CFIUS Clearance: Toyota Motor Corp., DENSO Corporation, and the Softbank Group Corp., and Uber Technologies Inc.’s Advanced Technologies Group

Status: Clearance

Acquirer: Toyota Motor Corp., DENSO Corporation, and the Softbank Group Corp. (Japan)

Acquired: Uber Technologies Inc.’s Advanced Technologies Group (U.S.)

Approx. Value: $1 billion

Industry: Autonomous Driving; Artificial Intelligence; Technology Services

On April 18, 2019, Toyota Motor Corp., a Japanese multinational automotive manufacturer, DENSO Corporation a Japanese automotive components manufacturer and the Softbank Vision Fund a UK venture capital firm and affiliate of SoftBank Group Corp., a Japanese publicly traded company (Tokyo: SFTBY), announced a $1 billion investment in Uber’s Advanced Technologies Group, or “ATG.” (See Uber Technologies Inc. Press Release, Toyota, DENSO and SoftBank Vision Fund to Invest $1 Billion in Uber’s Advanced Technologies Group, Apr. 19, 2019.) “In connection with the investment, [Uber] entered into a joint collaboration agreement with Toyota, DENSO, and ATG with respect to next-generation self-driving hardware and the development of self-driving vehicles leveraging technology from each of the parties (the ‘ATG Collaboration Agreement’), which will be effective as of the closing of the transaction.” (Uber Technologies, Inc., Form 424(b)(4), May 13, 2019, SEC Filing.)

Although CFIUS approval is not a condition to the closing of the investment, it is required for SoftBank and Toyota to have the right to appoint one director under the ATG Collaboration Agreement. (Id.) This “joint collaboration agreement with Toyota, DENSO, and ATG with respect to next-generation self-driving hardware and the development of self-driving vehicles . . . became effective as of the closing of the transaction,” and on “July 2, 2019, the investment by the ATG Investors in ATG was consummated.” (Uber Technologies, Inc., Form 10-Q, Aug. 9, 2019, SEC Filing.)

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