| Along with the steady development of Chinese economy and the deepening of the internationalization process,the pace of Chinese enterprises' “going out” has accelerated markedly.In recent years,the United States has become one of the main target countries for Chinese companies to “go global”.After several years of explosive growth,the scale of Chinese companies' investment in the United States has fallen sharply since 2017.The main reason is that the US national security review for foreign mergers and acquisitions is becoming more and more strict.As the United States specifically responsible for foreign security review,the Committee on Foreign Investment in the United States(CFIUS)continues to increase the scope and intensity of the review,especially for mergers and acquisitions activities from Chinese companies.The latest Foreign Investment Risk Review Modernization Act of 2017(FIRRMA)will further increase the difficulty for Chinese companies to invest in the United States.The CFIUS review has become the biggest institutional barrier to the investment process of Chinese companies in the United States to a certain extent.Therefore,it is of theoretical and practical significance to explore the factors and mechanisms that affect the CFIUS review results of Chinese companies.Through the analysis of the relevant bills on the basis of US foreign investment security review,the current status of CFIUS review and the actual status of Chinese companies in the security review,this paper finds that the US foreign investment security review system limits foreign direct investment in many aspects.However,in the actual review,CFIUS did not publish a specific review basis for the case.The US foreign investment security review has many problems such as vague concept definition and opaque review process.In view of the above problems and considering the "special treatment" of Chinese companies in the US foreign investment security review,this paper adopts a wide-ranging collection of mergers and acquisitions of Chinese companies which have been reviewed in the United States in recent years and the final failure of CFIUS review.The combination of multi-case analysis and grounded theory analysis attempts to draw the factors that affect the review and ultimate failure of Chinese companies' investment in the United States,and propose corresponding countermeasures for these problems.Through case analysis and discussion,the conclusions of this paper are as follows: First,the factors affecting the review results can be divided into three aspects: macro level factors,enterprise level factors and transaction level factors,where enterprise level factors are the core of determining different review results.Second,from a macro perspective,the positioning of the US government's relations with China will directly affect the US policies and attitudes toward Chinese investment,and thus affect the final review results and whether the transaction can be completed;from the enterprise level,the sensitivity characteristics of the relationship between the enterprise and the home government and the target enterprise industry plays a decisive role in the completion of the transaction;from the transaction level,the formulation of M&A strategy,the timing of mergers and acquisitions will also have a crucial impact on the review and final transaction results.Third,the international experience accumulated by M&A companies will have a positive adjustment effect on the completion of M&A.Overseas mergers and acquisitions are an important path for enterprises to achieve rapid development.Chinese companies should not give up their investment in the United States due to the tightening of the review.Chinese enterprises can improve the efficiency of mergers and acquisitions and achieve the development of enterprises by establishing professional overseas M&A teams,proactively examining the nature of their own enterprises,adopting corresponding M&A strategies,and paying attention to communication with CFIUS and various US stakeholders. |
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