment in the United States (CFIUS) reviews foreign investments in US companies to determine whether the investments present any risks to US national security. CFIUS has powers under the Foreign Investment Risk Review Modernization Act (FIRRMA) and its predecessor statutes, including the Defense Production Act (DPA), to stop or even unwind investments that threaten US national security.
BCR regularly advises about CFIUS issues for both US companies raising capital and foreign investors in VC financing, as well as buyers, sellers, and target companies in M&A deals. We have successfully obtained CFIUS approval of numerous investments, using both CFIUS’s traditional “notice” process and its newer “declaration” process. We have worked on both mandatory and voluntary filings. We work cooperatively with corporate counsel for our clients.
In recent years, CFIUS regulations have become more entwined with US export control regulations, including both Commerce Department and State Department regulations. In particular, the test for mandatory CFIUS filings incorporates export control regulations. Accordingly, our CFIUS practice draws on our deep expertise in export controls.