When Acquisitions Hit a Red Light: Various "Death Scenarios" of Cross-Border M&A by Tech Giants — Starting from Meta's Blocked Acquisition of Manus
On April 27, 2026, the Office of the Working Mechanism for the Security Review of Foreign Investment of the National Development and Reform Commission issued an official announcement, making a decision to prohibit the US technology giant Meta from acquiring the Chinese AI intelligent agent company Manus (Butterfly Effect), and requiring the parties to revoke the acquisition transaction.
This is the first publicly halted foreign investment acquisition case in the AI field since the implementation of the Measures for the Security Review of Foreign Investment in 2020, and it is also the most severe review conclusion under this framework - "For investments that are prohibited, the investment shall not be implemented."
This transaction, valued at over $2 billion and reached in just over ten days, from its high - profile official announcement in December 2025 to its forced revocation in April 2026, only took four months. Its dramatic turn of events once again exposed the vulnerability of cross - border mergers and acquisitions by technology giants under the spotlight.
In fact, in the past few years, it has not been uncommon for cross - border acquisition transactions between technology giants to be halted midway.
According to the collation by IT Juzi, there have been at least seven landmark cross - border cases that were terminated due to national security, anti - monopoly, or technology sovereignty reviews.
These cases together outline a clear picture: Against the dual backdrop of the ebb of globalization and the awakening of the awareness of technology sovereignty, the "buying spree" of technology giants is encountering unprecedented resistance, and the regulatory veto of a single country is enough to instantly nullify a global transaction worth tens of billions.
National Security Review: From CFIUS to the Chinese Office for the Security Review of Foreign Investment
Case 1: Broadcom's Acquisition of Qualcomm - CFIUS's Unprecedented "Pre - emptive Strike"
In November 2017, Broadcom, a semiconductor giant headquartered in Singapore (in the process of relocating back to the US at that time), launched a hostile acquisition worth $121 billion of its domestic competitor, Qualcomm.
This was originally supposed to be a domestic US transaction, but Broadcom's Singaporean registration status brought it under the jurisdiction of the Committee on Foreign Investment in the United States (CFIUS).
In March 2018, CFIUS took an unprecedented move: Before the transaction was even signed and only at the stage of board of directors' reshuffle, it intervened in the investigation and issued a temporary order to Qualcomm, postponing its general shareholders' meeting.
CFIUS explained in an open letter that it was worried that after Broadcom acquired Qualcomm, it might reduce Qualcomm's investment in 5G R & D, thus allowing Chinese companies to surpass the US in the competition for the next - generation mobile communication standards.
On March 12, 2018, then - President Trump directly signed an executive order, officially prohibiting the acquisition on the grounds of national security. Broadcom subsequently withdrew its offer and terminated its nomination of independent directors.
This was the first time that CFIUS blocked a transaction based on "potential national security risks" before its completion, and it also established the judgment logic of "technological leadership equals national security" for subsequent technology merger and acquisition reviews.
Case 2: MoneyGram - Ant Group's Data Security Setback
In 2017, Ant Group proposed to acquire the US money - transfer service company MoneyGram for approximately $1.2 billion. In January 2018, CFIUS officially rejected the transaction on the grounds of national security and data security.
The core concern of the US side was that MoneyGram held a large amount of financial transaction data of US users, and once it was acquired by a Chinese company, it might pose a national security risk. Ant Group paid a breakup fee of $30 million for this.
This is a landmark case of a Chinese enterprise's cross - border acquisition in the US being blocked by CFIUS, and it also opened the prelude to the "financial data sovereignty" review.
Case 3: ARM - NVIDIA's Shattered "Chip Empire Dream"
In September 2020, NVIDIA announced that it would acquire the British chip architecture company ARM from SoftBank for $40 billion. If this transaction were completed, it would reshape the global semiconductor industry landscape.
However, regulatory authorities in the UK, the EU, and the US all expressed deep concerns about this transaction: As a "neutral supplier" of the global chip architecture, once ARM was acquired by NVIDIA, its open licensing model might be threatened, thereby affecting the security of the global technology supply chain. In February 2022, the two parties announced the termination of the agreement, and NVIDIA paid a breakup fee of $1.25 billion.
Case 4: Manus - Meta's Dispute over "Technological Nationality"
Let's return to the case at the beginning of this article.
Manus was founded by a Wuhan - based team, and its core technology was developed within China. In March 2025, it became an overnight sensation with the "world's first general AI intelligent agent." However, in June 2025, the company moved its headquarters to Singapore and significantly laid off its domestic team. In December, it announced that it would "sell itself" to Meta for over $2 billion.
The regulatory authorities determined that this transaction touched three red lines: The core technology belongs to the restricted - export sensitive category but failed to fulfill the statutory approval procedures; the product training relies on a large amount of data within China, posing compliance risks for data going abroad; the transaction structure attempts to evade Chinese supervision through the path of "domestic R & D + overseas relocation + foreign acquisition."
The uniqueness of the Manus case lies in that it clearly established for the first time the principle that "domestic R & D falls under Chinese jurisdiction" - regardless of how the company's registration location changes, the cross - border transfer of core technology must be subject to review.
This marks China's official entry into the camp of conducting national security reviews on cross - border AI mergers and acquisitions, resonating globally with CFIUS and the UK's investment review system.
Cross - border Game of Anti - monopoly Review: When the Regulation of One Country is Enough to Veto a Global Transaction
Case 5: Qualcomm's Acquisition of NXP - The "One - Vote Veto" of the State Administration for Market Regulation (SAMR) of China
In October 2016, Qualcomm announced that it would acquire NXP Semiconductors, a Dutch automotive and IoT chip giant, for approximately $47 billion. This transaction had obtained anti - monopoly approvals from 8 global jurisdictions, including the US, the EU, and South Korea, except for China.
On July 25, 2018, the final deadline agreed upon for the transaction expired, and the State Administration for Market Regulation (SAMR, formerly the Ministry of Commerce) of China still had not made an approval decision.
On July 26, Qualcomm announced the termination of the transaction and paid NXP a termination compensation of up to $2 billion.
This is one of the largest terminated transactions in the history of global semiconductor mergers and acquisitions, and it is also the first time that a Chinese regulatory authority did not approve a large - scale global transaction that had been approved by other major regulatory authorities.
Although SAMR stated that its decision was based on anti - monopoly concerns, the industry generally believes that the escalation of the China - US trade war in 2018 was the key background factor for the failure of the transaction.
This case profoundly reveals a reality: In global technology mergers and acquisitions, obtaining regulatory approvals from both China and the US has become a necessary condition for the completion of a transaction, and the silence of either side is enough to nullify a transaction worth tens of billions.
Case 6: Intel's Acquisition of Tower Semiconductor - The Failure of the 18 - month Approval Deadline Countdown
In February 2022, Intel announced that it would acquire the Israeli wafer foundry Tower Semiconductor for $5.4 billion, aiming to strengthen its foundry service (IFS) layout.
Since the turnover of both companies within China exceeded 400 million yuan (the old standard for anti - monopoly review filings) and even 800 million yuan (the current standard). Therefore, this transaction automatically fell under the jurisdiction of China's review of concentration of business operators.
However, this transaction failed to obtain the approval of Chinese regulatory authorities within the 18 - month agreement period. On August 16, 2023, the two parties announced the termination of the acquisition, and Intel paid a breakup fee of $353 million for this.
Similar to the Qualcomm - NXP case, the delay in approval by Chinese regulatory authorities once again became the last straw that broke the camel's back for the cross - border semiconductor merger and acquisition. For Intel, this breakup fee was not only a financial loss but also meant that its path of rapid expansion through mergers and acquisitions in its IDM 2.0 strategy encountered setbacks.
Case 7: Microsoft's Acquisition of Activision Blizzard - The "UK Reconstruction" of a $68.7 - billion Transaction
In January 2022, Microsoft announced that it would acquire the game giant Activision Blizzard for $68.7 billion. This transaction had obtained approvals or tacit consents from major regulatory authorities such as the EU and the US FTC (Microsoft won the lawsuit in court), but it suffered a heavy blow in the UK.
On April 26, 2023, the UK Competition and Markets Authority (CMA) issued a final report, officially prohibiting the transaction on the grounds of concerns that Microsoft would monopolize the cloud - gaming market.
Facing this veto, Microsoft did not choose to pay a breakup fee to terminate the transaction but instead chose to restructure the transaction: It stripped the existing and future 15 - year cloud - gaming copyrights of Activision Blizzard to the French game company Ubisoft to eliminate the CMA's concerns about the damage to cloud - gaming competition.
On October 13, 2023, the CMA approved the revised transaction, and Microsoft immediately completed the acquisition.
Although this case did not end in "termination," it profoundly reveals a reality: In cross - border technology mergers and acquisitions, the regulatory veto of a single country is enough to force the transaction parties to restructure the global transaction architecture, and the increase in cost and complexity is essentially the same as "termination."
Technology Export Control: The Territorial Barrier of "National Core Technology"
Case 8: COWIN DST - The "South Korean Technology Export Review" of Focuslight Technologies
In September 2022, Focuslight Technologies, a Chinese listed company, announced that it planned to acquire 100% of the equity of South Korean COWIN DST for 350 million yuan in cash. The latter is mainly engaged in laser lift - off equipment for the display panel industry.
However, the evaluation by the Ministry of Trade, Industry and Energy of South Korea on whether COWIN's technology belongs to "national core technology" took 5 months without a result, resulting in the transaction being unable to be completed within the agreed time. In February 2023, the two parties negotiated to terminate the transaction.
This case reveals another obstacle in cross - border technology mergers and acquisitions: technology export control. Different from national security reviews that focus on "who owns the technology," technology export control focuses on "whether the technology can go abroad."
When the technology of the target enterprise is recognized as a strategic asset by the host country, even if the acquirer and the seller have reached a business agreement, the government - level technology export license may still become an insurmountable barrier.
Trend Analysis: Cross - border Technology Mergers and Acquisitions Enter an Era of "High Friction"
Based on the above eight cross - border cases, we can extract three major obstacles faced by technology giants in cross - border mergers and acquisitions:
First, national security reviews have expanded from "infrastructure" to "applied technologies" and show global resonance.
From CFIUS blocking the Broadcom - Qualcomm deal and rejecting the MoneyGram case, to the UK/EU blocking the ARM - NVIDIA deal, and then to China halting the Meta - Manus deal, the scope of reviews has expanded from military, energy, and finance to applied technologies such as 5G, AI intelligent agents, and chip architectures.
This means that the "technology laundering" - style going - abroad model, which transfers core technology through overseas shell companies, no longer works in major global markets.
Second, the regulatory veto of a single country is enough to block or restructure a global transaction.
The Qualcomm - NXP case was approved by 8 out of 9 global jurisdictions but was terminated because China did not approve it; the Intel - Tower case failed due to the delay in Chinese approval; the Microsoft - Activision Blizzard case was forced to restructure a $68.7 - billion transaction architecture due to the veto of the UK CMA.
This shows that in strategic industries such as semiconductors, AI, and cloud computing, regulatory approvals from core markets such as China, the US, and the UK have become the "multiple gates" for global mergers and acquisitions, and the delay or veto of any party is enough to make the transaction collapse or deform.
Third, the breakup fees and compliance costs have risen sharply.
Qualcomm paid $2 billion for the NXP case, NVIDIA paid $1.25 billion for the ARM case, Intel paid $353 million for the Tower case, and Ant Group paid $30 million for the MoneyGram case.
These figures indicate that in an environment with high regulatory uncertainty, the cost of "engagement" is approaching the cost of "marriage," and technology giants must make financial preparations for the "high - risk premium" of cross - border mergers and acquisitions.
For the venture capital market, this trend means two changes:
On the one hand, the "independent development" path of Chinese hard - technology enterprises will receive more policy encouragement, and "selling to foreign giants" is no longer the optimal exit solution;
On the other hand, the due - diligence dimensions of cross - border mergers and acquisitions have expanded from business and finance to multiple legal frameworks such as the security review of foreign investment, cross - border data compliance, technology export control, and anti - monopoly filings, and the complexity and time cost of transactions will increase significantly.
In the future, whether it is Chinese enterprises' overseas mergers and acquisitions or foreign acquisitions of Chinese technology enterprises, they will have to find a more prudent balance between business efficiency and technology sovereignty, globalization and national security.
This article is from the WeChat official account "IT Juzi", author: Judy. It is published by 36Kr with authorization.