[Federal Register Volume 89, Number 96 (Thursday, May 16, 2024)]
[Presidential Documents]
[Pages 43301-43304]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-10966]



[[Page 43299]]

Vol. 89

Thursday,

No. 96

May 16, 2024

Part III





The President





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Order of May 13, 2024--Regarding the Acquisition of Certain Real 
Property of Cheyenne Leads by MineOne Cloud Computing Investment I L.P.
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                         Presidential Documents 
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  Federal Register / Vol. 89 , No. 96 / Thursday, May 16, 2024 / 
Presidential Documents  

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 Title 3--
 The President

[[Page 43301]]

                Order of May 13, 2024

                
Regarding the Acquisition of Certain Real 
                Property of Cheyenne Leads by MineOne Cloud Computing 
                Investment I L.P.

                By the authority vested in me as President by the 
                Constitution and the laws of the United States of 
                America, including section 721 of the Defense 
                Production Act of 1950, as amended (section 721), 50 
                U.S.C. 4565, it is hereby ordered as follows:

                Section 1. Findings. I hereby make the following 
                findings:

                    (a) There is credible evidence that leads me to 
                believe that (1) MineOne Partners Limited, a British 
                Virgin Islands company ultimately majority owned by 
                Chinese nationals (``MineOne Partners''); (2) MineOne 
                Cloud Computing Investment I L.P., a British Virgin 
                Islands limited partnership (``MineOne Cloud''); (3) 
                MineOne Data Center LLC, a Delaware limited liability 
                company (``MineOne Data''); and (4) MineOne Wyoming 
                Data Center LLC, a Delaware limited liability company 
                (``MineOne Wyoming'' and together with MineOne 
                Partners, MineOne Cloud, MineOne Data, and MineOne 
                Wyoming, the ``Purchasers''), through the acquisition 
                of certain real estate that is located within 1 mile of 
                Francis E. Warren Air Force Base (``Warren AFB'') 
                (specifically, the 12.06 acres described as Lot 1, 
                Block 10 North Range Business Park 3rd Filing, located 
                at 635 Logistics Drive, Cheyenne, Wyoming, 82009) (the 
                ``Real Estate'' and such acquisition the 
                ``Transaction''), might take action that threatens to 
                impair the national security of the United States;
                    (b) MineOne acquired the Real Estate in June 2022 
                and then made improvements to allow for use of the Real 
                Estate for specialized cryptocurrency mining operations 
                in close proximity to Warren AFB, a strategic missile 
                base and home to Minuteman III intercontinental 
                ballistic missiles;
                    (c) The Transaction was not filed with the 
                Committee on Foreign Investment in the United States 
                (CFIUS) until after CFIUS's non-notified transaction 
                team investigated the Transaction as a result of a 
                public tip;
                    (d) CFIUS identified national security risks 
                arising from the Transaction relating to the proximity 
                of the Real Estate to Warren AFB, as well as related 
                risk associated with the presence of specialized 
                equipment on the Real Estate used to conduct 
                cryptocurrency mining operations, some of which is 
                foreign-sourced and presents national security 
                concerns;
                    (e) The proximity of the foreign-owned Real Estate 
                to a strategic missile base and key element of 
                America's nuclear triad, and the presence of 
                specialized and foreign-sourced equipment potentially 
                capable of facilitating surveillance and espionage 
                activities, presents a national security risk to the 
                United States;
                    (f) Section 721 authorizes CFIUS to negotiate and 
                enter into an agreement or take certain other actions 
                to mitigate the national security risk arising from a 
                covered transaction. Section 721 also requires that 
                such an agreement be effective and verifiable and 
                enable effective monitoring and enforcement to resolve 
                the national security concerns posed by a transaction. 
                After consideration, CFIUS determined it would not be 
                possible to enter into a negotiated agreement that 
                would satisfy those requirements; and
                    (g) Provisions of law, other than section 721 and 
                the International Emergency Economic Powers Act (50 
                U.S.C. 1701 et seq.), do not, in my judgment, provide 
                adequate and appropriate authority for me to protect 
                the national security in this matter.

[[Page 43302]]

                Sec. 2. Actions Ordered and Authorized. On the basis of 
                the findings set forth in section 1 of this order, 
                considering the factors described in subsection (f) of 
                section 721, as appropriate, and pursuant to my 
                authority under applicable law, including section 721, 
                I hereby order that:

                    (a) The Transaction is hereby prohibited, and 
                ownership by the Purchasers of any interest in or part 
                of the Real Estate, or maintenance of any property 
                rights in the Real Estate (including but not limited to 
                the rights referred to in 31 CFR 802.233), whether 
                effected directly or indirectly through the Purchasers, 
                through the Purchasers' foreign person shareholders, 
                partners, or beneficial owners, or through the 
                Purchasers' subsidiaries or affiliates, including but 
                not limited to Terra Crypto, Inc., a Wyoming 
                corporation; Terra Global Asset Management Holdings, 
                Inc., a Delaware corporation; Terra Global Capital, 
                LLC, a Delaware limited liability company; Global 
                Network of Business Consultants, Inc., a New York 
                corporation; and International Intellectual Capital, 
                LLC, a Delaware limited liability company (such 
                subsidiaries and affiliates collectively 
                ``Affiliates''), are also prohibited.
                    (b) To effectuate this order, not later than 120 
                calendar days after the date of this order, unless such 
                date is extended by CFIUS, subject to such conditions 
                on an extension as CFIUS determines are necessary and 
                appropriate to protect the national security of the 
                United States, the Purchasers and their Affiliates 
                shall sell or transfer all direct and indirect legal 
                and beneficial ownership interests or other rights in 
                the Real Estate, and certify in writing that such 
                Divestment has been completed (the ``Divestment'').
                    (c) Not later than 90 calendar days after the date 
                of this order, unless such date is extended by CFIUS, 
                subject to such conditions on an extension as CFIUS 
                determines are necessary and appropriate to protect the 
                national security of the United States, the Purchasers, 
                whether directly or indirectly, shall:

                (i) remove from the Real Estate all items, structures, 
                or other physical objects or installations of any kind 
                (the ``Equipment'') that the Purchasers, their 
                Affiliates, or persons acting on their behalf, have 
                stockpiled, stored, deposited, installed, or affixed 
                (the ``Equipment Removal''), and certify in writing 
                that such Equipment Removal has been completed; and

                (ii) remove from the Real Estate all (A) utility and 
                other improvements on or adjacent and connected to the 
                Real Estate; (B) excavation, repair, or new 
                construction on the Real Estate underground; and (C) 
                repair, improvement, or new construction on the Real 
                Estate above ground (collectively, (A) through (C), the 
                ``Improvements'') commenced, continued, or completed by 
                the Purchasers or their Affiliates after the closing of 
                the Transaction (the ``Improvements Removal''), and 
                certify in writing that such Improvements Removal has 
                been completed.

                CFIUS is authorized to require inspection of the Real 
                Estate, at no expense to CFIUS, on terms it deems 
                appropriate to ensure that each of the Equipment 
                Removal and Improvements Removal is complete and 
                verified.

                    (d) Immediately from the date of this order until 
                such time as the Divestment, Equipment Removal, and 
                Improvements Removal have been completed and verified 
                to the satisfaction of CFIUS, the Purchasers shall, and 
                shall ensure that all of their Affiliates, refrain from 
                physical or logical access to the Real Estate, 
                Equipment, or Improvements, unless such access is 
                necessary to effectuate the requirements of subsections 
                (a) through (c) of this section as determined by CFIUS. 
                Not later than 7 calendar days after the date of this 
                order and until such time as the Divestment, Equipment 
                Removal, and Improvements Removal have been completed 
                and verified to the satisfaction of CFIUS, the 
                Purchasers shall, and shall ensure that their 
                Affiliates, put in place and maintain any measures or 
                controls necessary to ensure that the access prohibited 
                under this subsection does not occur.
                    (e) Until the Divestment, Equipment Removal, and 
                Improvements Removal have been completed and verified 
                to the satisfaction of CFIUS, the Purchasers shall not, 
                and shall ensure that their Affiliates do not, 
                dissolve, reorganize, or transfer their ownership of or 
                any other property rights in the Real

[[Page 43303]]

                Estate, or otherwise change their legal structure or 
                relocate or sell any physical, intangible, or financial 
                assets in a manner that would materially impede or 
                prevent the Purchasers or their Affiliates from 
                complying with this order. The Purchasers shall, and 
                shall ensure that their Affiliates, notify CFIUS in 
                writing within 24 hours of becoming aware of any actual 
                or potential event of default or other similar 
                occurrence affecting any party's rights or obligations 
                under outstanding loans related to the Real Estate, 
                Equipment, or Improvements that could materially impede 
                or prevent the Purchasers or their Affiliates from 
                complying with this order.
                    (f) Immediately upon completion of the Divestment, 
                Equipment Removal, and Improvements Removal, the 
                Purchasers shall certify in writing to CFIUS that all 
                steps necessary to fully and permanently effectuate the 
                requirements of subsections (a) through (d) of this 
                section, including any related conditions CFIUS imposes 
                pursuant to this order, have been completed in 
                accordance with this order.
                    (g) The Purchasers shall not, and shall ensure that 
                their Affiliates do not, complete a sale or transfer of 
                the Real Estate to any third party:

                (i) until the Purchasers notify CFIUS in writing of the 
                intended buyer or transferee; and

                (ii) unless 10 business days have passed from the 
                notification in subsection (g)(i) of this section and 
                CFIUS has not issued to the Purchasers an objection to 
                the intended buyer or transferee. Among the factors 
                CFIUS may consider in reviewing the proposed sale or 
                transfer are whether the buyer or transferee is a 
                United States citizen or is owned by United States 
                citizens and has or has had a direct or indirect 
                contractual, financial, familial, employment, or other 
                close and continuous relationship with the Purchasers 
                or their Affiliates, or officers or employees of the 
                Purchasers or their Affiliates. In addition, CFIUS may 
                consider whether the proposed sale or transfer would 
                threaten to impair the national security of the United 
                States or undermine the purpose of this order, and 
                whether the sale effectuates, to CFIUS's satisfaction 
                and in its discretion, a Divestment consistent with 
                subsection (b) of this section.

                    (h) From the date of this order until the 
                Purchasers provide a certification of the Divestment to 
                CFIUS pursuant to subsection (f) of this section, each 
                Purchaser shall certify to CFIUS on a weekly basis that 
                it is in compliance with this order and shall include a 
                description of efforts to effectuate the Divestment, 
                Equipment Removal, and Improvements Removal along with 
                a timeline for projected completion of remaining 
                actions.
                    (i) Any transaction or other instrument entered 
                into or method employed for the purpose of, or with the 
                effect of, evading or circumventing this order is 
                prohibited.
                    (j) Without limitation on the exercise of authority 
                by any agency under other provisions of law, and until 
                such time each of the Divestment, Equipment Removal, 
                and Improvements Removal are completed and verified to 
                the satisfaction of CFIUS, CFIUS is authorized to 
                implement measures it deems necessary and appropriate 
                to verify and enforce compliance with this order. For 
                purposes of verifying and enforcing compliance with 
                this order, employees of the United States Government 
                as designated by CFIUS shall be permitted access, on 
                reasonable notice to the Purchasers or their 
                Affiliates, as applicable, to all premises and 
                facilities of the Purchasers or their Affiliates, 
                including the Real Estate, located in the United 
                States:

                (i) to inspect and copy any books, ledgers, accounts, 
                correspondence, memoranda, and other records and 
                documents in the possession or under the control of the 
                Purchasers that concern any matter relating to this 
                order;

                (ii) to inspect or audit any information systems, 
                networks, hardware, software, data, communications, or 
                property in the possession or under the control of the 
                Purchasers;

[[Page 43304]]

                (iii) to interview officers, employees, or agents of 
                the Purchasers, or any of their respective Affiliates, 
                concerning any matter relating to this order; and

                (iv) to inspect and verify progress or completion of 
                the requirements of subsection (c)(i) and subsection 
                (c)(ii) of this section regarding the Equipment Removal 
                and Improvements Removal.

                CFIUS shall conclude its verification procedures within 
                90 calendar days after the certification of the 
                Divestment is provided to CFIUS pursuant to subsection 
                (e) of this section.

                    (k) Without limitation on the exercise of authority 
                by any agency under other provisions of law, and until 
                such time as the Divestment, Equipment Removal, and 
                Improvements Removal are completed and verified to the 
                satisfaction of CFIUS, CFIUS is further authorized to 
                implement measures it deems necessary and appropriate 
                to mitigate risk to the national security of the United 
                States arising from the Transaction, including measures 
                available to it under section 721 and its implementing 
                regulations, which include the remedies available for 
                violations of any agreement or condition entered into 
                or imposed under subsection (l) of section 721.
                    (l) If any provision of this order, or the 
                application of any provision to any person or 
                circumstances, is held by a court of competent 
                jurisdiction to be invalid, the remainder of this order 
                and the application of its other provisions to any 
                other persons or circumstances shall not be affected 
                thereby. If any provision of this order, or the 
                application of any provision to any person or 
                circumstances, is held by a court of competent 
                jurisdiction to be invalid because of the lack of 
                certain procedural requirements, the relevant executive 
                branch officials shall implement those procedural 
                requirements.
                    (m) The Attorney General is authorized to take any 
                steps necessary to enforce this order.

                Sec. 3. Reservation. I hereby reserve my authority to 
                issue further orders with respect to the Transaction or 
                Purchasers as shall in my judgment be necessary to 
                protect the national security of the United States.

                Sec. 4. Publication and Transmittal. (a) This order 
                shall be published in the Federal Register.

                    (b) I hereby direct the Secretary of the Treasury 
                to transmit a copy of this order to the appropriate 
                parties named in section 1 of this order.
                
                
                    (Presidential Sig.)

                THE WHITE HOUSE,

                    May 13, 2024.

[FR Doc. 2024-10966
Filed 5-15-24; 11:15 am]
Billing code 3395-F4-P