September 19, 2021

Volume XI, Number 262

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September 17, 2021

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CFIUS Clearance: TELUS International (Cda) Inc. and Lionbridge Technologies, Inc.

Status:  Clearance


Acquirer:  TELUS International (Cda) Inc. (Canada)

Acquired:  Lionbridge AI business of Lionbridge Technologies, Inc. (U.S.)

Value:  US$939 million

Industry:  Artificial Intelligence; Information Services


On December 31, 2020, TELUS International (Cda) Inc., a Canadian publicly traded company (NYSE: TIXT; TSX: TIXT:CA) that provides digital IT solutions and services announced that it “completed the acquisition of Lionbridge AI, the data annotation business of Lionbridge Technologies, Inc., pursuant to the terms of a [November 6, 2020] stock purchase agreement . . . for cash consideration of $939.0 million, subject to post-closing adjustments.” (TELUS International (Cda) Inc. Form F-1, Jan. 8, 2021, SEC Filing.)  “Lionbridge AI annotates data in text, images, videos and audio in more than 300 languages and dialects for technology companies in social media, search, retail and mobile.” (Id.)

In connection with the acquisition, TELUS International (Cda) Inc. and Lionbridge AI “submitted a declaration filing with CFIUS. At the end of its 30-day assessment of the declaration filing, CFIUS requested . . . a joint voluntary notice . . .”  (Id.)  “CFIUS advised [the parties] that the additional review is not directed specifically at [the] acquisition of Lionbridge AI, but is focused on certain commercial relationships TELUS has with certain foreign network infrastructure vendors.” (Id.) As of January 8, 2021, the parties have “submitted the requested joint notice filing and provided additional information requested by CFIUS staff.” (Id.)  “The statutory review period for the joint voluntary notice expires in March 2021. Based on our discussions with CFIUS staff, [Telus] determined we could close the acquisition of Lionbridge AI before the expiry of the 45-day period.” (TELUS Corporation Form 4-F, Ex-99.4, Feb. 11, 2021, SEC Filing.)  “On March 2, 2021, [Telus International] announced the final completion of the December 31, 2020 closing of its previously announced acquisition of 100% interest in Lionbridge AI, following the clearance of the acquisition by the Committee of Foreign Investment in the United States (CFIUS).” (Press Release, Telus Corporation Form 6-K, Ex-99.1, Mar. 2, 2021, SEC Filing.)

© Copyright 2021 Squire Patton Boggs (US) LLPNational Law Review, Volume XI, Number 133
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