CFIUS CY2025 Report Signals Scrutiny, Slower Reviews
The U.S. foreign-investment committee's latest annual report reveals a significant drop in the success rate for short-form declarations, signaling longer and more uncertain timelines for cross-border transactions.
The Committee on Foreign Investment in the United States (CFIUS) has released its annual report for calendar year 2025, revealing important trends for cross-border dealmakers. While total filings increased, driven by a 21% rise in short-form declarations, the committee's willingness to quickly clear them has fallen sharply. The proportion of declarations cleared within the 30-day assessment period dropped to 66% from 78% in 2024. Correspondingly, CFIUS more frequently requested parties to file a longer, more detailed notice after reviewing a declaration, a trend that can add significant delays to transaction timelines.
Sophisticated counsel should note the heightened scrutiny in key strategic sectors, with a significant increase in notices for deals involving semiconductor and aerospace companies. The data also suggests that transactions involving Chinese investors continue to face a complex path, with a high number of notices withdrawn and refiled. Withdrawn notices overall increased, and more deals were abandoned due to unresolved national security risks. These trends underscore the importance of early, thorough assessments of potential CFIUS risks and careful strategic planning around the filing process, as the faster declaration route has become a less certain path to timely clearance.