Two Sectors, Two Different Three-Year Patterns Sector 2023 2024 2025
The regulatory framework also differentiates among allied investors. Qualifying investors from Australia, Canada, New Zealand and the United Kingdom can benefit from the excepted-investor provisions, which exclude qualifying transactions from specified portions of the Committee’s expanded jurisdiction. Qualification depends on detailed criteria and must be assessed transaction by transaction; excepted- foreign-state status alone does not make a particular investor an excepted investor. Nor does the framework remove foreign acquirers from those jurisdictions from the CFIUS process. Foreign acquirers from the four excepted foreign states accounted for 26 notices and 21 declarations in 2025, approximately 13% and 15% of the respective filing totals. The figures reinforce that the excepted-investor framework can materially affect the jurisdictional analysis without eliminating the need for transaction-specific CFIUS analysis. For sovereign and other state-linked investors, the practical lesson is not that nationality or government ownership dictates the CFIUS outcome. Government ownership, target characteristics, transaction structure and the rights package need to be evaluated together, including whether the investor qualifies for applicable excepted-investor treatment and whether the rights obtained bring an otherwise non-controlling investment within the Committee’s jurisdiction. Selected 2025 Filing Leaders by Foreign Acquirer Country
Semiconductor & other electronic component manufacturing Aerospace product & parts manufacturing
16 4 17
4 6 13
Real estate presents a third pattern. CFIUS received seven real estate declarations and seven real estate notices in 2025, compared with six declarations and three notices in 2024. The absolute numbers remain small, and the data do not necessarily establish a trend, but the slight increase is worth noting for transactions involving real estate near sensitive government facilities or military installations. The country data require similar care. China illustrates the gap: Chinese foreign acquirers accounted for 33 notices in 2023, 26 in 2024 and 33 in 2025, yet China does not appear among the leading countries on the Committee’s distinct- transaction measure in any of those years. The 2025 figure is a return to the 2023 level, not a spike, and its position in the raw table reflects the methodology rather than a change in the Committee’s posture. Foreign acquirers from major U.S. allies and partners also continued to account for a substantial share of CFIUS activity in 2025. On the Committee’s distinct-transaction measure, which adjusts for refilings and declarations that later became notices, Japan, the United Arab Emirates and Canada were among the leading jurisdictions. The raw country tables use a different methodology. Table I-13, “Covered Transaction Notices by Foreign Acquirer Home Country or Economy, 2023-2025,” counts notices filed by country of the foreign acquirer. A transaction involving multiple foreign acquirers from more than one country can be counted more than once, and refilings can also affect the raw totals. The figures therefore should not be read as a ranking by ultimate ownership or as a clean count of distinct transactions by nationality.
China
Most Notices
Japan
Most Declarations
Japan
Most Acquisitions of Critical Tech
7
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