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CFIUS Filing Clearance: SoftBank Group and GM Cruise Holdings

On May 31, 2018, General Motors Company“entered into a Purchase Agreement with The Vision Fund” of Softbank Group Corp. under which Softbank would invest in GM Cruise Holdings, General Motor Company’s “global segment responsible for the development and commercialization of autonomous vehicle technology.”  (General Motors Company Form 10-K, Feb. 6, 2019, SEC Filing.)  Under the agreement,  SoftBank Investments Holdings (UK) Limited acquired $0.9 billion of convertible preferred shares of GM Cruise Holdings in June 2018 “representing 10.9% of GM Cruise Holdings’ equity at closing.” (Id.)  “When GM Cruise’s autonomous vehicles are ready for commercial deployment, SoftBank is obligated to purchase additional GM Cruise Preferred Shares for $1.35 billion, subject to regulatory approval, after which the GM Cruise Preferred Shares will represent 18.6% of GM Cruise Holdings’ equity.” (Id.)  Following the closing in June 2018 of the initial $0.9 billion investment, the parties agreed to “make a draft joint voluntary notice to CFIUS as soon as practicable” and to use reasonable best efforts to obtain CFIUS Approval.  (Section 5.1, Purchase Agreement, General Motors Company Form 10-Q, Ex-2.1, July 25, 2018, SEC Filing.)  According to a Reuters report on July 5, 2019, GM Cruise acknowledge that CFIUS approval was achieved for the Softbank investment.  (See Reuters, U.S. clears SoftBank’s $2.25 billion investment in GM-backed Cruise, July 5, 2019.)

Status:  Clearance

Acquirer:  SoftBank Group Corp. (Japan)

Acquired:  GM Cruise Holdings (US)

Value:  US$2.25 Billion

Industry:  Transportation; Autonomous Driving


© Copyright 2020 Squire Patton Boggs (US) LLPNational Law Review, Volume IX, Number 196


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