CFIUS
Biotechnology
Represented a US-based precommercial biotechnology R&D company developing a system for storing, accessing and computing biological information at scale using hardware and software, with certain government contracts, in a 15% investment from a British Virgin Islands-based investment vehicle owned by a Hong Kong national. The parties submitted a post-closing Notice, which they ultimately withdrew after committing to abandon the transaction and divest the investor’s holdings due to national security concerns that CFIUS determined could not be effectively mitigated by alternative means. A Barbados-based investment company owned by a Canadian and UK citizen agreed to purchase the original investor’s holdings and filed a Declaration, but it terminated the agreement after CFIUS requested a Notice.
Represented a US-based preclinical biotechnology company developing therapies targeting the biological causes of aging in a 22% investment from a UAE-based investor. The parties filed a Declaration, and CFIUS requested a Notice. The parties submitted a Notice, which they withdrew after committing to abandon the original transaction and enter an alternative transaction for a purely passive 8% investment due to national security concerns that CFIUS determined could not be effectively mitigated by alternative means.
Represented a global healthcare company that provides intelligent clinical diagnostic tests to help treat patients, primarily in oncology, in its agreement to form a joint venture (JV) in Japan with a publicly traded corporation and top global investor. The US company will license certain data, technology and services to the JV, including clinical sequencing assays, test algorithms, data platforms and systems for organizing and analyzing data, AI-driven diagnostic and clinical decision support tools, implementation know-how and materials, and de-identified patient data. The JV will perform clinical sequencing for patients in Japan, organize patient data, and build real-world data. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a publicly traded Japanese corporation and top global investor in its purchase of 41% of a US-based development-stage biotech company focused on discovering and developing oncology therapeutics through a protein motion-centered drug discovery pipeline. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review and investigation.
Represented a US biotechnology firm that is developing a prototype wearable device to alleviate symptoms of chronic vertigo and holds certain government contracts in a 40% investment from a British Virgin Islands-organized investment company ultimately owned by a Hong Kong family trust. The parties filed a Notice and abandoned the transaction due to national security concerns CFIUS determined could not be effectively mitigated by alternative means.
Represented a US company developing next-generation technology to model patient tumors for drug response testing and clinical decision-making, with certain government contracts, in a 10% investment from a global UAE-based investment firm. The parties submitted a Declaration, and CFIUS determined that the transaction was not a covered transaction.
Represented a US company developing enzyme-based DNA synthesis technology to improve speed, accuracy and sustainability, with certain government contracts, in investments of 11% from a global ventures platform ultimately owned by a UAE public joint stock company, 9% from a British Virgin Islands-organized investment vehicle owned by a Hong Kong national, and 14% from affiliated investment funds organized in the British Virgin Islands and owned by a Hong Kong national. The parties filed Declarations, and CFIUS requested Notices, which were filed. The UAE-based investor ultimately withdrew its Notice after agreeing to divest its interests down to 5% passive holdings without access to the US company’s facilities, personnel, technology or nonpublic, nonfinancial information, in light of national security concerns that CFIUS determined could not be effectively mitigated by alternative means. The other investors entered into an NSA to abandon their transactions and divest their interests.
Represented a British Virgin Islands-based investment vehicle owned by a Chinese national in its 11% investment in a US company developing synthetic DNA-based digital data storage technology. The parties filed a Declaration, in response to which CFIUS advised it was unable to complete action and that the parties may file a Notice.
Represented a fund controlled by a publicly traded Japanese corporation and top global investor in its purchase of 24% of a US-based company that implements and administers self-funded employer health plans for US employees via a cloud-based SaaS platform. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review.
Energy and renewables
Represented a US company that provides a SaaS platform and attendant services for deploying and managing customized electric vehicle (EV) charging infrastructure, including for government customers, and a mobile app for real-time charger visibility in its acquisition by a France-headquartered multinational public company that focused on energy management and automation. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a South Korean investor in its acquisition of a US software company that deploys artificial intelligence (AI)-driven solar power systems for numerous government facilities and military installations. The Cooley team relied on its experience, insights and relationships with government officials to navigate the buyer through the CFIUS review process, including resolving a last-minute administrative challenge to the transaction. CFIUS cleared the transaction without mitigation.
Represented a US-based engineered materials company that develops energy storage solutions for wearables, portable electronics, electric vehicles and renewable energy applications – supported by National Science Foundation (NSF) and Department of Energy (DOE) grants – in an investment from a Canadian investor. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a wholly owned US subsidiary of a Germany-based global leader in machine tools, laser technology and industrial electronics in its acquisition of a US-based custom manufacturer and supplier of metalized ceramics for the photonics, medical, defense and telecommunications industries, with a focus on microelectronics packaging, including for aerospace and defense companies. CFIUS requested a Notice following the parties’ initial Declaration and cleared the transaction without mitigation after an initial review and investigation.
Represented a US-based renewable energy company that designs photovoltaic solar concentrators for utility-grade thermal power and industrial heat applications – with technology partially funded by grants from the Department of Energy’s National Renewable Energy Laboratory (NREL) and procurement contracts – in its acquisition by a Chinese-owned buyer focused on the development of thermal and biomass power plants, desulfurization projects, and investments in the renewable energy sector. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review and investigation.
Represented a US-based engineered materials company that develops energy storage solutions for wearables, portable electronics, electric vehicles and renewable energy applications – supported by NSF and DOE grants – in an approximately 12% investment from a publicly traded German automative corporation. The parties submitted a Declaration, in response to which CFIUS advised it was unable to complete action and that the parties may file a Notice.
Represented a South Korean fund in its 4% investment in a US-based company that provides a secure platform for real-time health data sharing, along with wearable devices and wellness apps. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Manufacturing
Represented a US-based aluminum additive manufacturing startup that developed a proprietary fabrication process to produce lightweight aluminum components, with certain government contracts, in a 24% investment from a Malaysia-based investment fund. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US-based company with proprietary 3D metal printing technology that manufactures metal parts, provides consulting services on additive manufacturing design and implementation, and holds certain government contracts in 4% investments from a Japanese multinational electronics company and a development bank wholly owned by the Japanese government. The parties submitted Notices, and CFIUS determined that the transaction was not a covered transaction subject to review.
Represented a manufacturer and distributor of precision measuring tools for the oil industry, ultimately owned by a Swiss family, in its majority investment in a US-based company that designs and manufactures oil-free scroll compressors and vacuum pumps primarily for the medical, automotive and aerospace industry, provides products and engineering services, and holds certain government contracts. The parties filed a Declaration, and CFIUS requested a Notice. The parties submitted a Notice and, after CFIUS review and investigation, entered into an NSA requiring the continued supply for government contracts, among other terms and conditions. CFIUS cleared the transaction after execution of the NSA.
Represented a US company that provides on-demand manufacturing services through an online platform used by commercial and government customers in a 2% investment from a German multinational engineering and technology company. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a foreign global 3D printing solutions provider in its acquisition of a US-based developer and manufacturer of 3D printers and rapid prototyping systems that enable users to produce functional prototypes and production parts from computer-aided design (CAD) files. The parties submitted a Notice, and CFIUS cleared the transaction after an initial review and investigation, subject to a supply assurance agreement with the US government.
Represented a foreign buyer in its acquisition of a US-based consulting, systems integration, engineering and program management services firm with a facility security clearance that provides engineering and technology services to federal agencies, including the Federal Aviation Administration (FAA), NASA, and the IRS, as well as major commercial airlines. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review and investigation.
Represented a foreign buyer in its acquisition of a US-based cryogenic pump manufacturer and government contractor serving the Air Force, Navy, Marines and a federal research lab, whose work on processing plants for the liquid natural gas, well services, and industrial gas industries raised national security considerations. CFIUS cleared the transaction without mitigation after an initial review.
Represented a South Korea–based original equipment manufacturer (OEM) that produces and supplies products, technologies and services to automotive customers, in its 5% investment in a US-based pre-revenue company developing thermal imaging technology for automotive and security applications. The parties submitted a Declaration, in response to which CFIUS advised it was unable to complete action and that the parties may file a Notice.
Represented a publicly traded Chinese contract development and manufacturing company in its 18% investment in a US-based chemical technology company that develops continuous manufacturing processes and solutions for the pharmaceutical and fine chemical industries and has government contracts. The parties filed a Notice and abandoned the transaction due to national security concerns CFIUS determined could not be effectively mitigated by alternative means.
Represented a foreign buyer in its acquisition of a US-based laser technology company spun out of a DOD research and development lab. The target’s laser technology supports 2D/3D cutting, remote welding, additive manufacturing and heat treating, and the company contributed to the development of the world’s first laser welding robot. To address national security vulnerabilities associated with the target’s laser technology and various defense contracts, the parties spun out the company’s government contracts and related sensitive technology before closing. CFIUS cleared the transaction without mitigation after an initial review.
Quantum computing and semiconductors
Represented a Netherlands-based corporate VC arm of a German science and technology company in its 5% investment in a US-based spinout of another company formed to develop superconductor technology for quantum and high-speed computing, with certain government contracts. The parties submitted a Declaration, and CFIUS cleared the transaction after an initial review.
Represented a US company developing ion-trap quantum computers, including for government agencies, in a special purpose acquisition company (SPAC) transaction to go public in which two South Korea-based automotive OEMs acquired 0.3% and 0.2%, respectively. The parties also entered into a collaboration agreement to develop quantum computer algorithms for producing advanced automobile materials. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a Germany-based early-stage venture capital fund in its 5% investment in a US-based spinout of another entity formed to develop superconductor technology in the quantum and high-speed computing sector, with certain government contracts. The parties submitted a Declaration, in response to which CFIUS advised it was unable to complete action and that the parties may file a Notice.
Represented a US company developing an ion-trap quantum computer, including for government customers, in investments of 3% from a VC fund ultimately owned by a global electronics firm headquartered in South Korea, 3% from a global ventures platform ultimately owned a United Arab Emirates (UAE)-based public joint stock company, 3% from the VC arm of a France-based global aerospace and defense company, and 2% from a German multinational engineering and technology company. The parties filed Declarations, and CFIUS cleared the investments from the South Korean and German investors after initial review. For the UAE and French investors, CFIUS advised it was unable to complete action and that the parties may file Notices.
Represented a US-based company in its sale of a subsidiary and certain assets to a UK-based public company that provides connectivity solutions for high-speed data transmission. The transferred assets included customizable, silicon-focused solutions for commercial and government customers, such as application-specific integrated circuit design services and system-on-chip connectivity intellectual property (IP) licensing. The parties submitted a Notice and entered into an NSA requiring continued supply for government contracts, among other terms and conditions. CFIUS cleared the transaction after execution of the NSA.
Represented a US company that develops and markets an in-memory computing platform and provides technical support services, including to government customers, in an 11% investment from a Luxembourg-based PE fund. The parties submitted a Declaration, in response to which CFIUS advised it was unable to complete action and that the parties may file a Notice.
Represented a US company that develops and markets an in-memory computing platform and provides technical support services, including to government customers, in a 6% investment from a multilateral development bank established pursuant to an international treaty, of which the US and European Union are members, among other shareholders. The parties submitted a Declaration, and CFIUS determined that the transaction was not a covered transaction.
Represented a US company that develops and markets an in-memory computing platform and provides technical support services, including to government customers, in an 8% investment from a development institution owned by a foreign government public entity that supports German enterprises in emerging markets and developing countries. The parties submitted a Declaration, in response to which CFIUS advised it was unable to complete action and that the parties may file a Notice.
Represented a US-based company that develops engineering solutions and IP in semiconductor products and related technologies, including hardware sensors and software to optimize integrated circuit products’ performance and power, in its sale of certain IP assets to a publicly traded Japanese entity that develops, manufactures and sells semiconductor and display production equipment worldwide. The parties had a preexisting joint development agreement related to some of this transferred IP. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US fabless semiconductor company that develops integrated circuits using radio frequency silicon on insulator technology for millimeter wave applications in commercial telecommunications and has government contracts in its acquisition by a Sweden-based semiconductor company. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a China-based PE fund in its acquisition of a US-based company that makes application-specific integrated circuit products used primarily in automotive imaging. Prior to the transaction, the US company transferred a chip product and related technology supporting multichannel high-definition video compression to a US person. The parties submitted a Notice and abandoned the transaction due to national security concerns CFIUS determined could not be effectively mitigated by alternative means.
Represented a US company that designs, develops and markets high-speed communications integrated circuits for ethernet connectivity in its acquisition by a publicly traded Bermuda-based fabless semiconductor provider of high-performance application-specific standard products. CFIUS requested a Notice following the parties’ initial Declaration and cleared the transaction after an initial review.
Represented a US data center with commercial and government customers in its acquisition of a US provider of retail colocation, managed and web-based services to commercial and state and local government customers and prior majority investments in the acquiror by a US-based investment management firm controlled by a Russian national. The parties abandoned the transaction due to national security concerns CFIUS determined could not be effectively mitigated by alternative means.
Represented a US-based blockchain analysis company that provides compliance and investigation services, software, and training to its customers, including government agencies, in a 3% investment from a Singapore investment company ultimately owned by the government of Singapore. One of the US company’s subsidiaries holds a facility security clearance and certain of the US company’s and its subsidiary’s employees are cleared. The parties submitted a Notice and, after CFIUS review and investigation, entered into an NSA prohibiting the investor from accessing certain protected information, influencing the US company’s data security practices, obtaining any technical information regarding the US company’s products or services, or gaining any additional rights or equity in the US company, among other terms and conditions. CFIUS cleared the transaction after execution of the NSA.
Real estate and infrastructure
Represented a Chinese buyer in its acquisition of high-end hotel properties in major US markets from a US-based seller. CFIUS identified national security concerns related to the properties’ proximity to certain US government facilities and the hotel operators access to guests’ and event attendees’ personal information. To address those concerns, the buyer implemented physical and information technology (IT) security protocols and a third-party monitoring and auditing regime, which were incorporated into a CFIUS Letter of Assurance (LOA) executed by the buyer and the US Department of Justice (DOJ). CFIUS approved the transaction after the execution of the LOA.
Represented a US-based company involved in freight forwarding, trucking and logistics in its acquisition by a China-based investment holding company through its subsidiary, a Bermuda-organized public logistics and freight services company based in Hong Kong. The parties submitted a Notice and, after CFIUS review and investigation, entered into an NSA requiring the appointment of a CFIUS-approved director to the board, the deferral of the acquiror’s rights regarding identified national security matters to a proxy holder, and restrictions on the acquiror’s access to protected data, among other terms and conditions. CFIUS cleared the transaction after execution of the NSA.
Advised a US municipality on CFIUS issues related to a foreign-funded real estate development project in proximity to a federal military installation, including guidance on regulatory requirements and national security risk mitigation.
Represented a global VC firm ultimately owned by a Germany-based global industrial company in its 3.5% investment in a US-based computer storage device manufacturing and software development company with an Israeli parent. The parties submitted a Declaration, and CFIUS cleared the transaction after an initial review.
Represented a Hong Kong-based high-net-worth family office in its acquisition of a 1,000-bed student housing complex in Orlando, Florida. The parties submitted a Notice after filing a Declaration, and CFIUS cleared the transaction without requiring mitigation – a significant accomplishment for a Chinese firm acquiring a nearly $100 million property near multiple US military installations.
Represented a US-based principal investment firm ultimately controlled by Chilean citizens in its acquisition of a 16% interest in the infrastructure solutions business of a publicly traded US company that produces electrical equipment for power transmission, provides specialty welding solutions for corrosion and erosion mitigation to infrastructure providers, and holds certain government contracts. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review.
Software
Represented a US-based company that provides system integration and software engineering services to manage the software development life cycle for state, federal and commercial clients in its majority investment from a publicly traded Australian corporation and global provider of banking, financial, advisory, investment and funds management services. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented the parent of a US-based operating company that develops applications and software with some government end-users in its acquisition by a publicly traded Sweden-based alternative investment firm. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US company offering software consultancy services and custom software solutions in a 30% investment from a Jersey-organized PE fund. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US-based software company that develops and offers a cloud-based satellite-to-ground communications platform, including for government customers, in an 18% investment from a Japan-based public diversified trading, investment and services company. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US-based software company that offers a time series platform for building real-time Internet of Things (IoT), analytics and cloud applications with time-stamped data through an on-premises or cloud solution and holds government contracts in a 7% investment from PE funds based in the British Virgin Islands and Australia. The parties filed a Declaration, and CFIUS requested that they file a Notice. Ultimately, the parties decided to abandon the transaction
Represented a US-based company that provides a SaaS-based digital defense platform for government and commercial customers, combining internet reconnaissance, analytics and automation to support security teams, in a 3.5% investment from a UK electricity and gas utility. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a Cayman Islands-organized affiliate of a Japan-based VC firm in its 1% investment in a US company with certain government contracts, providing open radio access network technology and software-based end-to-end network solutions ensuring adequate coverage and capacity for cellular networks. CFIUS requested a Notice following the parties’ initial Declaration and cleared the transaction without mitigation after an initial review and investigation.
Represented a US-based data analytics software developer that provides applications for sales and service performance management, product intelligence, and back-office operations in its acquisition by an Israel-based global enterprise offering internet-based solutions to capture and analyze unstructured data from customer interactions in real time. The parties submitted a Notice, and the Committee on Foreign Investment in the US (CFIUS) cleared the transaction without mitigation after an initial review and investigation.
Represented a US-based software and big data analytics company that provides a unified platform to collect, correlate and analyze streaming and business data for wireless and cable service providers and other data-intensive businesses in its acquisition by a French company with operations in the security, aeronautics, space, ground transportation and defense industries. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review and investigation.
Represented a US-based software company that provides hybrid data management, integration and analytics solutions for commercial and government customers in its acquisition by a global, public IT services company based in India. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review and investigation.
Represented a US-based corporation that provides behavioral analytics SaaS products to predict customer behavior, including in the government industry, in its acquisition by an Israel-headquartered, publicly traded global enterprise offering software solutions for the customer engagement and financial crime and compliance markets using advanced omnichannel analytics and automation based on an open cloud platform. The parties submitted a Notice, and after CFIUS’ initial review and investigation, the US corporation agreed to implement protections to safeguard data related to its customers and US citizens and residents and a third-party monitoring and auditing regime, formalized in an LOA executed by the parties and the DOJ. CFIUS approved the transaction after the execution of the LOA.
Represented a US-based entrepreneurship platform that provides startups and nonprofits with resources, services and access to customers and capital in its 25% investment from a Cayman Islands-organized fund ultimately owned by a Saudi Arabia-based investment company. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US-based reseller and integrator of third-party IT products and solutions, including for government customers, in its acquisition by the US affiliate of a Jersey-based multinational private equity and investment advisory firm. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US technology company that develops lightweight, wearable spatial computers for interacting with digital content and holds government contracts in a 12% investment from a Cayman Islands investment vehicle ultimately controlled by a Canadian citizen resident in Hong Kong. The parties submitted a Declaration, in response to which CFIUS advised it was unable to complete action and that the parties may file a Notice.
Represented a US technology company that develops lightweight, wearable spatial computers for interacting with digital content and holds government contracts in a 5% investment from a Japan-based telecommunications company. CFIUS requested a Notice following the parties’ initial Declaration and cleared the transaction after an initial review.
Represented a US technology company that develops lightweight, wearable spatial computers for interacting with digital content and holds government contracts in a follow-on investment from a Saudi Arabia-based sovereign wealth fund. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review. In 2019, the parties received CFIUS clearance after filing a Notice for the fund’s issuance of a convertible senior secured note, following a review and investigation.
Represented a US-based systems and services platform startup company focused on computing systems for AI and machine learning applications for commercial and government customers in its 14% investment from a publicly traded Japanese corporation and top global investor. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review and investigation.
Represented a US early-stage startup that develops software for autonomous hardware manufacturing and provides design consulting services in its 17% investment from a Cayman Islands-organized venture investing platform headquartered in Israel. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US company that provides a SaaS platform for operationalizing data management and integration, with cloud and on-premises offerings and certain government customers, in its acquisition by a publicly traded German commercial enterprise software company. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US company focused on AI development using a proprietary learning algorithm and scaling architecture and holding government contracts in a 14% investment from the global VC arm of a Saudi Arabian company. The parties submitted a Notice after filing a Declaration and abandoned the transaction due to national security concerns CFIUS determined could not be effectively mitigated by alternative means.
Represented a private investment fund managed by a Japanese publicly traded corporation and top global investor in its purchase of 22% of a US-based digital mapping company that provides business-to-business custom maps for mobile and web applications – through software-as-a-service (SaaS) and on-premises offerings – using open and proprietary sources. The parties submitted a Notice, and after an initial review and investigation, CFIUS determined the transaction was not a covered transaction subject to review.
Represented a US-based technology company that supports the modernization of government systems through IT and research services in its acquisition by a publicly traded Australian corporation and global provider of banking, financial, advisory, investment and funds management services. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a South Korean fund in its 2% investment in a US-based software company that provides decision support tools through a SaaS platform, helping businesses unify and analyze data from multiple sources, along with related professional services. The investment also contemplated an expanded commercial arrangement with the fund’s ultimate parent and exclusive distributor in South Korea. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US-based data platform provider that delivers data analytics, exploration and insights integrated into departmental applications in a 5% investment from an India-based firm ultimately owned by an Indian citizen. The parties submitted a Declaration, and CFIUS requested a Notice, but the investor was acquired by a US company, and the parties did not proceed with the filing.
Space technology and robotics
Represented a US-based startup that develops spacecraft and related software for on-orbit satellite servicing and maintenance and holds certain government contracts in a 13% investment from the investment arm of a publicly traded German insurance company. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US-based company that designs and develops robotic systems, thermal control, sensing and surface mobility technology for space and extreme environments and holds certain government contracts in its conveyance of the right to appoint one board member to a Luxembourg fund holding 8% of the US company’s equity and established by a Chicago-based VC firm. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US technology company with a facility security clearance that is working with NASA to develop a habitable low Earth orbit station. The company and its foreign partner negotiated an investment and collaboration agreement to develop certain technical and stylistic features of spacesuits and other products for NASA. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a South Korean aerospace corporation, formed as a joint venture between Japanese and French firms and focused on military and industrial IT solutions, in its acquisition of a 30% equity interest in a US-based startup developing electric vertical takeoff and landing aircraft for civil aerial mobility. The startup was spun out of a government-funded R&D business with licensed data and transferring employees. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review and investigation.
Represented a US company that provides remote sensing and Earth observation services from the stratosphere to scientific, commercial and government enterprises in its proposed merger with a publicly traded SPAC majority owned by a Cayman Islands-based fund controlled by a London-headquartered PE firm and its shareholders, two UK citizens and a US citizen. The parties filed a Declaration but ultimately decided to abandon the transaction before CFIUS initiated a review.
Represented a US technology company using foreign investment from a publicly traded South Korean pharmaceutical company to support a NASA project to replace the International Space Station (ISS). The Cooley team advised on export control and CFIUS considerations related to space-qualified technology and managed foreign investor information and governance rights. The financing closed without delay, the parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a fund controlled by a publicly traded Japanese corporation and top global investor in its purchase of 41% of a US-based company that designs, produces, and operates autonomous delivery vehicles using proprietary software, camera, light detection and ranging (lidar) and radar. CFIUS requested a Notice following the parties’ initial Declaration and cleared the transaction without mitigation after an initial review.
Represented a Chinese firm in its proposed acquisition of a US-based robotics software company with customers such as NASA, the US Department of Defense (DOD) and the Defense Advanced Research Projects Agency (DARPA). The parties submitted a Notice, and after review and investigation, CFIUS indicated it would recommend prohibiting the acquisition, upon which the parties abandoned the transaction and withdrew their Notice.
Represented a US company developing autonomous vehicle systems and robotics technologies across multiple industries, as well as related engineering services for government agencies, in its majority acquisition by a US subsidiary of a publicly traded German automative corporation. The target also holds a facility security clearance. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review and investigation.
Represented a US business developing autonomous vehicle software for government and commercial customers in a 5% investment from a German automobile manufacturer. CFIUS requested a Notice after the parties filed a Declaration and cleared the transaction without conditions or mitigation.
Represented a global venture capital firm ultimately owned by a Germany-based global industrial company in its 7% investment in a US company developing and building small autonomous drones and related control software, including for government customers. The parties submitted a Declaration, and CFIUS determined the transaction was not a covered transaction subject to review.
Represented a US-based company that provides next-generation optical phased array technology integrating lidar sensors with 3D perception software for real-time object detection and classification and holds government contracts in a 9% investment from Hong Kong-based investment funds. The parties submitted a Declaration, and CFIUS determined that the transaction was not a covered transaction.
Telecommunications and security
Represented the US-based subsidiary of a UK parent company in its acquisition by a publicly traded Swedish company that offers software solutions for mitigation and security in critical services and infrastructure. The US subsidiary designs and develops video management software and enterprise incident management solutions used by public and private organizations to mitigate physical security and safety risks and optimize operations. CFIUS requested a Notice following the parties’ initial Declaration and cleared the transaction without mitigation after an initial review.
Represented a Luxembourg-based investment fund of a US-based VC firm in its 4% investment in a US early-stage company developing satellite-enabled telecommunication services and planning to operate a constellation of low-cost satellites in medium-earth and highly elliptical orbits. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US-based company that provides anti-phishing SaaS solutions for commercial and government customers in its sale of a majority equity stake to a series of investors led by a Cayman-based private equity fund owned by a UK citizen. The parties abandoned the transaction due to national security concerns CFIUS determined could not be effectively mitigated by alternative means.
Represented a US-based cybersecurity company that provides malware and spear phishing protection for commercial, DOD and other US government customers in its acquisition by a publicly listed enterprise security provider headquartered in London. The US business self-mitigated national security risks with the acquisition by spinning out its government-funded defense R&D business that held a facility security clearance and classified government contracts. CFIUS cleared the transaction without mitigation after an initial review.
Represented a US-based software company that provides an automated cybersecurity solution for breach and attack simulation and has certain government contracts in an 11% investment from an Ireland-based global investment firm focused on the technology sector. The parties submitted a notice and to address national security concerns, entered into a National Security Agreement (NSA) restricting the investor’s access to facilities, information systems and nonpublic technical data, as well as prohibiting influence over operations and management. CFIUS cleared the transaction after execution of the NSA by the parties and the US Department of the Treasury, the DOE and the DOD.
Represented certain subsidiaries of a US entity that develop, operate and lease communication towers, distributed antenna systems and other wireless infrastructure in their acquisition by an Australian-based communications infrastructure company primarily owned by a Canadian public investor. The parties submitted a Declaration, and CFIUS cleared the transaction without mitigation after an initial review.
Represented a US spatial AI startup that uses vehicular crowdsourcing and remote sensing to power high-definition mapping and road intelligence platforms in its acquisition by a subsidiary of a Japan-based global corporation. The parties submitted a Notice, and CFIUS cleared the transaction without mitigation after an initial review.