Page 16 - The CFIUS Book

THE CFIUS BOOK
concern, and is a type of transaction CFIUS typically reviews, you face a high
risk that CFIUS will take your transaction under review.
l *To be Implemented: If you determine that a foreign government holds a significant interest in a buyer that will obtain a significant interest in a U.S. company or that your transaction falls under another mandatory category defined by CFIUS, yours is a mandatory filing. You will be required to submit a “light” filing pursuant to regulations that CFIUS will promulgate by February 2020.
1.1. Question 1: Is Yours a Covered Transaction?
The definition of a covered transaction is extremely broad and contains four major elements: (1) Any transaction (2) by or with a foreign person, which (3) could result in foreign control (4) of any U.S. business.
FIRRMA will add a fifth element as follows: (5) Whether yours is a non-controlling investment in a targeted critical technology or critical infrastructure or in certain real estate located near a sensitive site.
We examine the first four elements in detail below.
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D