On July 11, 2025, President Trump took the unusual—but no longer rare—step of issuing a divestment order (the Order) on the basis of a recommendation from the Committee on Foreign Investment in the United States (CFIUS). The Order directs the unwinding of the February 2020 acquisition of Jupiter Systems, LLC (Jupiter) by Chinese Company Suirui Group Co., Ltd. (Suirui). Jupiter is a supplier of video-wall processors and other audiovisual equipment, including to the U.S. government and military. CFIUS reviewed and investigated the transaction and reportedly identified national security risks stemming from Suirui’s ownership of Jupiter, related to the potential compromise of Jupiter products used in military and critical infrastructure environments.
The Order
Key provisions of the Order require that:
- Suirui divest all interests and rights in Jupiter and its assets within 120 days of the order;
- Jupiter hold no interest or rights in any assets or operations of Jupiter’s Chinese subsidiaries acquired or created after the completion of the transaction;
- Until divestment is completed, the parties do not make changes to the Jupiter ownership or legal structure, or transfer any tangible, intangible, or financial assets of Jupiter in a manner that would materially impede compliance with the Order; and
- Until divestment is completed, Suirui not access Jupiter’s nonpublic source code, nonpublic technical information, information technology systems, products, parts and components, books and records, or facilities in the U.S.
The unwinding will be closely monitored by CFIUS, with the parties required to make continual and numerous certifications to CFIUS regarding efforts to comply with the Order.
Key Takeaways
Parties undertaking transactions that are potentially subject to CFIUS jurisdiction should take note of a striking aspect of the Jupiter blocking order: the acquisition closed in February 2020 (without a filing) but CFIUS moved to unwind the deal more than five years later. A look back of this length is certainly unprecedented within the context of presidential blocks and underscores that CFIUS’s jurisdiction does not expire post-closing. In fact, a transaction that might otherwise be considered long settled remains exposed to CFIUS intervention if CFIUS learns of the transaction and its particulars years later, asserts jurisdiction, and determines there are potential national security risks associated with the transaction, perhaps in response to a changing geopolitical climate.
While the lion’s share of non-filed transactions under CFIUS’s jurisdiction will never be reevaluated by CFIUS, a select few—particularly those with sensitive products and/or investors disfavored by CFIUS, such as those from China—will carry enduring risk, even years after completion. As a result, the message is clear: prior silence from CFIUS does not mean safety from future scrutiny.
The Bigger Picture
Presidents infrequently have used their authority to block or unwind transactions under section 721 of the Defense Production Act of 1950; they have done so a total of nine other times (see table below), with seven of those nine orders coming within the last 10 years.
However, blocks of proposed transactions, as well as unwinding of long-completed ones, are not as unusual as the number of presidential orders might suggest. Often, when CFIUS has made clear its intent to recommend that the President block a transaction (or force divestment of a completed transaction) parties have abandoned these transactions (or unwound completed transactions) rather than insist on a decision by the President.
Interestingly, some of the recent presidential blocks of transactions suggest an increasingly new tactic by CFIUS—using national security blocks not simply as defensive measures, but as public-facing strategic negotiating tools. For example, both the Nippon Steel deal and the ByteDance/TikTok transaction could be seen in this light, as the orders have not gone into effect on the respective transactions due to court challenges, ongoing negotiations and political dealmaking.
In the case of Nippon Steel, the Biden Administration initially blocked the potential acquisition, but this was eventually reversed and conditionally approved after the Trump Administration reportedly secured a National Security Agreement that required additional U.S. investments by Nippon Steel, guaranteed U.S. leadership in key positions on U.S. Steel’s board and in its management, and the granting of golden-share controls to the U.S. government, presumably giving it vetoes over key U.S. Steel decisions. Similarly, in the case of ByteDance, the initial divestment order remains unresolved, but ostensibly serves as leverage (along with congressional action) in ongoing negotiations with ByteDance over mitigation of national security concerns. Notably, if more frequent blocking activity continues similar to the aforementioned cases, the frequency of unusual outcomes also might increase.
