COMMITTEE ON 

FOREIGN INVESTMENT 

IN THE UNITED STATES 

ANNUAL REPORT 

TO CONGRESS 

Report Period: CY 2019 

PUBLIC / UNCLASSIFIED VERSION 
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CFIUS ANNUAL REPORT TO CONGRESS 

Report Period: CY 2019 
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TABLE OF CONTENTS 

The Committee on Foreign Investment in the United States ............................................... .iii 

SECTION I: COVERED TRANSACTIONS ................................................................................. 1 

Introduction .................................................................................................................................................... 1 

A Information Regarding 2019 Covered Transaction Notices ...................................................................... 2 

B. Specific, Cumulative, and Trend Data for Covered Transactions, Withdrawals, and lnvestigations ........ 3 

C. Information on the Time It Took the Committee to Provide Comments on, or to Accept, Notices ........... 4 

D. Covered Transactions by Business Sector and Country .......................................................................... 5 

1. Covered Transactions by Business Sector of U.S. Companies, 2010-2019 .................. 5 

2. Covered Transactions by Country or Economy, 2017-2019 ......................................... 21 

E. Withdrawn Notices .................................................................................................................................. 25 

F. Mitigation Measures ................................................................................. : .............................................. 26 

G. Perceived Adverse Effects of Covered Transactions ............................................................................. 29 

H. Critical Technologies Pilot Program ........................................................................................................ 33 

1. Information Regarding 2019 Declarations ..................................................................... 33 

2. Declarations by Country or Economy, 2018-2019 ........................................................ 34 

SECTION II: CRITICAL TECHNOLOGIES ............................................................................... 36 

A Whether There Is Credible Evidence of a Coordinated Strategy to Acquire Critical Technology 

Companies ............................................................................................................................................ 36 

1. Key Judgments .............................................................................................................. 36 

2. Summary of Foreign M&A Activity in the United States ................................................ 37 

3. Frequency of Activity by Countries and Companies ..................................................... 37 

B. Whether Foreign Governments Used Espionage Activities to Obtain Commercial Secrets Related to 

Critical Technologies ............................................................................................................................. 38 

1. Key Finding .................................................................................................................... 38 

SECTION Ill: FOREIGN DIRECT INVESTMENT IN THE UNITED STATES BY COUNTRIES 

THAT BOYCOTT ISRAEL OR DO NOT BAN TERRORIST ORGANIZATIONS ...................... 39 

Introduction .................................................................................................................................................. 39 

A Summary of Findings and Conclusions of Study .................................................................................... 39 

8. Study Methodology ................................................................................................................................. 40 

C. Detailed Findings of Study ..................................................................................................................... .41 

APPENDIX .................................................................................................................................................. 43 
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ii 
The Committee on Foreign Investment in the United States 

Authority and Composition 

The Committee on Foreign Investment in the United States (CFIUS or the Committee) is an 

interagency body of the U.S. Government that is authorized by law to review certain transactions 

involving foreign investment in the United States. The review is solely to determine the effect of 

the transaction on the national security of the United States. 

CFIUS member agencies include the Departments of Treasury (chair), State, Defense, Justice, 

Commerce, Energy, and Homeland Security; the Office of the United States Trade 

Representative; and the Office of Science and Technology Policy within the Executive Office of 

the President. The Office of the Director of National Intelligence and the Department of Labor are 

ex-officio members, and five White House offices are observers. As needed to assess the 

national security effects of a transaction, CFIUS involves other federal government agencies in its 

reviews, such as the Departments of Transportation, Health and Human Services, and 

Agriculture. 

CFI US operates pursuant to section 721 of the Defense Production Act of 1950, as amended 

(Section 721), and as implemented by Executive Order 11858, as amended, and the regulations 

at chapter VIII of title 31 of the Code of Federal Regulations (C.F.R.). 

On August 13, 2018, the Foreign Investment Risk Review Modernization Act of 2018 (FIRRMA) 

was enacted. FIRRMA strengthens and modernizes CFIUS to address national security concerns 

more effectively, including by broadening the authorities of the President and CFIUS to review 

and take action to address any national security concerns arising from certain non-controlling 

investments and real estate transactions involving foreign persons. FIRRMA also made various 

amendments and changes to the CFIUS review process. Certain of the amendments and 

changes took effect immediately upon enactment; others took effect on February 13, 2020, 

including through implementing regulations. 1 

Process 

Generally, prior to the enactment of FIRRMA, parties voluntarily submitted notices of transactions 

to CFIUS. CFIUS also has had, and continues to have, the authority to review pending or 

completed transactions even absent a voluntary notice by the parties if a member of the 

Committee has reason to believe that the transaction is subject to CFIUS jurisdiction and may 

raise national security concerns. 

Until FIRRMA's enactment, CFIUS was required to complete a "review" of a notified transaction 

within 30 days. CFIUS could initiate an "investigation" that could last up to 45 additional days if 

CFIUS determined that it needed additional time to complete its assessment following the 

conclusion of the "review" period. Immediately upon enactment of FIRRMA, the review period 

was extended from 30 days to 45 days. The investigation period remains 45 days. 

FIRRMA modernizes CFIUS's processes to better enable timely and effective reviews of 

transactions falling under its jurisdiction, including by introducing the concept of a declaration-an 

abbreviated notification to which the Committee must respond within a 30-day assessment 

1 Prior to FIRRMA, Section 721 was last amended by the Foreign Investment and National Security Act of 2007 (FINSA). 

iii 
period-as an alternative to a voluntary notice, which has been the traditional means of filing a 

transaction with CFIUS. 

CFIUS will conclude all action with respect to a transaction (i.e., clear it to proceed) if it 

determines that the transaction does not pose any unresolved national security concerns, that any 

national security concerns are adequately addressed by laws other than Section 721 and the 

International Emergency Economic Powers Act, or that mitigation measures agreed to or imposed 

by CFIUS address any unresolved national security concerns. If CFIUS determines that the 

transaction poses unresolved national security concerns, it will refer the transaction to the 

President unless the parties choose to abandon the transaction. The President may suspend or 

prohibit the transaction, including by requiring divestment. By law the President has 15 days after 

completion of CFIUS's investigation to make a decision. The President must publicly announce 

such a decision. 

CFIUS will seek mitigation measures or refer a transaction to the President only after such action 

is justified in a detailed written analysis of the national security risk posed by the transaction. 

CFIUS determinations are confirmed at senior levels by all CFIUS member agencies. 

With limited exceptions, any transaction submitted to CFIUS for review that CFIUS determines is 

subject to its jurisdiction-i.e., a "covered transaction" or equivalent under the regulations at 

chapter VIII of title 31 of the C.F.R.-and for which it concludes all action receives a "safe harbor." 

This means that CFIUS and the President will not subject the transaction to review again, absent 

certain exceptional circumstances. 

By law CFIUS does not publicly disclose information provided to CFIUS by parties to a 

transaction, nor does it reveal the fact that the parties have submitted the transaction for review. 

Critical Technologies Pilot Program 

On October 11, 2018, the Department of the Treasury, as chair of CFIUS, issued temporary 

regulations to protect U.S. companies with critical technologies from potentially harmful foreign 

investments (the Pilot Program). See 83 FR 51322 (October 11, 2018). The Pilot Program 

implemented authorities provided under FIRRMA that expand the scope of transactions subject to 

CFIUS jurisdiction to include certain non-controlling investments in U.S. businesses involved in 

critical technologies. The Pilot Program also implemented a provision in FIRRMA allowing CFIUS 

to require declarations, which the Pilot Program requires for transactions that fall within its scope. 

The Pilot Program commenced on November 10, 2018, and was in effect through February 12, 

2020. It ended on February 13, 2020, when the final FIRRMA regulations were fully implemented. 

See 85 FR 3112 (January 17, 2020). Transactions falling within the scope of the Pilot Program-

"pilot program covered transactions"-were subject to a mandatory declaration (which also could 

be satisfied by filing a written notice). Under the Pilot Program and consistent with FIRRMA, 

CFIUS conducts 30-day assessments of declarations. Upon conclusion of an assessment CFIUS 

can take one of four actions: (1) complete all action with respect to a transaction (i.e., clear it to 

proceed); (2) determine that CFIUS is unable to complete action with respect to the transaction on 

the basis of the declaration; (3) request that the parties to the transaction file a written notice; or 

(4) initiate a unilateral review of the transaction. 

iv 
Information on transactions subject to the Pilot Program is included in the summary data at 

Section I.A and the data on declarations at Section I. I. 2 

This Annual Report 

This CFIUS Annual Report (Annual Report or Report) covers transactions filed with CFIUS in 

calendar year 2019, and thus describes the CFIUS process after certain provisions of FIRRMA 

became effective. 

FIRRMA includes new reporting requirements that became effective 18 months after the 

enactment of FIRRMA (i.e., on February 13, 2020). CFIUS anticipates that information 

responsive to these additional requirements will be provided in the Annual Report for calendar 

year 2020. 

2 The information at Section I.I is included in this Annual Report in an effort to provide an overall summary of transactions that 

CFIUS assessed under the Pilot Program in 2019, even though such declaration information is not required in this Annual Report. 

V 
SECTION I: COVERED TRANSACTIONS 

Introduction 

This section of the Annual Report has been prepared in accordance with the following 

information requirements under Section 721 (m) and as applicable for the reporting period 

(calendar year 2019): 

A. a list of all notices filed and all reviews or investigations completed during the 

period, with basic information on each party to the transaction, the nature of the 

business activities or products of all pertinent persons, information about any 

withdrawal from the process, and any decision or action by the President under 

Section 721; 

B. specific, cumulative, and, as appropriate, trend information on the numbers of 

filings, investigations, withdrawals, and decisions or actions by the President 

under Section 721; 

C. information on the time it took the Committee to provide comments on, or to 

accept, notices submitted under Section 721(b)(1)(C)(i); 

D. cumulative and, as appropriate, trend information on the business sectors 

involved in the filings that have been made and the countries from which the 

investments have originated; 

E. information on whether companies that withdrew a notice to the Committee in 

accordance with Section 721(b)(1)(C)(ii) later refiled the notice, or, alternatively, 

abandoned the transaction; 

F. the types of security arrangements and conditions the Committee has used to 

mitigate national security concerns about a transaction, including a discussion of 

the methods that the Committee and any lead agency are using to determine 

compliance with such arrangements or conditions; and 

G. a detailed discussion of all perceived adverse effects of covered transactions on 

the national security or critical infrastructure of the United States that the 

Committee will take into account in its deliberations during the period before 

delivery of the next report, to the extent possible. 

Sections of the Report below address other information requirements under Section 

721 (m). 

1 
A. Information Regarding 2019 Covered Transaction Notices 

Table 1-1 on the following pages provides a list of all 231 written notices of transactions that 

were filed with CFIUS in 20193 and that CFIUS determined to be "covered transactions" under 

31 C.F.R. part 800 or "pilot program covered transactions" under 31 C.F.R. part 801 (collectively 

referred to herein as covered transactions). The table sets forth information regarding the 

acquirer and the U.S. business that is the subject of the transaction, including the nature of the 

business activities or products, and details on any withdrawal. 

• CFIUS conducted a "review" with respect to the 231 notices of covered transactions that 

were filed in 2019. 

• CFI US conducted a subsequent "investigation" with respect to 113 of those 231 notices. 

• CFIUS concluded action on 28 of the 231 notices after adopting mitigation measures 

pursuant to Section 721 to resolve national security concerns. CFIUS adopted mitigation 

measures to address residual national security concerns with respect to five notices that 

were voluntarily withdrawn and the transactions were abandoned. 

• 30 of the 231 notices were withdrawn. In 15 of these instances, the parties filed a new 

notice in 2019. In three of these instances, the parties filed a new notice in 2020. In eight of 

these instances, the parties withdrew the notice and abandoned the transaction after either 

CFIUS informed the parties that it was unable to identify mitigation measures that would 

resolve its national security concerns or it proposed mitigation measures that the parties 

chose not to accept. In four of these instances, the parties withdrew their notice and 

abandoned the transaction for commercial reasons unrelated to CFIUS review. 

• CFIUS rejected one of the 231 notices for failing to satisfy CFIUS process requirements. 

• CFIUS referred one transaction to the President. The President issued an order prohibiting 

the acquisition of StayNTouch, Inc., a Delaware company, by Beijing Shiji Information 

Technology Co., Ltd., a public company organized under the laws of China. 

• No investigations were subject to an extension under subsection (b)(2)(C)(ii)(I) of Section 

721 (which allows for one 15-day extension of the investigation period in extraordinary 

circumstances). 

3 In a limited number of instances, notices were filed at the end of 2018 and accepted for review in 2019. Those notices are 

accounted for in this Report. 

2 
8. Specific, Cumulative, and Trend Data for Covered Transactions, 

Withdrawals, and Investigations 

From 2010 through 2019, companies filed 1,574 notices of transactions that CFIUS determined 

to be subject to CFIUS jurisdiction under Section 721. Of these 1,574 notices, approximately 2 

percent (30 notices) were withdrawn during the review stage. Approximately 52 percent (810 

notices) resulted in an investigation, and of these approximately 15 percent (240 notices) were 

withdrawn during the investigation stage. Withdrawal of a notice is a function of the particular 

facts and circumstances of the transaction being reviewed by the Committee and is not 

necessarily indicative of a trend. 

A sustained upward trend has continued from 2010 through 2019 in the number of notices filed. 

As shown in Table 1-1, the number of notices of transactions subject to CFIUS jurisdiction 

increased from 93 in 2010 to 231 in 2019. The proportion of notices proceeding to investigation 

in 2019 was approximately 49 percent, down considerably from approximately 69 percent of 

notices in 2018. 

For notices filed after the enactment of FIRRMA on August 13, 2018, the statutory review period 

was extended from 30 to 45 days. This substantially reduced the proportion of notices 

proceeding to investigation in 2019. 

Apart from a general correlation between the number of notices and macroeconomic 

conditions-that is, when economies are strong, transaction quantity tends to increase-the 

information in the table below should not be interpreted as indicative of any particular CFIUS 

trends. CFIUS considers each transaction on a case-by-case basis, and the disposition of any 

particular case-be it withdrawal, closing in review or investigation, or presidential decisiondepends on the particular facts and circumstances of that case. 

3 
Table 1-1. Covered Transactions, Withdrawals, and Presidential Decisions, 2010-2019 

Covered Transactions, Withdrawals, and Presidential Decisions* 

2010-2019 

Number Notices Notices Withdrawn 

Year of Withdrawn Number of During Investigation Presidential 

During Review Investigations Decisions Notices Phase Phase 

2010 93 6 35 6 0 

201 1 111 1 40 5 0 

2012 114 2 45 20 1 

2013 97 3 49 5 0 

2014 147 3 52 9 0 

2015 143 3 67 10 0 

2016 172 6 79 21 1 

2017 237 4 172 70 1 

2018 229 2 158 64 1 

2019 231 0 113 30 1 

Total 1,574 30 810 240 5 .. * This table reports on the d1spos1tion of cases based upon the year in which the transaction was filed with 

CFIUS. This table includes a limited number of updates to some of the historical data; in particular, the 

number of investigations in each of 2013, 2014, and 2015 has been updated by one, and the number of 

notices withdrawn in 2017 has been updated to reflect four withdrawn during review and 70 withdrawn during 

investigation. Please see Section 1-E on page 25 for a discussion of reasons for which parties may seek to 

withdraw a notice. 

C. Information on the Time It Took the Committee to Provide 

Comments on, or to Accept, Notices 

FIRRMA amended Section 721 (m) to include a requirement that the Annual Report provide the 

following information on the timing of certain processes for notices: 

• the average number of business days that elapsed between the date of submission of a 

draft notice and the date on which the Committee provided written comments on the draft 

notice; 

• the average number of business days that elapsed between the date of submission of a 

formal written notice and the date on which the Committee accepted or provided written 

comments on the formal written notice; 

• if the average number of business days for a response by the Committee reported for either 

of the above exceeds 10 business days, an explanation of the causes of such delays, 

including whether such delays are caused by resource shortages, unusual fluctuations in the 

volume of notices, transaction characteristics, or other factors, and an explanation of the 

steps that the Committee anticipates taking to mitigate the causes of such delays and 

4 
otherwise to improve the ability of the Committee to provide comments on, or to accept, 

notices within 10 business days; and 

• the median and average number of days required to complete reviews and investigations. 

For notices filed in 2019, the average number of business days that elapsed between the date 

of submission of a draft notice and the date on which the Committee provided written comments 

on the draft notice was 10.6 days.4 Between December 22, 2018, and January 25, 2019, 

certain Executive Branch agencies were shut down due to a lapse in appropriations. This 

resulted in a backlog of CFIUS filings, and several outliers led to the average number of 

business days slightly exceeding 10 for the calendar year. Over the course of 2019, the 

Committee established processes to monitor this information and related trends and to provide 

written comments on draft notices within 1 O business days. 

For notices filed in 2019, the average number of business days that elapsed between the date 

of submission of a formal written notice and the date on which the Committee accepted the 

formal written notice was 7.8 days. 

The following table provides the above information on median and average number of days 

required to complete reviews and investigations in 2019. 

Table 1-2. Average and Median Days to Complete Reviews and Investigations 

For Covered Transactions in 2019 Average Calendar Median Calendar 

Davs Days 

Closing in review 45 45 

Closing in investigation 85 91 5 

D. Covered Transactions by Business Sector and Country 

1. Covered Transactions by Business Sector of U.S. Companies, 2010-

2019 

The notices of covered transactions filed with CFIUS from 2010 through 2019 involved a wide 

range of industries.6 Approximately three-fourths of the notices were in either the Manufacturing 

sector (635 notices, or 40 percent) or the Finance, Information, and Services sector (572 

notices, or 36 percent). The remainder of the notices were in the Mining, Utilities, and 

Construction sector (232 notices, or 15 percent) and the Wholesale Trade, Retail Trade, and 

Transportation sector (135 notices, or 9 percent). These figures, and those in the tables below 

4 This number is inclusive of all draft notices filed in 2019 regardless of whether the parties made a stipulation. Under FIRRMA and 

the CFIUS regulations that went into effect on February 13, 2020, the Committee shall provide comments within 10 business days of 

the submission of a notice if the parties stipulate that the transaction is covered under the CFIUS regulations. 5 This number may exceed 90 calendar days in some cases because, in certain circumstances, the 45•h calendar day of a review or 

an investigation can fall on a Saturday, Sunday, or public holiday. In those cases, the next business day is considered the final day 

of the review or investigation. 6 In this Report, industry sectors and subsectors are defined using 2012 and 2017 North American Industry Classification System 

(NAICS) codes of the target company. Whenever possible, the NAICS code assigned to each target company is based upon 

information provided by the parties in the notice. If no NAICS code was provided. CFIUS determined the most appropriate NAICS 

code using publicly available information. 

5 
and in Section I.D.2 of this Report, reflect the number of notices filed with CFIUS and are not 

adjusted to account for those transactions that were the subject of more than one notice-i. e., 

where the original notice was withdrawn and then refiled, as discussed in Section I.E of this 

Report. 

The following table and chart provide data by sector and by calendar year of the 1,574 covered 

transaction notices filed with CFIUS from 2010 through 2019. In 2019 the relative proportions of 

notices in each sector did not change dramatically. The greatest number of transactions 

occurred in the Manufacturing sector, accounting for 44 percent of transactions, compared to 35 

percent of transactions in 2017 and 2018. The proportion of notices in the Finance, Information, 

and Services sector remained relatively constant at 39 percent. The proportion of notices in the 

Mining, Utilities, and Construction sector decreased from 21 percent in 2018 to 9 percent in 

2019. The proportion of notices in the Wholesale Trade, Retail Trade, and Transportation 

sector remained the lowest, at 8 percent in 2019. 

6 
Table 1-3. Covered Transactions by Sector and Year, 2010-2019 

Covered Transaction by Sector and Year, 2010-2019 

Finance, Mining, Wholesale 

Trade, Retail Year Manufacturing Information, Utilities, and Trade, and Total 

and Services Construction Transportation 

2010 36 (39%) 35 (38%) 13 (14%) 9 (10%) 93 

2011 49 (44%) 38 (34%) 16 (14%) 8 (7%) 111 

2012 47 (41%) 36 (32%) 23 (20%) 8 (7%) 114 

2013 35 (36%) 32 (33%) 20 (21%) 10 (10%) 97 

2014 69 (47%) 38 (26%) 25 (17%) 15 (10%) 147 

2015 68 (48%) 42 (29%) 21 (15%) 12 (8%) 143 

2016 67 (39%) 68 (40%) 18 {10%) 19(11%) 172 

2017 82 (35%) 108 (46%) 28 {12%) 19 (8%) 237 

2018 80 (35%) 86 (38%) 47 (21%) 16 (7%) 229 

2019 102 (44%) 89 (39%) 21 (9%) 19 (8%) 231 

Total 635 (40%) 572 (36%) 232 (15%) 135 (9%) 1,574 

Graph 1-1. Covered Transactions by Sector and Year (2010-2019) 

Covered Transactions by Sector (2010-2019) 

120 

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C: 

.Q 100 -

u 

(;) 

V) 

C: 

~ 80 

r-

-0 

~ 60 (1J 

> 

0 

u 

0 40 ~ 

(I) 

.D : 

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2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 

- Manufacturing - Finance, Information, and Services 

- Mining, Utilities, and Construction - Wholes.ale Trade, Retail Trade, and Transportation 

7 
Graph 1-2. Proportion of Covered Transactions by Sector and Year (2010-2019) 

Proportion of Covered Transactions by Sector (2010-2019) 

50% 

45% 

40% 

35% 

30% 

25% 

20% 

15% 

10% 

5% 

0% 

2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 

- Manufacturing - Finance, Information, and Services 

- Mining, Utilities, and Construction - Whole5ale Trade, Retail Trade, and Transportation 

8 
Manufacturing Sector 

In 2019, the Manufacturing accounted for44 percent or 102 of the 231 CFIUS notices. Within 

Manufacturing, the subsector with the most notices remained Computer and Electronic Product 

Manufacturing, accounting for 38 percent (39 notices). Other significant subsectors included 

Electrical Equipment, Appliance, and Component Manufacturing, accounting for 16 percent (16 

notices), and Transportation Equipment Manufacturing, accounting for 14 percent (14 notices).7 

Table 1-4. Covered Transactions from the Manufacturing Sector, 2017-2019 

NAICS 2019 % of Total Manufacturing 

Manufacturing Code Notices 2019 2018 2017 2017-2019 

Food Manufacturing 311 1 1% 0% 0% 0% 

Textile Mills 313 3 3% 6% 0% 3% 

Paper Manufacturing 322 1 1% 1% 0% 1% 

Petroleum and Coal 324 0 0% 0% 2% 1% Products Manufacturinci 

Chemical Manufacturing 325 11 11% 18% 20% 16% 

Plastics and Rubber 326 1 1% 4% 2% 2% Products Manufacturinci 

Nonmetallic Mineral 327 2 2% 3% 1% 2% Product Manufacturina 

Primary Metal 

Manufactur 331 1 1% 4% 5% 3% ing 

Fabricated Metal Product 

Manufactur 332 5 5% 1% 7% 5% inci 

Machinery Manufacturing 333 8 8% 10% 10% 9% 

Computer and Electronic 334 39 38% 35% 33% 36% Product Manufacturina 

Electrical Equipment, 

Appliance, and Component 335 16 16% 9% 7% 11% 

Manufacturing 

Transportation Equipment 

Manufacturing 336 14 14% 10% 11% 12% 

Miscellaneous 339 0 0% Manufacturinci 0% 1% 0% 

7 Throughout the Report, figures may not add up to 100 percent due to rounding in presenting summary data. 

9 
Finance, Information, and Services Sector 

In 2019, the Finance, Information, and Services sector accounted for 39 percent or 89 of the 

231 CFIUS notices. Within this sector, Professional, Scientific, and Technical Services 

continued to be the largest subsector, accounting for 42 percent (37 notices). The other 

significant subsector was Telecommunications, accounting for 12 percent (11 notices). 

Table 1-5. Covered Transactions from the Finance, Information, and 

Services Sector, 2017-2019 

Finance, Information, and NAICS 2019 % of Total Finance, Information, and Services 

Services Code Notices 2019 2018 2017 2017-2019 

Publishing Industries 511 7 8% 12% 8% 9% ( except Internet) 

Motion Picture and Sound 

Recording_ 512 0 0% 0% 2% 1% Industries 

Telecommunications 517 11 12% 17% 10% 13% 

Data Processing, Hosting, 518 5 6% 6% 5% 5% and Related Services 

Other Information Services 519 5 6% 6% 4% 5% 

Credit Intermediation and 522 3 3% 0% 3% 2% Related Activities 

Securities, Commodity 

Contracts, and Other 523 6 7% 3% 4% 5% Financial Investments and 

Related Activities 

Insurance Carriers and 

Related 524 2 2% 3% 5% 4% Activities 

Funds, Trusts, and Other 525 1 1% 1% 2% 1% Financial Vehicles 

Real Estate 531 3 3% 3% 8% 5% 

Rental and Leasing 532 0 0% 0% 2% 1% Services 

Lessors of Nonfinancial 

Intangible Assets (except 533 0 0% 0% 2% 1% 

Copyrighted Works) 

Professional, Scientific, and 541 37 42% 29% 37% 36% Technical Services 

Management of Companies 551 2 2% 5% 1% 2% and Enterprises 

Administrative and Support 561 3 3% 6% 1% 3% Services 

Waste Management and 562 0 0% 2% 1% 1% Remediation Services 

Educational Services 61 1 1 1% 3% 0% 1% 

Ambulatory Health Care 621 1 1% 1% 3% 2% Services 

Repair and Maintenance 811 0 0% 0% 3% 1% 

10 
Finance, Information, and NAICS 2019 % of Total Finance, Information, and Services 

Services Code Notices 2019 2018 2017 2017-2019 

Personal and Laundry 812 2 2% 0% 1% 1% Services 

Religious, Grantmaking, 

Civic, Professional, and 813 0 0% 1% 0% 0% 

Similar OrQanizations 

Mining, Utilities, and Construction Sector 

In 2019, the Mining, Utilities, and Construction sector accounted for 9 percent or 21 of the 231 

CFIUS notices. Within this sector, the Utilities subsector accounted for 71 percent of the sector 

(15 notices), a small increase over its 66 percent share in 2018. The Oil and Gas Extraction 

and Mining (except Oil and Gas) subsectors were the next largest, accounting for 10 percent 

(two notices) each. 

Table 1-6. Covered Transactions from the Mining, Utilities, and 

Construction Sector, 2017-2019 

Mining, Utilities, and NAICS 2019 % of Total Mining, Utilities, and Construction 

Construction Code Notices 2019 2018 2017 2017-2019 

Crop Production 111 1 5% 0% 0% 1% 

Oil and Gas Extraction 211 2 10% 11% 18% 13% 

Mining (except Oil and Gas) 212 2 10% 4% 0% 4% 

Support Activities for Mining 213 1 5% 6% 4% 5% 

Utilities 221 15 71% 66% 64% 67% 

Construction of Buildings 236 0 0% 0% 4% 1% 

Heavy and Civil 

Enq 237 0 0% 6% 7% 5% ineerinq Construction 

Specialty Trade Contractors 238 0 0% 6% 4% 4% 

11 
Wholesale Trade, Retail Trade, and Transportation Sector 

In 2019, the Wholesale Trade, Retail Trade, and Transportation sector accounted for 8 percent 

or 19 of the 231 CFIUS notices. Within this sector, the Merchant Wholesalers, Durable Goods 

and Support Activities for Transportation subsectors remained the largest, accounting for 26 

percent (5 notices) each. Merchant Wholesalers, Durable Goods had a modest decline from 44 

percent in 2018. The other significant subsector was Pipeline Transportation, accounting for 16 

percent (three notices). 

Table 1-7. Covered Transactions from the Wholesale, Retail Trade, and 

Transportation Sector, 2017-2019 

Wholesale, Retail Trade, % of Total Wholesale, Retail Trade, and 

NAICS 2019 Transportation 

and Transportation Code Notices 2019 2018 2017 2017-2019 

Merchant Wholesalers, 

Durable Goods 423 5 26% 44% 32% 34% 

Merchant Wholesalers, 

Nondu 424 0 0% 0% 5% 2% rable Goods 

Health and Personal Care 

Stores 446 0 0% 6% 0% 2% 

Miscellaneous Store 453 1 Retailers 5% 0% 0% 2% 

Nonstore Retailers 454 1 5% 0% 0% 2% 

Air Transportation 481 0 0% 0% 5% 2% 

Rail Transportation 482 1 5% 0% 5% 2% 

Water Transportation 483 0 0% 0% 5% 2% 

Transit and Ground 485 1 Passenger Transportation 5% 0% 0% 2% 

Pipeline Transportation 486 3 16% 13% 5% 11% 

Support Activities for 488 5 26% 25% 32% 28% Transportation 

Warehousing and Storage 493 1 5% 13% 0% 6% 

Accommodation 721 1 5% 0% 11% 6% 

12 
Covered Transactions by Business Sector of 

U.S. Companies, 2017-2019 

Table 1-8 on the following pages provides a breakdown by subsector and by the three most 

recent reporting years for the covered transactions cumulatively filed with CFIUS from 2017 

through 2019. 

13 
Table 1-8. Covered Transactions by Business Sector of U.S. Companies, 2017-2019 

4-Digit 3-Digit 2019 % of 3-Digit Corresponding NAICS Code8 

Business Sector NAICS NAICS 3-Digit NAICS Category Notices 2019 2018 2017 2017-2019 

Vegetable and Melon Farming 1112 111 Crop Production 1 100% NIA NIA 100% 

Oil and Gas Extraction 2111 211 Oil and Gas Extraction 2 100% 100% 100% 100% 

Coal Mining 2121 212 Mining (except Oil and Gas) 0 0% 50% NIA 25% 

Metal Ore Mining 2122 212 Mining {except Oil and Gas) 2 100% 50% NIA 75% 

Support Activities for Mining 2131 213 Support Activities for Mining 1 100% 100% 100% 100% 

Electric Power Generation, 2211 221 Utilities Transmission and Distribution 14 93% 97% 83% 92% 

Natural Gas Distribution 2212 221 Utilities 1 7% 0% 6% 3% 

Water, Sewage and Other Systems 2213 221 Utilities 0 0% 3% 11% 5% 

Residential Building Construction 2361 236 Construction of Buildings 0 NIA NIA 100% 100% 

Utility System Construction 2371 237 Heavy and Civil Engineering 

Construction 0 N/A 67% 100% 80% 

Highway, Street, and Bridge 2373 237 Heavy and Civil Engineering Construction Construct 0 N/A 33% 0% 20% ion 

Foundation, Structure, and Building 

Exterior Contractors 2381 238 Specialty Trade Contractors 0 NIA 67% 100% 75% 

Building Equipment Contractors 2382 238 Specialty Trade Contractors 0 NIA 33% 0% 25% 

Fruit and Vegetable Preserving and· 

Specialty 3114 311 Food Manufacturing Food Manufacturina 1 100% NIA NIA 100% 

Fiber, Yarn, and Thread Mills 3131 313 Textile Mills 1 33% 20% NIA 25% 

Fabric Mills 3132 313 Textile Mills 0 0% 80% NIA 50% 

Textile and Fabric Finishing and 3133 313 Textile Mills Fabric Coatina Mills 2 67% 0% N/A 25% 

Pulp, Paper, and Paperboard Mills 3221 322 Paper Manufacturing 0 0% 100% NIA 50% 

Converted Paper Product 

Manufactu 3222 322 Paper Manufacturing rino 1 100% 0% NIA 50% 

8 For cells marked "NIA," there were no transactions corresponding to the 3-digit NAICS code for the given time period. 

14 
4-Digit 3-Digit 2019 % of 3-Digit Corresponding NAICS Code8 

Business Sector 3-Digit NAICS Category NAICS NAICS Notices 2019 2018 2017 2017-2019 

Petroleum and Coal Products 3241 324 Petroleum and Coal Products 

Manufacturing Manufacturing 0 NIA NIA 100% 100% 

Basic Chemical Manufacturing 3251 325 Chemical Manufacturing 3 27% 36% 6% 22% 

Resin, Synthetic Rubber, and Artificial 

Synthetic Fibers and Filaments 3252 325 Chemical Manufacturing 

Manufacturino 2 18% 14% 25% 20% 

Pesticide, Fertilizer, and Other 

Agr 3253 325 Chemical Manufacturing 0 0% 7% 25% 12% icultural Chemical Manufacturino 

Pharmaceutical and Medicine 3254 325 Chemical Manufacturing Manufacturina 4 36% 43% 31% 37% 

Other Chemical Product and 3259 325 Chemical Manufacturing Preparation Manufacturing 2 18% 0% 13% 10% 

Plastics Product Manufacturing 3261 326 Plastics and Rubber Products 

Manufacturing 0 0% 67% 100% 67% 

Rubber Product Manufacturing 3262 326 Plastics and Rubber Products 

Manufacturing 1 100% 33% 0% 33% 

Clay Product and Refractory 3271 327 Nonmetallic Mineral Product 

Manufacturing Manufacturing 1 50% 0% 0% 20% 

Glass and Glass Product 3272 327 Nonmetallic Mineral Product 

Manufacturing Manufactur 1 50% 50% 0% 40% ing 

Cement and Concrete Product 3273 327 Nonmetallic Mineral Product 

Manufacturing Manufacturing 0 0% 0% 100% 20% 

Other Nonmetallic Mineral Product 3279 327 Nonmetallic Mineral Product 

Manufacturing Manufacturing 0 0% 50% 0% 20% 

Iron and Steel Mills and Ferroalloy 

Manufacturing 3311 331 Primary Metal Manufacturing 0 0% 33% 25% 25% 

Alumina and Aluminum Production 3313 331 Primary Metal Manufacturing and Processing 0 0% 67% 25% 38% 

Nonferrous Metal (except Aluminum) 

P 3314 331 Primary Metal Manufacturing 1 100% 0% 25% 25% roduction and Processing 

15 
4-Digit 3-Digit 2019 % of 3-Digit Corresponding NAICS Code8 

Business Sector NAICS NAICS 3-Digit NAICS Category Notices 2019 2018 2017 2017-2019 

Foundries 3315 331 Primary Metal Manufacturing 0 0% 0% 25% 13% 

Architectural and Structural Metals 3323 332 Fabricated Metal Product 

Manufacturing M 1 20% 0% 0% 8% anufacturing 

Hardware Manufacturing 3325 332 Fabricated Metal Product 

M 1 20% 0% 0% 8% anufacturina 

Machine Shops; Turned Product; and 3327 332 Fabricated Metal Product 

Screw 0 0% 0% 33% 17% , Nut, and Bolt Manufacturina Manufacturina 

Coating, Engraving, Heat Treating, 3328 332 Fabricated Metal Product 

and A 2 40% 100% 0% 25% llied Activities Manufacturing 

Other Fabricated Metal Product 3329 332 Fabricated Metal Product 

Manufac 1 20% 0% 67% 42% turing Manufacturing 

Agriculture, Construction, and Mining 

Machinery Manufacturing 3331 333 Machinery Manufacturing 1 13% 0% 13% 8% 

Industrial Machinery Manufacturing 3332 333 Machinery Manufacturing 4 50% 0% 38% 28% 

Commercial and Service Industry 

Machinery Manu 3333 333 Machinery Manufacturing 2 25% 50% 50% 44% facturing 

Ventilation, Heating, Air-Conditioning, 

and Commercial Refrigeration 3334 333 Machinery Manufacturing 

Eauioment Manufacturing 

0 0% 13% 0% 4% 

Metalworking Machinery 

Manufacturina 3335 333 Machinery Manufacturing 1 13% 25% 0% 12% 

Engine, Turbine, and Power 

Transmission Equipment 3336 333 Machinery Manufacturing 

Manufacturing 

0 0% 13% 0% 4% 

Computer and Peripheral Equipment 3341 334 Computer and Electronic Product 

Manufacturing M 4 10% 21% 15% 15% anufacturina 

Communications Equipment 3342 334 Computer and Electronic Product 

Manu 6 15% 14% 19% 16% facturinci Manufacturing 

Audio and Video Equipment 3343 334 Computer and Electronic Product 

Manufac 0 0% 7% 7% 4% turina Manufacturina 

Semiconductor and Other Electronic 3344 334 Computer and Electronic Product 

Comoonent Manufacturino Manufacturino 25 64% 36% 44% 50% 

Navigational, Measuring, Computer and Electronic Product Electromedical, and Control 3345 334 Manufacturing 

4 10% 21% 15% 15% 

Instruments Manufacturina 

16 
4-Digit 3-Digit 2019 % of 3-0igit Corresponding NAICS Code8 

Business Sector NAICS NAICS 3-Digit NAICS Category Notices 2019 2018 2017 2017-2019 

Electrical Equipment Manufacturing 3353 335 Electrical Equipment, Appliance, 

and Component Manu 4 25% 38% 17% 28% facturina 

Other Electrical Equipment and 

3359 335 Electrical Equipment, Appliance, Comoonent Manufacturina 12 75% 50% 83% 72% and Comoonent Manufacturina 

Motor Vehicle Manufacturing 3361 336 Transportation Equipment 

Manufacturina 0 0% 13% 22% 10% 

Motor Vehicle Parts Manufacturing 3363 336 Transportation Equipment 

Manufacturing 2 14% 13% 44% 23% 

Aerospace Product and Parts 3364 336 Transportation Equipment Manufacturing Manufacturing 10 71% 63% 33% 58% 

Railroad Rolling Stock Manufacturing 3365 336 Transportation Equipment 

Manufactur 0 0% 13% 0% 3% ina 

Other Transportation Equipment 3369 336 Transportation Equipment 

Manufacturina Manufacturino 2 14% 0% 0% 6% 

Medical Equipment and Supplies 

Manufacturinci 3391 339 Miscellaneous Manufacturing 0 NIA N/A 100% 100% 

Motor Vehicle and Motor Vehicle 

Merchant Wholesalers, Durable Parts and Supplies Merchant 4231 423 0 0% 0% 17% 6% Wholesalers Goods 

Professional and Commercial 

Equipment Merchant Wholesalers, Durable and Supplies Merchant 4234 423 3 60% 43% 17% 39% Wholesalers Goods 

Household Appliances and Electrical 

Merchant Wholesalers, Durable and Electronic Goods Merchant 4236 423 2 40% 57% 67% 56% Wholesalers Goods 

Chemical and Allied Products 4246 424 Merchant Wholesalers, Merchant Wholesalers Nondurable Goods 0 NIA NIA 100% 100% 

Health and Personal Care Stores 4461 446 Health and Personal Care Stores 0 NIA 100% NIA 100% 

Other Miscellaneous Store Retailers 4539 453 Miscellaneous Store Retailers 1 100% NIA NIA 100% 

Direct Selling Establishments 4543 454 Nonstore Retailers 1 100% NIA NIA 100% 

Nonscheduled Air Transportation 4812 481 Air Transportation 0 NIA NIA 100% 100% 

17 
4-Digit 3-Digit 2019 % of 3-Digit Corresponding NAICS Code8 

Business Sector NAICS NAICS 3-Digit NAICS Category Notices 2019 2018 2017 2017-2019 

Rail Transportation 4821 482 Rail Transportation 1 100% N/A 100% 100% 

Deep Sea, Coastal, and Great Lakes 

Water 4831 483 Water Transportation Transportation 0 N/A N/A 100% 100% 

Other Transit and Ground Passenger 4859 485 Transit and Ground Passenger 

Transportation 1 100% N/A N/A 100% Transportation 

Pipeline Transportation of Crude Oil 4861 486 Pipeline Transportation 1 33% 100% 100% 67% 

Other Pipeline Transportation 4869 486 Pipeline Transportation 2 67% 0% 0% 33% 

Support Activities for Air 

4881 488 Support Activities for 

Transportation 1 20% 25% 33% 27% Transoortation 

Support Activities for Rail 4882 488 Support Activities for 

Transportation 0 0% 0% 17% 7% Transportation 

Support Activities for Water 4883 488 Support Activities for Transportation 3 60% 75% 33% 53% Transportation 

Support Activities for Road 4884 488 Support Activities for 

Transportation 0 0% 0% 17% 7% Transportation 

Freight Transportation Arrangement 4885 488 Support Activities for 1 20% 0% 0% 7% Transportation 

Warehousing and Storage 4931 493 Warehousing and Storage 1 100% 100% N/A 100% 

Software Publishers 5112 511 Publishing Industries (except 7 100% 100% 100% 100% Internet) 

Motion Picture and Video Industries 5121 512 Motion Picture and Sound 

Record 0 N/A N/A 100% 100% ing Industries 

Wired Telecommunications Carriers 5171 517 Telecommunications 0 0% 0% 18% 5% 

Wireless Telecommunications 5172 517 Telecommunications Carriers (except Satellite) 0 0% 0% 9% 3% 

Wired or Wireless 

Telecommunications 5173 517 Telecommunications 6 55% 60% 9% 43% 

18 
4-Digit 3-Digit 2019 % of 3-Digit Corresponding NAICS Code8 

Business Sector 3-Digit NAICS Category NAICS NAICS Notices 2019 2018 2017 2017-2019 

Satellite Telecommunications 5174 517 Telecommunications 3 27% 20% 55% 32% 

Other Telecommunications 5179 517 Telecommunications 2 18% 20% 9% 16% 

Data Processing, Hosting, and 5182 518 Data Processing, Hosting, and 

Re 5 100% 100% 100% 100% lated Services Related Services 

Other Information Services 5191 519 Other Information Services 5 100% 100% 100% 100% 

Nondepository Credit Intermediation 5222 522 Credit Intermediation and Related 2 67% NIA 0% 33% Activities 

Activities Related to Credit 5223 522 Credit Intermediation and Related 1 33% NIA 100% 67% Intermediation Activities 

Securities and Commodity Contracts Securities, Commodity Contracts, 

5231 523 and Other Financial Investments 1 17% 33% 80% 38% Intermediation and Brokerage and Related Activities 

Securities, Commodity Contracts, 

Other Financial Investment Activities 5239 523 and Other Financial Investments 5 83% 67% 20% 62% 

and Related Activities 

Insurance Carriers 5241 524 Insurance Carriers and Related 1 50% 100% 100% 90% Activities 

Agencies, Brokerages, and Other 5242 524 Insurance Carriers and Related 1 50% 0% 0% 10% Insurance Related Activities Activities 

Other Investment Pools and Funds 5259 525 Funds, Trusts, and Other Financial 1 100% 100% 100% 100% Vehicles 

Lessors of Real Estate 5311 531 Real Estate 1 33% 67% 89% 73% 

Activities Related to Real Estate 5313 531 Real Estate 2 67% 33% 11 % 27% 

Automotive Equipment Rental and 

Leas 5321 532 Rental and Leasing Services 0 NIA NIA 100% 100% ina 

Lessors of Nonfinancial Intangible Lessors of Nonfinancial Intangible 

A 5331 533 Assets (except Copyrighted 0 NIA NIA 100% 100% ssets (except Copyrighted Works) Works) 

Architectural, Engineering, and 5413 541 Professional, Scientific, and 

Re 7 19% 28% 43% 30% lated Services Technical Services 

Computer Systems Design and 5415 541 Professional, Scientific, and 

Re 12 32% 44% 25% 32% lated Services Technical Services 

Management, Scientific, and 5416 541 Professional, Scientific, and 

Technica 3 8% 4% 0% 4% l Consultina Services Technical Services 

Scientific Research and Development 5417 541 Professional, Scientific, and 

Services 12 32% 12% 23% 24% Technical Services 

Advertising, Public Relations, and 5418 541 Professional, Scientific, and 

Related Services 1 3% 8% 3% 4% Technical Services 

Other Professional, Scientific, and 5419 541 Professional, Scientific, and 

Techn 2 5% 4% 8% 6% ical Services Technical Services 

Management of Companies and 5511 551 Management of Companies and 

En 2 100% 100% 100% 100% terorises Enterorises 

19 
4-Digit 3-Digit 2019 % of 3-Digit Corresponding NAICS Code8 

Business Sector NAICS NAICS 3-Digit NAICS Category Notices 2019 2018 2017 2017-2019 

Employment Services 5613 561 Administrative and Support 

Serv 0 0% 20% 0% 11% ices 

Investigation and Security Services 5616 561 Administrative and Support 

Services 3 100% 60% 0% 67% 

Other Support Services 5619 561 Administrative and Support 

Services 0 0% 20% 100% 22% 

Waste Treatment and Disposal 5622 562 Waste Management and 

Remediation Services 0 NIA 100% 0% 67% 

Remediation and Other Waste 5629 562 Waste Management and 

Management Services Remediation Serv 0 NIA 0% 100% 33% ices 

Elementary and Secondary Schools 6111 61 1 Educational Services 1 100% 0% NIA 25% 

Technical and Trade Schools 6115 611 Educational Services 0 0% 100% NIA 75% 

Offices of Physicians 6211 621 Ambulatory Health Care Services 0 0% 0% 67% 40% 

Outpatient Care Centers 6214 621 Ambulatory Health Care Services 1 100% 0% 33% 40% 

Other Ambulatory Health Care 

Serv 6219 621 Ambulatory Health Care Services ices 0 0% 100% 0% 20% 

Traveler Accommodation 7211 721 Accommodation 1 100% NIA 100% 100% 

Electronic and Precision Equipment 

Reoair 81 12 811 Repair and Maintenance and Maintenance 0 NIA NIA 33% 33% 

Commercial and Industrial Machinery 

and Equipment (except Automotive 8113 811 Repair and Maintenance and Electronic) Repair and 0 NIA NIA 67% 67% 

Maintenance 

Other Personal Services 8129 812 Personal and Laundry Services 2 100% NIA 100% 100% 

Business, Professional, Labor, Religious, Grantmaking, Civic, 

Political, and Similar Organizations 8139 813 Professional, and Similar 

Orqanizations 

0 NIA 100% NIA 100% 

20 
2. Covered Transactions by Country or Economy, 2017-2019

Table 1-9 organizes covered transaction notices from 2017 through 2019 by the acquirer's home 

country or geographic economy. For this three-year period acquisitions by investors from China 

accounted for 20 percent (140 notices), the largest proportion of notices filed. Investors from 

Japan, Canada, and France ranked second, third, and fourth, respectively, in terms of the 

number of notices filed from 2017 to 2019 with 13.9 percent, 10.6 percent, and 6.9 percent (97, 

74, and 48 notices). In 2019, the highest number of notices were from Japanese investors, 

accounting for 19.9 percent (46 notices). In 2019, China no longer represented the highest 

number of notices, reflecting more than a 50 percent decrease as compared to the notices filed 

in 2018. 

Table 1-9. Covered Transactions by Acquirer Home Country or Geographic Economy, 2017-

2019 

Covered Transactions by Acquirer Home Country or Geographic Economy, 2017-2019 

Country/Economy 2017 2018 2019 Total 

Australia 5 4 11 20 

Austria 2 1 4 7 

Belgium 3 1 0 4 

Bermuda 0 2 2 4 

Brazil 1 0 0 1 

British Virgin Islands 4 0 0 4 

Canada 22 29 23 74 

Cayman Islands 8 2 2 12 

China 60 55 25 140 

Colombia 0 0 1 1 

Denmark 0 3 2 5 

Fiji 0 2 0 2 

France 14 21 13 48 

Germany 7 12 13 32 

Guernsey 1 1 4 6 

Hong Kong 0 0 4 4 

Hungary 1 0 0 1 

India 3 4 3 10 

Ireland 3 1 1 5 

Israel 4 5 2 11 

Italy 2 3 3 8 

Japan 20 31 46 97 

Jersey 3 1 0 4 

Kuwait 2 0 0 2 

Liechtenstein 1 0 0 1 

Luxembourg 2 0 1 3 

Malaysia 0 1 0 1 

Mexico 2 0 0 2 

Netherlands 7 5 6 18 

21 
Covered Transactions by Acquirer Home Country or Geographic Economy, 2017-2019 

Country/Economy 2017 2018 2019 Total 

Norway 2 0 0 2 

Papua New Guinea 1 0 0 1 

Portugal 5 0 1 6 

Qatar 0 1 1 2 

Russia 3 6 1 10 

Saudi Arabia 1 1 3 5 

Singapore 6 5 10 21 

South Africa 2 1 0 3 

South Korea 6 4 10 20 

Spain 1 2 2 5 

Sweden 6 9 7 22 

Switzerland 7 2 4 13 

Taiwan 0 4 4 8 

Thailand 0 0 1 1 

The Bahamas 0 0 1 1 

Turkey 0 2 2 4 

UAE 2 3 4 9 

United Kingdom 18 5 13 36 

Vietnam 0 0 1 1 

Total 237 229 231 697 

Table 1-10 on the following pages shows the geographic concentration of notices in each of the 

four listed industry sectors for the period 2017 to 2019. The Finance, Information, and Services 

sector accounted for approximately 41 percent of all notices. The Manufacturing sector 

accounted for approximately 38 percent of all notices. The Mining, Utilities, and Construction 

sector accounted for approximately 14 percent, and the Wholesale Trade, Retail Trade, and 

Transportation sector accounted for approximately 8 percent. Notices from Canada, China, and 

Japan, which together accounted for approximately 45 percent of the notices from 2017 to 2019, 

were generally consistent with this distribution across sectors. 

22 
Table 1-10. Covered Transactions by Acquirer Home Country or Economy 

and Target Sector, 2017-2019 

Covered Transactions by Acquirer Home Country or Geographic Economy, by Target Sector (2017-2019) 

Finance, Mining, Utilities, Wholesale 

Country/Econom Trade, Retail y Information, Manufacturing and Trade, and Total 

and Services Construction Transportation 

Australia 12 2 3 3 20 

Austria 3 4 0 0 7 

Belgium 3 1 0 0 4 

Bermuda 0 1 0 3 4 

Brazil 0 1 0 0 1 

British Virgin Islands 1 0 3 0 4 

Canada 31 12 24 7 74 

Cayman Islands 6 3 0 3 12 

China 51 70 14 5 140 

Colombia 0 0 1 0 1 

Denmark 1 1 2 1 5 

Fiji 2 0 0 0 2 

France 27 14 5 2 48 

Germany 8 20 3 1 32 

Guernsey 4 2 0 0 6 

Hong Kong 0 4 0 0 4 

Hungary 0 1 0 0 1 

India 4 6 0 0 10 

Ireland 3 2 0 0 5 

Israel 2 8 1 0 11 

Italy 1 7 0 0 8 

Japan 47 35 9 6 97 

Jersey 2 2 0 0 4 

Kuwait 1 0 0 1 2 

Liechtenstein 1 0 0 0 1 

Luxembourg 0 1 1 1 3 

Malaysia 1 0 0 0 1 

Mexico 0 0 0 2 2 

Netherlands 4 7 7 0 18 

Norway 0 1 0 1 2 

Papua New Guinea 0 0 1 0 1 

Portugal 0 0 6 0 6 

Qatar 0 0 0 2 2 

Russia 8 1 0 1 10 

Saudi Arabia 0 5 0 0 5 

Singapore 10 7 2 2 21 

South Africa 0 1 1 1 3 

23 
Covered Transactions by Acquirer Home Country or Geographic Economy, by Target Sector (2017-2019) 

Finance, Mining, Utilities, Wholesale 

Trade, Retail Country/Economy Information, Manufacturing and Trade, and Total 

and Services Construction Transportation 

South Korea 3 10 4 3 20 

Spain 4 1 0 0 5 

Sweden 13 6 0 3 22 

Switzerland 2 6 5 0 13 

Taiwan 1 5 0 2 8 

Thailand 0 1 0 0 1 

The Bahamas 1 0 0 0 1 

Turkey 0 3 1 0 4 

UAE 5 2 2 0 9 

United Kinodom 21 10 1 4 36 

Vietnam 0 1 0 0 1 

Total 283 264 96 54 697 

24 
E. Withdrawn Notices 

Parties may withdraw a notice after acceptance by the Committee only if the Committee 

approves a written request for withdrawal from the parties. Over time, parties have requested 

withdrawals for a number of reasons. For example, in some cases in which the parties are 

unable to address all of the Committee's outstanding national security concerns within the initial 

review period or subsequent investigation period, the parties might request to withdraw and 

refile their notice to provide themselves with additional time to answer questions or to attempt to 

resolve the Committee's national security concerns. In other cases, the parties might request to 

withdraw and refile their notice because a material change in the terms of the transaction 

warrants the filing of a new notice. In still other cases, the parties might request to withdraw 

their notice because they are abandoning the transaction for commercial reasons, or because 

the parties do not want to abide by CFIUS's proposed mitigation, or in light of a CFIUS 

determination to refer the matter to the President. The Committee has established processes to 

track, when appropriate, the status of a withdrawn transaction or interim protections to address 

specific national security concerns identified during the review or investigation of the withdrawn 

transaction. 

In 2019, CFIUS approved the withdrawal of 30 notices. This represents a decrease in 

withdrawals of approximately 55 percent from 2018. Parties did not withdraw any notices during 

the review period and withdrew 30 notices after the commencement of the investigation period. 

In 15 of these instances, the parties filed a new notice in 2019; CFIUS concluded action in six of 

those cases. In eight of these instances the parties withdrew their notice and abandoned their 

transaction after either CFIUS informed them that it was unable to identify mitigation measures 

that would resolve its national security concerns or it proposed mitigation measures that the 

parties chose not to accept. In four of these instances, the parties withdrew their notice and 

abandoned the transaction for commercial reasons unrelated to CFIUS review. In three of 

these instances, the parties filed a new notice in 2020. 

As noted above, the number of withdrawals is a function of the specific facts and circumstances 

of the particular transactions reviewed by the Committee. 

25 
F. Mitigation Measures 

Section 721 (I), as amended by FIRRMA, provides that the Committee may use measures to 

mitigate national security risks both in cases for which CFIUS concludes action (i.e., clears the 

case to proceed) and in cases for which a party to the transaction has voluntarily chosen to 

abandon the transaction. In 2019, CFIUS adopted mitigation measures with respect to 33 

notices of covered transactions (approximately 14 percent of the total number of 2019 notices). 9 

In 2019, CFIUS concluded action after adopting mitigation measures with respect to 28 notices 

of covered transactions ( approximately 12 percent of the 2019 notices). Five CFI US agencies 

served as the U.S. Government (USG) signatories to these measures. 

CFIUS adopted mitigation measures to address residual national security concerns with respect 

to five notices (approximately two percent of the total number of 2019 notices) that were 

voluntarily withdrawn and abandoned. Six CFIUS agencies served as the USG signatories to 

these measures. 

Committee agencies have adopted procedures to evaluate and ensure that parties to a covered 

transaction remain in compliance with any risk mitigation measure under Section 721 that 

CFIUS negotiates with or imposes on the parties. For all mitigation measures executed since 

FINSA became effective, and continuing as explicitly directed under FIRRMA, Treasury, as 

Chair of CFIUS, has designated at least one USG signatory to a mitigation measure as a lead 

agency for monitoring compliance with that measure. Lead agencies carry out their monitoring 

responsibilities on behalf of the Committee and regularly report back to the Committee. In 

addition, in cases where mitigation measures were entered into before FIRRMA's effective date, 

signatories also regularly report to the Committee on compliance with those measures. As 

described below, all lead agencies for monitoring mitigation compliance have implemented 

processes to carry out their responsibilities. 

Mitigation measures negotiated and adopted in 2019 required the businesses involved to take 

specific and verifiable actions, including, for example: 

• prohibiting or limiting the transfer or sharing of certain intellectual property, trade secrets, or 

know-how; 

• establishing guidelines and terms for handling existing or future USG contracts, USG 

customer information, and other sensitive information; 

• ensuring that only authorized persons have access to certain technology; that only 

authorized persons have access to USG, company, or customer information; and that the 

foreign acquirer not have direct or remote access to systems that hold such information; 

• ensuring that only U.S. citizens handle certain products and services, and ensuring that 

certain activities and products are located only in the United States; 

9 Previous Annual Reports have included data only on cases cleared with mitigation (e.g., 29 notices in CY2018). 

26 
• establishing a Corporate Security Committee and other mechanisms to ensure compliance 

with all required actions, including the appointment of a USG-approved security officer or 

member of the board of directors and requirements for security policies, annual reports, and 

independent audits; 

• notifying, for approval, security officers or relevant USG parties in advance of foreign 

national visits to the U.S. business; 

• security protocols to ensure the integrity of goods or software sold to the USG; 

• notifying customers regarding the change of ownership; 

• assurances of continuity of supply for defined periods, and notification and consultation prior 

to taking certain business decisions, with certain rights in the event that the company 

decides to exit a business line. Establishing meetings to discuss business plans that might 

affect USG supply or national security considerations; 

• exclusion of certain sensitive assets from the transaction; 

• ensuring that only authorized vendors supply certain products or services; 

• prior notification to and approval by relevant USG parties in connection with any increase in 

ownership or rights; and 

• divestiture of all or part of the U.S. business. 10 

CFI US agencies use a variety of means to monitor and enforce compliance by the companies 

that are subject to the measures, including: 

• periodic reporting to USG agencies by the companies; 

• on-site compliance reviews by USG agencies; 

• third-party audits or monitors when provided for by the terms of the mitigation measures; 

and 

• investigations and remedial actions if anomalies or breaches are discovered or suspected, 

including the imposition of penalties or unilateral initiation of another review of the covered 

transaction where appropriate. 

Due to the number and complexity of mitigation measures implemented to date, as a general 

matter individual CFIUS agencies monitor compliance through a number of internal procedures, 

including: 

• assigning staff responsibilities for the monitoring of compliance; 

10 Divestiture of all of a U.S. business is an option parties may consent to in lieu of a referral to the President and typically 

effectuated through a withdrawal of the notice and abandonment of the transaction. For this reason, such divestitures are not 

included in data on cases cleared with mitigation. 

27 
• designing tracking systems to monitor required reports; and 

• instituting internal instructions and procedures to ensure that in-house expertise is drawn 

upon to analyze compliance with measures. 

28 
G. Perceived Adverse Effects of Covered Transactions 

Section 721 (m) requires that this Annual Report include a discussion of all perceived adverse 

effects of covered transactions on the national security or critical infrastructure of the United 

States that the Committee will take into account in its deliberations during the period before 

delivery of the next report, to the extent possible. In reviewing a covered transaction, CFIUS 

evaluates all relevant national security considerations identified by its member agencies during 

the pendency of the case and does not conclude action on a covered transaction if there are 

unresolved national security concerns. 

As discussed in the Guidance Concerning the National Security Review Conducted by CFIUS, 

which CFIUS published in the Federal Register on December 8, 2008, and remains relevant for 

the reporting period of this Report, the transactions that CFIUS has thus far reviewed continue 

to present a broad range of national security considerations. CFIUS examines the national 

security considerations to determine whether, in light of the specific facts and circumstances 

related to the transaction, the transaction would adversely affect national security and pose a 

national security risk. Among the considerations presented by transactions reviewed by CFIUS 

are the following: 

Foreign control of U.S. businesses that: 

• provide products and services to an agency or agencies of the U.S. Government, or state 

and local authorities that have functions that are relevant to national security. 

• provide products or services that could expose national security vulnerabilities, including 

potential cyber security concerns, or create vulnerability to sabotage or espionage. This 

includes consideration of whether the covered transaction will increase the risk of 

exploitation of the particular U.S. business's position in the supply chain. 

• have operations, or produce or supply products or services, the security of which may have 

implications for U.S. national security, such as businesses that involve infrastructure that 

may constitute critical infrastructure; businesses that involve various aspects of energy 

production, including extraction, generation, transmission, and distribution; businesses that 

affect the national transportation system; and businesses that could significantly and directly 

affect the U.S. financial system. 

• have access to classified information or sensitive government or government contract 

information, including information about employees. 

• are in the defense, security, and national security-related law enforcement sectors. 

• are involved in activities related to weapons and munitions manufacturing, aerospace, 

satellite, and radar systems. 

• produce certain types of advanced technologies that may be useful in defending, or in 

seeking to impair, U.S. national security, which may include businesses engaged in the 

design and production of equipment or components that have both commercial and military 

applications. Such transactions have included, for example, businesses engaged in the 

29 
design, production, or provision of goods and services involving network and data security. 

They have also included businesses that produce semiconductor manufacturing equipment, 

design integrated circuits, and fabricate integrated circuits, in light of the fact that 

semiconductors are an enabling technology for a range of national security critical devices, 

systems, and functions. They have also included businesses that are in the biotechnology 

sector, given the potential military applications of such technology and the sensitivity of the 

information such companies may collect. 

• engage in the research and development, production, or sale of technology, goods, 

software, or services that are subject to U.S. export controls. 

• are in a field with significant national security implications where there are few alternative 

suppliers or where a loss in U.S. technological competitiveness would be detrimental to 

national security. 

• with respect to the various technologies described above, could facilitate their transfer to 

third parties not directly related to the buyer, to the detriment of national security. 

• have operations or facilities that are in proximity to military or other sensitive USG facilities. 

• hold potentially sensitive data about U.S. persons and businesses that have national 

security importance. 

• otherwise facilitate foreign intelligence collection against U.S. targets. 

Acquisition of control by foreign persons that: 

• are controlled by a foreign government. 

• are from a country with a record on nonproliferation and other national security-related 

matters that raises concerns. 

• have historical records of taking or intentions to take actions that could impair U.S. national 

security. 

• have a history of doing business in sanctioned countries. 

CFIUS reviews all relevant national security considerations and the particular facts and 

circumstances of a transaction to determine whether the transaction will pose a national security 

risk. Among the factors that CFIUS takes into account are the following, listed in Section 721(f): 

1) domestic production needed for projected national defense requirements; 

2) the capability and capacity of domestic industries to meet national defense requirements, 

including the availability of human resources, products, technology, materials, and other 

supplies and services; 

30 
3) the control of domestic industries and commercial activity by foreign citizens as it affects the 

capability and capacity of the United States to meet the requirements of national security; 

4) the potential effects of the proposed or pending transaction on sales of military goods, 

equipment, or technology to any country -

a. identified by the Secretary of State11 -

i. under section 6U) of the Export Administration Act of 1979, as a country that 

supports terrorism; 

ii. under section 6(1) of the Export Administration Act of 1979, as a country of 

concern regarding missile proliferation; or 

iii. under section 6(m) of the Export Administration Act of 1979, as a country of 

concern regarding the proliferation of chemical and biological weapons; 

b. identified by the Secretary of Defense as posing a potential regional military threat to 

the interests of the United States; or 

c. listed under section 309( c) of the Nuclear Non-Proliferation Act of 1978 on the 

"Nuclear Non-Proliferation-Special Country List" (15 C.F.R. Part 778, Supplement 

No. 4) or any successor list; 

5) the potential effects of the proposed or pending transaction on United States international 

technological leadership in areas affecting United States national security; 

6) the potential national security-related effects on United States critical infrastructure, 

including major energy assets; 

7) the potential national security-related effects on United States critical technologies; 

8) whether the covered transaction is a foreign government-controlled transaction, as 

determined under subsection (b)(1 )(B) of Section 721; 

9) as appropriate, and particularly with respect to transactions requiring an investigation under 

subsection (b )( 1 )(B) of Section 721, a review of the current assessment ofa. the adherence of the subject country to nonproliferation control regimes, including 

treaties and multilateral supply guidelines, which shall draw on, but not be limited to, 

the annual report on "Adherence to and Compliance with Arms Control, 

Nonproliferation and Disarmament Agreements and Commitments," required by 

section 403 of the Arms Control and Disarmament Act 

b. the relationship of such country with the United States, specifically on its record on 

cooperating in counter-terrorism efforts, which shall draw on, but not be limited to, 

the report of the President to Congress under section 7120 of the Intelligence 

Reform and Terrorism Prevention Act of 2004 [unclassified]; and 

c. the potential for transshipment or diversion of technologies with military applications, 

including an analysis of national export control laws and regulations; 

10) the long-term projection of United States requirements for sources of energy and other 

critical resources and materials; and 

11 While the Export Administration Act of 1979 was repealed and replaced with the Export Control Act of 2018, CFIUS continues to 

take into account the same national security factors identified under Section 721 (f) of the Defense Production Act as reflected in the 

currently applicable successor laws. 

31 
11) such other factors as the President or the Committee may determine to be appropriate 

generally or in connection with a specific review or investigation. 

In future reporting periods, CFIUS will continue to take into account these national security 

considerations and to consider whether the transactions may have had the above-listed or any 

other adverse effects. 

32 
H. Critical Technologies Pilot Program 

The Pilot Program commenced on November 10, 2018, and had two purposes. First, the Pilot 

Program expanded the scope of transactions subject to review by CFIUS to include, pursuant to 

FIRRMA, certain non-controlling investments by a foreign person in an unaffiliated Pilot 

Program U.S. business that afford the foreign person certain access, rights, or involvement with 

respect to the Pilot Program U.S. business. Second, the Pilot Program implemented FIRRMA's 

mandatory declarations provision for transactions that fall within the specific scope of the Pilot 

Program. 

During the reporting period, declarations were mandatory for control transactions and certain 

non-controlling investments in U.S. businesses that produce, design, test, manufacture, 

fabricate, or develop one or more critical technologies, consistent with the definition set forth in 

FIRRMA, and in connection with certain identified industries (listed in appendix A to 31 C.F.R. 

part 801). 

The Pilot Program authorized CFIUS to take the following actions after assessment of submitted 

declarations: 

• request that the parties file a written notice; 

• inform the parties that the Committee is unable to complete action with respect to the 

transaction on the basis of the declaration; 

• initiate a unilateral review; or 

• notify the parties that the Committee has completed all action under Section 721. 

1. Information Regarding 2019 Declarations 

CFIUS conducted an assessment and took one of the actions outlined above (or, in one case, 

granted a withdrawal) with respect to 94 declarations submitted in 2019 under the Pilot 

Program. 

• CFIUS requested that the parties to 26 declarations file a written notice. 

• CFIUS informed the parties to 32 declarations that the Committee was unable to complete 

action. 

• CFIUS notified the parties to 35 declarations that the Committee had completed all action 

under Section 721. 

• The parties withdrew one declaration for business reasons. 

Table 1-11 on the following page provides cumulative information regarding declarations 

submitted under the Pilot Program. 

33 
Table 1-11. Pilot Program Declarations and Withdrawals 

Pilot Program Declarations and Withdrawals 

2018-2019 

Year Number of Declarations Declarations Withdrawn · 

2018 20 1 

2019 94 1 

Total 114 2 

2. Declarations by Country or Economy, 2018-2019 

Table 1-12 organizes declarations from 2018 through 2019 by country or geographic economy. 

Investors from Japan accounted for the largest proportion of declarations for the two-year period 

with 16.7 percent (19 declarations). Japanese investors also accounted for the most 

declarations each year. Investors from Canada and the United Kingdom accounted for the 

second- and third-most declarations from 2018 to 2019 with 12.2 percent (14 declarations) and 

10.5 percent (12 declarations), respectively. 

Table 1-12. Declarations by Acquirer Home Country or Geographic Economy, 2018-201 9 

Pilot Program Declarations by Acquirer Home Country or Economy, 2018-2019 

Country/Economy 2018 2019 Total 

Bermuda 0 2 2 

Canada 2 12 14 

Cayman Islands 0 5 5 

China 0 3 3 

Colombia 0 1 1 

France 1 2 3 

Germany 2 7 9 

Guernsey 0 1 1 

Hong Kong 1 0 1 

India 0 1 1 

Ireland 0 4 4 

Italy 0 1 1 

Japan 5 14 19 

Jersey 1 3 4 

Luxembourg 0 4 4 

Malaysia 2 0 2 

Mauritius 0 1 1 

Netherlands 0 2 2 

Russia 1 0 1 

Singapore 1 3 4 

South Korea 0 9 9 

34 
Pilot Program Declarations by Acquirer Home Country or Economy, 2018-2019 

Country/Economy 2018 2019 Total 

Sweden 0 2 2 

Switzerland 3 2 5 

Taiwan 0 2 2 

Thailand 0 1 1 

UAE 0 1 1 

United Kingdom 1 11 12 

Total 20 94 114 

35 
SECTION II: CRITICAL TECHNOLOGIES 

Introduction 

This section of the Annual Report has been prepared in accordance with Section 721 (m)(3), 

which requires: 

"(i) an evaluation of whether there is credible evidence of a coordinated strategy by one or 

more countries or companies to acquire United States companies involved in research, 

development, or production of critical technologies for which the United States is a leading 

producer; and 

"(ii) an evaluation of whether there are industrial espionage activities directed or directly 

assisted by foreign governments against private United States companies aimed at 

obtaining commercial secrets related to critical technologies." 

Subsection II-A addresses the requirement laid out in (i), and subsection 11-B addresses the 

requirement laid out in (ii). 

Definitions & Methodologies 

For subsection II-A, CFIUS provides the United States Intelligence Community (USIC) with a list 

of transactions involving one or more critical technologies ( collectively "the 2019 critical 

technology transactions") that the USIC analyzes to determine which transactions, if any, meet 

this Report's definition of a coordinated strategy, as defined in the Appendix. The definition of 

"critical technologies" is set forth in FIRRMA and the CFIUS regulations. See the Appendix for 

this definition. "Critical technology companies" are U.S. companies that CFIUS identified for this 

section of the Report involved in research, development, or production of critical technologies. 

The Appendix also provides the approach used to conduct the analyses required under Section 

721 related to critical technologies. Finally, it lists the agencies and other entities that 

participated in preparing this section of the Report. 

A. Whether There Is Credible Evidence of a Coordinated Strategy to 

Acquire Critical Technology Companies 

1. Key Judgments 

A meaningful summary of the USIC assessment cannot be provided on an unclassified basis. 

However, the USIC considered the unclassified data included in this section in conducting its 

analysis. 

36 
2. Summary of Foreign M&A Activity in the United States 

Using the methodology described in the Appendix, CFIUS reviewed 92 covered transactions 

involving acquisitions of U.S. critical technology companies in 2019. CFIUS agencies and the 

USIC evaluated all relevant transactions for indications of a coordinated strategy, as defined for 

this report, to acquire U.S. critical technologies. 

3. Frequency of Activity by Countries and Companies 

Table 11-1 lists the originating countries for acquisitions of U.S. critical technology companies 

reviewed by CFIUS in 2019. 

Table 11-1: Foreign Acquirers of U.S. Critical Technology in 2019 Notices of Covered Transactions 

Home Countrv or Geooraohic Economy 2019 

Jaoan 20 

Germany 11 

France 7 

Canada 7 

United KinQdom 6 

South Korea 4 

Netherlands 3 

China 3 

Switzerland 3 

Guernsey 3 

Bermuda 2 

Austria 2 

Sweden 2 

Saudi Arabia 2 

Taiwan 2 

SinQaoore 2 

Denmark 2 

Israel 2 

Vietnam 1 

Turkey 1 

Thailand 1 

Cayman Islands 1 

UAE 1 

India 1 

Australia 1 

Ireland 1 

Italy 1 

Total 92 

37 
As shown in Figure 11-1, the largest number of notices filed with CFI US in 2019 involved foreign 

acquisitions of U.S. companies in the Computer and Electronic Product Manufacturing, 

Professional, Scientific, and Technical Services, Transportation Equipment Manufacturing, 

Electrical Equipment, Appliance, and Component Manufacturing, and Machinery Manufacturing 

sectors. 

Figure 11-1: Critical Technology Transactions by Sector of U.S. Target Company, 2019 

25 

~ 20 

~ " 

,. 

~ 1S 

~ 

"Z i 10 

" V 

"' 

~ s 

0 

23 

14 

11 

6 5 

Computer and Professional, Tran,portation Electrical Machinery OlemiUII 

Electronic Scientific, and Equipment Equipment, Manufacturil'li Manufacturinc 

Product Technical Manufacturil'li Appliance, and 

Manufacturine Services Component 

Manufacturil'li 

4 

Publishin1 

Industries 

(9cept 

Internet) 

~ctor of U.S. Taract Company 

4 4 

• 2 2 

Fabricated Men:hant Adnmistrative 

--

Securities. 

Metal Product Wholesalers, and Support Commodity 

Manuf1cturil1i Durable Goods Services Contracts, and 

Other Fln1ncill 

ln ... tments 

and Rel1ted 

Activities 

B. Whether Foreign Governments Used Espionage Activities to Obtain 

Commercial Secrets Related to Critical Technologies 

1. Key Finding 

The USIC judges that foreign governments are extremely likely to use a range of collection 

methods to obtain critical U.S. technologies. 

A 2018 National Counterintelligence and Security Center report to Congress stated that foreign 

economic and industrial espionage against the United States continues to represent a 

significant threat to America's prosperity, security, and competitive advantage. Foreign 

intelligence services and threat actors working on their behalf continue to represent the most 

persistent and pervasive cyber intelligence threat tied to economic espionage and the potential 

theft of U.S. trade secrets and proprietary information. Countries with closer ties to the United 

States also have conducted cyber espionage and other forms of intelligence collection to obtain 

U.S. technology. Federal research institutions, universities, and corporations are regularly 

targeted by online actors seeking all manner of proprietary information. 

38 
SECTION Ill: FOREIGN DIRECT INVESTMENT IN THE UNITED STATES 

BY COUNTRIES THAT BOYCOTT ISRAEL OR DO NOT BAN 

TERRORIST ORGANIZATIONS 

Introduction 

This section of the Annual Report has been prepared in accordance with section 7(c) of FINSA 

(codified at 50 U.S.C. § 4565 n.), which provides: 

(1) STUDY REQUIRED.-Before the end of the 120-day period beginning on the date of 

enactment of this Act and annually thereafter, the Secretary of the Treasury, in consultation 

with the Secretary of State and the Secretary of Commerce, shall conduct a study on foreign 

direct investments in the United States, especially investments in critical infrastructure and 

industries affecting national security, by-

(A) foreign governments, entities controlled by or acting on behalf of a foreign 

government, or persons of foreign countries which comply with any boycott of Israel; 

or 

(8) foreign governments, entities controlled by or acting on behalf of a foreign 

government, or persons of foreign countries which do not ban organizations 

designated by the Secretary of State as foreign terrorist organizations. 

(2) REPORT-Before the end of the 30-day period beginning upon the date of completion 

of each study under paragraph (1) and thereafter in each annual report under section 

721(m) of the Defense Production Act of 1950 (as added by this section), the Secretary of 

the Treasury shall submit a report to Congress, for transmittal to all appropriate committees 

of the Senate and the House of Representatives, containing the findings and conclusions of 

the Secretary with respect to the study described in paragraph (1), together with an analysis 

of the effects of such investment on the national security of the United States and on any 

efforts to address those effects. 

A. Summary of Findings and Conclusions of Study 

• Mergers with, and acquisitions of, U.S. companies (M&A), the main form of FDI into the 

United States, by investors from the countries described in section 7(c)(1) of FINSA that 

were completed between January 1, 2019, and December 31, 2019 ("subject M&A 

transactions"), represent a small percentage of the total number of such FDI flows into the 

United States. 

• The value of subject M&A transactions with publicly reported values was $32.5 billion. As 

described in subsection 111.C below, not all publicly announced transactions are reported 

with dollar values, so the actual value of subject M&A transactions is greater than $32.5 

billion. 

• The subject M&A transactions cover several economic sectors. 

• With respect to each transaction contained in the study, CFIUS: (i) reviewed and concluded 

action under Section 721 with no unresolved national security concerns; (ii) previously 

reviewed and concluded action on a transaction that gave the foreign acquirer control of the 

39 
same U.S. business; or (iii) reviewed the transaction through procedures that CFIUS and its 

member agencies follow regarding those transactions that are not notified to CFIUS (nonnotified transactions). 

B. Study Methodology 

1. Identification of Relevant Countries 

To identify those countries that complied with any boycott of Israel in 2019, as required by the 

statute, the Department of the Treasury consulted with the Departments of State and 

Commerce. In particular, CFIUS examined the "List of Countries Requiring Cooperation with an 

International Boycott," published by the Department of the Treasury (pursuant to section 999 of 

the Internal Revenue Code)12 and reports sent to Congress by the Department of State 

(pursuant to section 564 of the Foreign Relations Authorization Act, FY 1994-95). Based on 

these sources of information, CFIUS interpreted the reporting requirement under section 

7(c)(1)(A) of FINSA to apply to the following countries: Algeria, Iran, Iraq, Kuwait, Lebanon, 

Libya, Qatar, Saudi Arabia, Sudan, Syria, the United Arab Emirates, and Yemen. 

To identify those countries that did not ban foreign terrorist organizations in 2019, CFIUS 

interpreted section 7 ( c )( 1 )(B) of Fl NSA to apply to countries certified by the Department of State 

as "not cooperating fully with United States antiterrorism efforts" (pursuant to section 40A of the 

Arms Export Control Act, as amended). Those countries were Iran, North Korea, Syria, and 

Venezuela. 13 

2. Scope of FOi 

The following types of transactions are included in the study: (i) transactions notified to CFIUS 

under Section 721; (ii) M&A transactions that were not notified to CFIUS but that its member 

agencies reviewed through procedures that each agency has adopted for this purpose; and (iii) 

M&A transactions that resulted in an ownership stake in a U.S. company of at least 10 

percent, 14 as contained in the Thomson ONE database, which is a recognized financial 

database. 

Thomson ONE database: This database is a product of Refinitiv. The transaction information 

contained in this database includes the date of the transaction, the respective countries of origin 

of both the acquirer and the target company, and the economic sector of the target company. 

For most transactions, the Thomson ONE database provides the transaction value and the 

percentage of ownership rights acquired. 

12 81 Fed. Reg. 4739 (Jan. 27, 2016); 81 Fed. Reg. 20720 (Apr. 8, 2016); 81 Fed. Reg. 51,967 (Aug. 5, 2016); 81 Fed. Reg. 87128 

(Dec. 2, 2016); 82 Fed. Reg. 15793 (Mar. 30, 2017); 82 Fed. Reg. 36076 (Aug. 2, 2017); 83 Fed. Reg. 966 (Jan. 8, 2018); 83 Fed. 

Reg. 22751 (May 16, 2018); 84 Fed. Reg. 54730 (October 10, 2019). 13 81 Fed. Reg. 35436 (Jun. 2, 2016), 82 Fed. Reg. 24424 (May 26, 2017), 83 Fed. Reg. 23988 (May 23, 2018); 84 Fed. Reg. 24856 

(May 29, 2019); Note: 85 Fed. Reg. 33772 (June 2, 2020) came into effect after the CY19 reporting period and therefore is not 

applicable to this Report 14 FOi is generally understood to imply ownership of at least 10 percent, a benchmark used by many statistical agencies around the 

world, including the Department of Commerce's Bureau of Economic Analysis, the Council of Economic Advisors (Economic Report 

of the President), the International Monetary Fund, and the Organization for Economic Cooperation and Development. As noted in 

the description of the Thomson ONE database, these sources did not always provide information regarding the acquirer's total 

ownership stake that ii acquired in the U.S. company. Therefore, some of the transactions analyzed in this study may be portfolio 

investments rather than FOi. 

40 
CFIUS did not include in the study those transactions listed in the Thomson ONE database that 

resulted in an ownership stake in a U.S. company of less than 10 percent, where data 

concerning the interest acquired was available. 

C. Detailed Findings of Study 

1. Identification of the Subject M&A Transactions 

The study identified 80 M&A transactions in 2019 involving investors from Kuwait, Lebanon, 

Qatar, Saudi Arabia, and the United Arab Emirates, which are countries that comply with any 

boycott of Israel. 

The study did not identify any M&A transactions in 2019 involving investors from Iran, North 

Korea, Syria, or Venezuela, which are countries identified as not cooperating fully with U.S. 

antiterrorism efforts and which were subject to stringent economic sanctions. 

60 of the 80 identified transactions had reported values. The combined value of the reported 

values is approximately $32.5 billion. Data sources consulted for this study did not report, and 

Treasury staff was unable to determine independently, values for 20 of the 80 transactions 

analyzed. As a result, the value of the 80 transactions is necessarily greater than $32.5 billion. 

Table 111-1 shows the number and aggregate value of the transactions for each of the relevant 

countries. 

Table 111-1. Aggregate Value of Transactions 

Country 2019 Transactions Known Transaction Value ($ million) 

United Arab Emirates 40 

5,956 

Saudi Arabia 18 10,445 

Qatar 12 

15,222 

Kuwait 7 

775 

Lebanon 3 

60 

Total 80 

32,458 

The 80 transactions represent several major sectors of the economy. Table 111-2 shows the 

various sectors represented by the 80 transactions, noting both the number and aggregate 

value of the transactions for each sector. A majority of transactions in the Information 

Technology sector-the largest category represented-was comprised of transactions in the 

Application Software Industry. 

41 
Table 111-2. Industries Represented 

Sector 2019 Transactions Known Transaction Value 

($ million) 

Information Technology 22 12,735 

Real Estate 18 4,446 

Consumer Discretionary 8 1,386 

Enerav 8 898 

Industrials 7 9,467 

Transportation 5 237 

Health Care 4 2,612 

Unknown 3 150 

Utilities 2 247 

Financials 2 280 

Entertainment 1 --

Total 80 32,458 

2. National Security Effects of the Subject M&A Transactions 

Each of the 80 transactions was either formally reviewed by CFIUS pursuant to a voluntary 

notified transaction or pursuant to procedures followed by CFIUS and its member agencies 

regarding non-notified transactions. According to these procedures, CFIUS agencies monitor 

M&A activity and identify those transactions that have not been voluntarily notified to CFIUS, but 

which may present national security considerations. 

If CFIUS believes that a non-notified transaction may raise national security considerations and 

may also be a covered transaction, CFIUS contacts the parties and requests additional 

information regarding the transaction. If CFIUS determines, after evaluating this additional 

information, that the transaction is covered and that it may raise national security 

considerations, CFIUS requests the parties file a notice. In most instances in which CFIUS has 

requested additional information regarding a transaction, the parties responded by filing a 

voluntary notice. However, should the parties decide they will not file a notice after CFIUS 

requests they do so, any CFIUS agency may initiate a review of the transaction. 

42 
APPENDIX 

A. Definition of "Critical Technologies" 

As applicable to the transactions that are the subject of this Annual Report, 31 C.F.R. part 800, 

defines "critical technologies" with reference to U.S. export control regulations, as they were 

determined to be the most reliable and accurate means of identifying critical technologies. 

"§ 800.209 Critical technologies. 

The term critical technologies means: 

(a) Defense articles or defense services covered by the United States Munitions List (USML), 

which is set forth in the International Traffic in Arms Regulations (ITAR) (22 C.F.R. parts 

120-130); 

(b) Those items specified on the Commerce Control List (CCL) set forth in Supplement 

No. 1 to part 774 of the Export Administration Regulations (EAR) (15 C.F.R. parts 730-774) 

that are controlled pursuant to multilateral regimes (i.e., for reasons of national security, 

chemical and biological weapons proliferation, nuclear nonproliferation, or missile 

technology), as well as those that are controlled for reasons of regional stability or 

surreptitious listening; 

(c) Specially designed and prepared nuclear equipment, parts and components, materials, 

software, and technology specified in the Assistance to Foreign Atomic Energy Activities 

regulations (10 C.F.R. part 810); 

(d) Nuclear facilities, equipment, and material specified in the Export and Import of Nuclear 

Equipment and Materials regulations (10 C.F.R. part 110); 

(e) Select agents and toxins specified in the Select Agents and Toxins regulations (7 C.F.R. 

part 331, 9 C.F.R. part 121, and 42 C.F.R. part 73); and 

(f) Emerging and foundational technologies controlled pursuant to section 1758 of the Export 

Control Reform Act of 2018." 

43 
B. Methodology and Data Sources Used to Assess Foreign Acquisitions of U.S. Critical 

Technology Companies 

The definition of critical technologies contained in section 800.209 is specific to the CFIUS 

regulations. Therefore, for purposes of Section II of this Annual Report, CFIUS agencies 

responsible for administering U.S. export control regulations analyzed all covered transactions 

filed with CFIUS in 2019, and their agency's own internal records to identify those U.S. critical 

technology companies that were acquired by, or received significant investments from, foreign 

investors in 2019. Because each export control regulation applies to a specific type of critical 

technology, the amount of information that could be analyzed for Section II of this Annual Report 

was limited. 

31 C.F.R. § 800.209(a): This paragraph pertains to defense articles or defense services 

covered by the United States Munitions List (USML), which is set forth in the International 

Traffic in Arms Regulations (ITAR) (22 C.F.R. parts 120-130). 

Under the provisions of the ITAR, the Department of State regulates robust registration, 

licensing, and compliance processes for any person, whether U.S. or foreign, involved in the 

export or temporary import of a defense article or defense service controlled by the ITAR. This 

approach enabled the Department of State to identify covered transactions in 2019 involving 

U.S. critical technology companies that produce defense articles or services covered under the 

ITAR. 

31 C.F.R. § 800.209(b): This paragraph pertains to those items specified on the Department 

of Commerce's Control List (CCL), which is set forth in Supplement No. 1 to part 774 of the 

Export Administration Regulations (EAR) (15 C.F.R. parts 730-774). The items on the CCL 

are controlled pursuant to multilateral regimes (i.e., for reasons of national security, chemical 

and biological weapons proliferation, nuclear nonproliferation, or missile technology) as well 

as for reasons of regional stability or surreptitious listening. 

31 C.F.R. § 800.209(f): This paragraph pertains to emerging and foundational technologies 

controlled pursuant to section 1758 of the Export Control Reform Act of 2018. 

Firms producing items under the regulations specified in paragraph of 31 C.F.R. 

§ 800.209 are not required to register with the Department of Commerce, but, in many cases, 

must obtain a license from the Department of Commerce to export those items (including 

"deemed exports" to foreign nationals in the United States.) To identify acquisitions of 

companies producing items that fall under this part of the definition, the Department of 

Commerce analyzed all covered transactions filed with CFIUS in 2019 and its internal agency 

records of export license applications and commodity classification requests. 

31 C.F.R. § 800.209(c): This paragraph pertains to specially designed and prepared nuclear 

equipment, parts and components, materials, software, and technology specified in the 

Assistance to Foreign Atomic Energy Activities regulations (1 0 C.F.R. part 810). 

44 
31 C.F.R. § 800.209(d): This paragraph pertains to nuclear facilities, equipment, and 

material specified in the Export and Import of Nuclear Equipment and Materials regulations 

(10 C.F.R. part 110). 

The Department of Energy used a similar approach to that adopted by the Department of 

Commerce. This entailed comparing a list of all covered transactions filed with CFIUS in 2019 

against export authorizations issued under 10 C.F.R. part 810 and export license requests 

issued by the Nuclear Regulatory Commission under 10 C.F.R. part 110. 

31 C.F.R. § 800.209(e): This paragraph pertains to select agents and toxins specified in the 

Select Agents and Toxins regulations (7 C.F.R. part 331, 9 C.F.R. part 121, and 42 C.F.R. 

part 73). 

The agents and toxins specified in this paragraph are generally subject to export controls 

administered by the Department of Commerce. Accordingly, the methodology used by the 

Department of Commerce would be the same as that described above. 

C. Analyzing the Acquisitions of U.S. Critical Technology Companies 

CFIUS agencies addressed parts (i) and (ii) of Section 721 (m)(3) of the Defense Production Act 

of 1950, as amended, by doing the following. 

Analyzing the pattern of M&A of U.S. critical technology companies during 2019, while also 

considering transactions in prior years, as appropriate. 

• CFIUS agencies concentrated on foreign direct investment through M&A of companies 

involved in all critical technologies, regardless of industry. 

• CFIUS agencies did not attempt to evaluate issues relating to other avenues of foreign 

access to U.S. critical technologies, such as licensing, contracting, or other arrangements 

that are not M&A transactions. 

Assessing illicit attempts by government intelligence services of major economic competitors to 

obtain military and dual-use critical technologies. 

• CFIUS agencies did not attempt to evaluate foreign espionage in areas other than dual-use, 

military, or other U.S. critical technologies, or against companies not headquartered in the 

United States. 

• In addition, CFIUS agencies reviewed available information about other countries that have 

historically sought information on critical technologies through the use of those countries' 

intelligence services. 

D. Defining "Coordinated Strategy" for Purposes of Section II of this Annual Report 

CFIUS agencies continue to use the following definition of "coordinated strategy." 

45 
A plan of action reflected in directed efforts developed and implemented by a foreign 

government, in association with one or more foreign companies, to acquire U.S. companies with 

critical technologies. The efforts of a single company in pursuit of business goals, absent 

indications of specific government direction, were not considered to be a coordinated strategy. 

Individual company strategies encompass such business goals as: entry into the U.S. market; 

increased market share, increased sales, access to new technologies, and diversification out of 

mature industries. 

• Examples of suspect behaviors that could be evidence of a coordinated strategy include: 

A pattern of actual or attempted acquisitions of U.S. firms by foreign entities; 

Evidence that specific completed or attempted acquisitions of companies with critical 

technologies had been ordered by foreign governments or foreign governmentcontrolled firms; or 

The provision of narrowly targeted incentives by foreign governments or foreigncontrolled firms (e.g., grants, concessionary loans, or tax breaks), especially 

those that appear to market observers to be disproportionately generous, to 

acquire U.S. firms with critical technologies. 

46 
E. Participating Agencies and Entities - Section II 

Department of Commerce 

• Bureau of Industry and Security 

• International Trade Administration 

• National Telecommunications and Information Administration 

Department of Energy 

• National Nuclear Security Administration 

Nuclear Regulatory Commission 

Department of State 

• Bureau of Economic and Business Affairs 

• Bureau of Political-Military Affairs 

• Bureau of International Security and Nonproliferation 

Department of the Treasury 

Intelligence Community Elements 

• Office of the Director of National Intelligence, National Intelligence Council 

• Air Force Office of Special Investigations 

• Army Counterintelligence Center 

• Central Intelligence Agency 

• Defense Intelligence Agency 

• Federal Bureau of Investigation, National Security Branch 

• Department of Energy, Office of Intelligence and Counterintelligence 

• Department of Homeland Security, Office of Intelligence and Analysis 

• Department of State, Bureau of Intelligence and Research 

• Department of the Treasury, Office of Intelligence and Analysis 

• Marine Corps Intelligence Activity 

• Office of the National Counterintelligence Executive, Community Acquisition Risk Section 

• National Counterterrorism Center 

• National Geospatial-lntelligence Agency 

• National Security Agency 

• Naval Intelligence (Office of Naval Intelligence and Naval Criminal Investigative Service) 

Executive Office of the President 

• Council of Economic Advisors 

• National Security Council 

• Office of Science and Technology Policy 

47 
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48