Case 3:18-cr-00577-CRB Document 1 Filed 11/29/18 Page 1 of 16 ®niteb ^tateief Court FOR THE NORTHERN DISTRICT OF CALIFORNIA VENUE: SAN FRANCISCO Q8& UNITED STATES OF AMERICA, V. CR18 057f MICHAEL RICHARD LYNCH and STEPHEN KEITH CHAMBERLAIN, N0V 2 9 2018 SUSAN Y. SOONG CLERK, U.S. DISTRICT COURT NORTH DISTRICT OFCALIFORNIA DEFENDANT(S). INDICTMENT 18 U.S.C. § 1349-Conspiracy to Commit Wire Fraud; 18 U.S.C. §1343-Wire Fraud; 18 U.S.C. § 2 - Aiding and Abetting; and 18 U.S.C. §§ 981(a)(1)(C) & 982(a) & 28 U.S.C. § 2461 - Criminal Forfeiture A true bill. Foreman Filed in open court this ^ day of —;— rose MAKER j^BAILWARRAMT ^ Clerk THOMWliSAWflWMW UNITED STATES MAOtSHMMMSRE Bail, $ j Case Document 1 Filed 11/29/18 Page 2 of 16 A0 257 (Rev. 6/78) I DEFENDANT INFORMATION RELATIVE TO A CRIMINAL ACTION - IN U.S. DISTRICT BY: Cl COMPLAINT CI INFORMATION INDICTMENT El SUPERSEDING '5 I .. . . Name of District Court. and/or Judge/Magistratemyloe RI LIF NORTHERN DIST CA WM Y. OFFENSE CHARGED 300 SAN FRANCISCO 3K. U.S. DIST 18 U.S.C. 1349 Conspiracy to Commit WIre Fraud; um 18 u.s.c. 1343 Wire Fraud; . CALIFORMA 18 usc. 4; 2 Aiding and Abetting; and El Mlnor DEFENDANT - us Is use 59' 9ST 982(a) 28 usc. 2451 Misde. cnmma' Forfe'mre meanor . Michael Richard and Stephen Keith Ch .ain DISTRICT COURT NUMBER PENALTY: See attachmentDEFENDANT PROCEEDING IS NOT IN CUSTODY Name of Complaintant Agency. or Person Title, if any) FEDERAL BUREAU OF INVESTIGATION person is awaiting trial in another Federal or State Court. give name of court CI this person/proceeding is transferred from another district per (circle one) 20, 21. or 40. Show District El this is a reprosecution of charges previously dismissed Has not been arrested, pending outcome this proceeding. 1) If not detained give date any prior summons was served on above charges 2) Is a Fugitive 3) C) Is on Bail or Release from (show District) IS IN CUSTODY 4) On this charge 5) On another conviction which were dismissed on motion SHOW Federal State of: DOCKET No. 6) Awaiting trial on other charges U.S. ATTORNEY DEFENSE . . If answer to (6) IS "Yes". show name of InstItutIon this prosecution relates to a .. .. pending case involving this same Has detainer Yes ?ivzzsate defendant MAGISTRATE been ?led? 9 CI 0 ?led CASE NO. prior proceedings or appearance(s) DATE OF Month/ Day/Y ear before U.S. Magistrate regarding this ARREST defendant were recorded under if Arresting Agency Warrant were not Name and Of?ce of Person DATE TRANSFERRED Montthay/Y ear ALEX G. TSE T0 U.S. CUSTODY Furnishing Information on this form Attorney Other U.S. Agency Name of Assistant U.S. Atlomey (if assigned) ADAM A. REEVES PROCESS: SUMMONS NO WARRANT If Summons. complete following: Arraignment Initial Appearance Defendant Address: Comments: ADDITIONAL INFORMATION OR COMMENTS This report amends A0 257 previously submitted Bail Amount: Where defendant previously apprehended on complaint. no new summons or warrant needed, since Magistrate has scheduled arraignment Datefl'ime: Before Judge: Case Document 1 Filed 11/29/18 Page 3 of 16 PENALTY SHEET United States v. and ??e?aigutanomy) 1 ss 05 7 7 Counts One throth Fourteen The maximum penalties for a conviction for conspiracy, in violation of 18 U.S.C. 1349, and for wire fraud, in violation of 18 U.S.C. 1343, are: a twenty (20) year term of imprisonment (1 8 U.S.C. 1343); 0 a $250,000 ?ne (or twice the gross gain/loss, whichever is greater) (18 U.S.C. 3571(b)(3) and 0 a three (3) year term of supervised release (18 U.S.C. 3583(b)(2)); a $100 special assessment (18 U.S.C. and restitution and asset forfeiture in amounts to be determined by the Court. FILED Nov 292018 SUSAN Y. SOONG CLERK, U.S. DISTRICT COURT NORTH DISTRICT OF CALIFORNIA Case Document 1 Filed 11/29/18 Page 4 of 16 ALEX G. TSE (CABN 152348) United States Attorney FE LE NOV 2 9 2018 SUSAN Y. SOONG CLERK. U.S. DISTRICT COURT NORTH DISTRICT OF CALIFORNIA UNITED STATES DISTRICT COURT CR6 NORTHERN DISTRICT OF CALIFORNIA SAN FRANCISCO DIVISION UNITED STATES OF AMERICA, 8 057' . Plaintiff, VIOLATIONS: 18 U.S.C. 1349 Conspiracy to Commit Wire Fraud; 18 v. U.S.C. 1343 Wire Fraud; 18 U.S.C. 2 Aiding and Abetting; 18 U.S.C. MICHAEL RICHARD and 981(a)(1)(C) 982(a) 28 U.S.C. STEPHEN KEITH CHAMBERLAIN, 2461 Criminal Forfeiture Defendants. SAN RANCISCO VENUE IN I The Grand Jury charges: Introductory Allegations A. Autonomy Corporation 1. Autonomy Corporation (?Autonomy?) was a company incorporated in England and Wales with a registered of?ce in Cambridge, United Kingdom. Autonomy was the holding company of a group of companies engaged in software development and distribution. Autonomy maintained dual headquarters in San Francisco, California, and Cambridge. 2. Autonomy?s major subsidiaries included Autonomy, Inc. with of?ces in San Francisco and San Jose, California; Interwoven, Inc. (?Interwoven?), with of?ces in San Jose; and INDICTMENT Case Document 1 Filed 11/29/18 Page 5 of 16 ZANTAZ, Inc. (?Zantaz?), with of?ces in Pleasanton, California. 3. Autonomy was a public company whose shares were listed on the London Stock Exchange under the trading symbol and were bought, held, and sold by individuals and entities throughout the United States. In 2010, $592,358,000 of Autonomy?s $870,366,000 in reported revenues (approximately 68%) came from the United States and other countries in the Americas. B. The Defendants 4. Defendant MICHAEL RICHARD was a resident of the United Kingdom. From approximately 1996 until 2011, he was the Chief Executive Of?cer of Autonomy. He also was a director of Autonomy from approximately 1996 until 2011. As Autonomy?s CEO and a director, was responsible for certifying Autonomy?s publicly ?led ?nancial statements. was also responsible for the accuracy of statements made by him and others at Autonomy to market shareholders, and others persons in the investing public about the nature and composition of Autonomy?s products, revenue, and expenses and its potential for growth. 5. Defendant STEPHEN KEITH CHAMBERLAIN was a resident of the United Kingdom. From approximately 2005 until 2011, he was Vice President of Finance at Autonomy. CHAMBERLAIN was a quali?ed Chartered Accountant. As one of Autonomy?s most senior ?nance of?cers, CHAMBERLAIN was responsible for the preparation of Autonomy?s ?nancial statements. CHAMBERLAIN also was responsible for the accuracy of statements made by him and others at Autonomy to Autonomy?s independent auditor in the United Kingdom. C. Hewlett-Palm Company 6. Hewlett-Packard Company was a Delaware corporation with principal executive of?ces in Palo Alto, California. HP provided computing and imaging products, technologies, software, and services to customers. 7. HP was a public company whose shares were listed on the New York Stock Exchange under the trading symbol and were bought, held, and sold by individuals and entities throughout the United States. HP securities were registered with the Securities and Exchange Commission under Section 12 of the Securities Exchange Act of 1934. INDICTMENT 2 AWN Case Document 1 Filed 11/29/18 Page 6 of 16 D. Purchase of Autonomy 8. On or about August 18, 2011, HP and Hewlett-Packard Vision B.V. Vision?), an indirect wholly-owned subsidiary of HP, entered into an Offer Agreement with Autonomy and publicly announced an offer to acquire Autonomy for approximately $1 1 billion. 9. On or about August 18, 201 1, in a press release announcing the acquisition, HP emphasized that ?Autonomy?s recent operating and ?nancial performance has been strong.? HP also stated that ?[o]ver the last ?ve years, Autonomy has grown its revenues at a compound annual growth rate of approximately 55 percent and adjusted operating pro?t at a rate of approximately 83 percent.? Among the acquisition?s ?[s]trategic and ?nancial bene?ts,? HP said Autonomy would enhance ?nancial pro?le because ?Autonomy?s strong growth and pro?t margin pro?le complement[ed] efforts to improve its business mix by focusing on enterprise software and solutions. Autonomy [had] a consistent track record of double-digit revenue growth, with 87 percent gross margins and 43 percent operating margins in calendar year 2010.? 10. Under the terms of the offer, HP, through HP Vision, offered to buy all the outstanding shares of Autonomy for ?25.50 ($42.11) per share in cash. 11. On or about October 3, 2011, when all conditions relating to the offer had been satis?ed, acquisition of Autonomy closed and HP acquired control of Autonomy. At or about that time, and CHAMBERLAIN became employees of HP. 12. On or about October 3, 2011, owned or controlled approximately 7% of Autonomy?s total outstanding shares of stock and CHAMBERLAIN owned or controlled approximately 99,000 shares of Autonomy?s stock. After the acquisition closed, and their shares were acquired by HP, made approximately $815 million and CHAMBERLAIN made approximately $4 million. E. Autonom? Financial Statements 13. From in or about 2004 to in or about July 2011, Autonomy issued quarterly and annual ?nancial statements to the investing public in the United Kingdom, the United States, and other places. In its statements to the public, Autonomy said that the ?nancial statements were prepared in accordance with regulations for public companies in the United Kingdom. Autonomy also stated that its annual ?nancial statements were audited, and its quarterly ?nancial statements were reviewed, by an INDICTMENT 3 Case Document 1 Filed 11/29/18 Page 7 of 16 independent auditor in the United Kingdom. 14. In its quarterly and annual reports, Autonomy stated that its ?nancial statements had been prepared in accordance with International Financial Reporting Standards and, in particular, the accounting requirements for revenue recognition de?ned by International Accounting Standard 18 Revenue In other public documents and conference calls with Autonomy Autonomy also claimed that it followed revenue recognition rules under United States Generally Accepted Accounting Principles including Statement of Position 97-2, Software Revenue Recognition. In its quarterly and annual ?nancial statements, Autonomy made statements about the ?revenue? it recognized in the quarter and its ?gross margin,? an alleged measure of its pro?tability. 15. For example, Autonomy, in its quarterly ?nancial statements, claimed to have revenues (in millions of US. dollars) and gross margins in the approximate amounts speci?ed below: QM Rm Gross Margin Q1 2009 $129.8 91% Q2 2009 $195.2 89% Q3 2009 $191.6 85.6% Q4 2009 $223.1 89.4% Q1 2010 $194.2 88.9% Q2 2010 $221.1 86.3% Q3 2010 $210.6 87.6% Q4 2010 $244.5 86.3% Q1 2011 $219.8 88.3% Q2 2011 $256.3 87.1% 16. In its annual reports and elsewhere, Autonomy held itself out as a ?pure software? company. For example, in its 2009 annual report, Autonomy claimed it ?operates in the realm of pure software.? It stated: ?Autonomy is one of the very rare examples of a pure software model.? INDICTMENT 4 Case Document 1 Filed 11/29/18 Page 8 of 16 F. HP Relied on Autonomy?s Financial Statements 17. Between January and August 2011, and others acting on behalf of Autonomy provided Autonomy?s ?nancial statements and documents re?ecting Autonomy?s results for the year ended 2009, the year ended 2010, the ?rst half of 2011, and other periods to persons at, or acting on behalf of, HP in the course of consideration of whether to buy Autonomy and, if so, for what price. 18. Among other information, HP relied on the accuracy and truthfulness of the statements and disclosures made in Autonomy?s historically reported ?nancial statements and other public statements including, but not limited to, Autonomy?s claims about its ?nancial performance, revenues, expenses, and products and its claim to be a ?pure software? company with high gross margins. The Scheme to Defraud 19. Beginning in or about January 2009 and continuing through in or about October 2011, defendants and CHAMBERLAIN, together with others including former Chief Financial Of?cer Sushovan Hussain, engaged in a fraudulent scheme to deceive purchasers and sellers of Autonomy securities about the true performance of Autonomy?s business, its ?nancial performance and condition, the nature and composition of its products, revenue and expenses and its prospects for growth. 20. The objectives of the scheme to defraud were, among other things, to ensure that Autonomy reported that it had met or exceeded projected quarterly results for, among other things, revenue, gross margin, net income, and earnings per share, to maintain and increase the defendants? positions within the company, and to enrich themselves and others through bonuses, salaries, and options, and to arti?cially increase and. maintain the share price of Autonomy securities to, among other things, make Autonomy attractive to potential purchasers. 21. In or about 2011, and others met with representatives of HP about a potential acquisition of Autonomy by HP. At or about that time, and others used Autonomy?s false and misleading ?nancial statements from 2009, 2010, and early 2011, and other false and misleading documents created by CHAMBERLAIN and others to make Autonomy more attractive to a potential purchaser like HP. 22. In furtherance of the scheme to defraud, CHAMBERLAIN, Hussain, and others used a variety of means and methods, including: INDICTMENT 5 Case Document 1 Filed 11/29/18 Page 9 of 16 a. Arti?cially in?ating revenues by, among other things, backdating written agreements to record revenue in prior periods; (ii) recording revenue on contracts that were subject to side letters or other agreements with contingencies or other terms impacting revenue recognition; improperly recording revenue for reciprocal or roundtrip transactions whereby Autonomy granted a software license to a counterparty which purchased product or services from Autonomy at a greater price; (iv) improperly recording revenue where all of the criteria in IFRS, IAS 18, and Autonomy?s revenue recognition policy had not been satis?ed; and structuring or restructuring contracts to accelerate revenue recognition while reducing future recurring revenue; b. Making false and misleading statements to Autonomy?s independent auditor about the facts and circumstances of transactions allegedly supporting the recognition of revenue, expenses, costs, and other items in Autonomy?s ?nancial statements, including, but not limited to, backdating contracts, invoices, agreements, and other documents in order to make it appear that they had been reached with a counterparty in a prior period; (ii) falsely representing, among other things, that Autonomy?s auditors had been provided all relevant information and that there were no undisclosed side letters; making false and misleading statements about whether the criteria in IFRS, IAS 18, and Autonomy?s revenue recognition policy had been satis?ed; and (iv) making false and misleading statements about Autonomy?s research and development, marketing, and other expenses; c. Making false and misleading statements to market covering Autonomy about its ?nancial statements, the true performance of its business, its ?nancial condition, the nature and composition of its products, revenue, and expenses, and its prospects for growth; (1. Making false and misleading statements to Autonomy?s regulators in response to inquiries about its ?nancial statements; e. Making false and misleading statements that Autonomy was a ?pure software? company while concealing the fact that Autonomy was engaged in hidden, loss-making resales of hardware, separate from its disclosed practice of selling ?appliances?; f. Making false and misleading statements about Autonomy?s alleged sales of original manufactured equipment or licenses, the alleged royalty revenues from such sales, and INDICTMENT 6 Case Document 1 Filed 11/29/18 Page 10 of 16 the Autonomy software products allegedly being used in equipment manufactured by other information technology companies; g. Making and causing fraudulent entries to Autonomy?s books and records; h. Issuing materially false and misleading quarterly and annual reports; i. Intimidating, pressuring, and paying-off persons who raised complaints about or openly criticized Autonomy?s ?nancial practices and performance; and j. Intimidating and pressuring and other persons who raised questions about or openly criticized Autonomy?s ?nancial practices and performance. 23. Also in furtherance of the scheme to defraud, CHAMBERLAIN, and others took the following actions, among others: a. On or about April 23, 2009, Autonomy issued a press release about, among other things, its ?nancial performance in the ?rst quarter of 2009. b. On or about July 16, 2009, Autonomy issued a press release about, among other things, its ?nancial performance in the second quarter of 2009. c. On or about October 20, 2009, Autonomy issued a press release about, among other things, its ?nancial performance in the third quarter of 2009. d. On or about December 31, 2009, Autonomy entered into a First Amendment to License and Distribution Agreement with a counterparty in the United States whereby the counterparty licensed or electronic data discovery software for approximately $4 million plus maintenance and support. e. On or about January 1, 2010, a co-conspirator called an of?cer of a counterparty in the United States that Autonomy was about to acquire and asked if the counterparty would agree to a transaction to license software from Autonomy, which ultimately was recorded as revenue in the fourth quarter of 2009. f. On or about January 4, 2010, a co-conspirator caused a side letter to be signed respecting a transaction ultimately recorded as revenue in the fourth quarter of 2009. g. On or about February 3, 2010, Autonomy issued a press release about, among other things,-its ?nancial performance in the fourth quarter (year-end) of 2009. INDICTMENT 7 Case Document 1 Filed 11/29/18 Page 11 of 16 h. On or about February 22, 2010, Autonomy issued its Annual Report and Accounts for the year ended 31 December 2009. i. On or about March 10, 2010, Autonomy paid a counterparty $1,425,000, by means of a check written on an account maintained at a ?nancial institution in San Francisco, for Processing? that was not performed. j. On or about April 1, 2010, an Autonomy of?cer in the United States called the principal of a counterparty in the United States and asked if the counterparty would agree to a transaction to license software ?om Autonomy, which ultimately was recorded as revenue in the ?rst quarter of 201 0. k. On or about April 21, 2010, Autonomy issued a press release about, among other things, its ?nancial performance in the ?rst quarter of 2010. 1. On or about April 21 2010, told the market and others following Autonomy securities have very little interest in just selling hardware . . . what we are not doing here is acting as a generic company that resells hardware like Morse or something like that. Obviously, those people do that business and we have no interest in it.? m. On or about July 22, 2010, Autonomy issued a press release about, among other things, its ?nancial performance in the second quarter of 2010. 11. On or about July 28, 2010, caused Autonomy to ?re a ?nance of?cer in the United States who questioned whether Autonomy?s ?nancial statements were accurately stated. 0. On or about October 19, 2010, Autonomy issued a press release about, among other things, its ?nancial performance in the third quarter of 201 0. p. On or about December 29, 2010, a co-conspirator directed Autonomy employees to prepare a side letter for a transaction that would not otherwise close in the fourth quarter of 2010. q. On or about January 18, 2011, CHAMBERLAIN caused an Autonomy employee in San Francisco to backdate a dra?, unexecuted license agreement with a counterparty. r. On or about January 26, 2011, CHAMBERLAIN caused an Autonomy of?cer to e-mail a backdated license agreement to Autonomy?s independent auditors. 3. On or about February 1, 2011, Autonomy issued a press release about, among INDICTMENT 8 Case Document 1 Filed 11/29/18 Page 12 of 16 other things, its ?nancial performance in the fourth quarter (year-end) of 2010. t. On or about February 22, 2011, while in the United States, a co-conspirator directed an Autonomy of?cer to sign, on Hussain?s behalf, a management representation letter to Autonomy?s independent auditors stating that there were no side letters excluded from Autonomy?s signed sales contracts. u. On or about February 22, 2011, Autonomy issued its Annual Report and Accounts for the year ended 31 December 2010. v. On or about March 4, 2011, while in Palo Alto, participated in a video conference among participants in Palo Alto and the United Kingdom to present ?nancial and other information about Autonomy to HP. w. On or about April 4, 2011, a co-conspirator caused a counterparty in the United States to prepare and backdate an agreement to license Autonomy software, which ultimately was recorded as revenue in the ?rst quarter of 201 1. x. On or about April 14, 2011, a co-conspirator met in San Francisco with the counterparty and an Autonomy of?cer and discussed a backdated licensing agreement. y. On or about April 21, 2011, Autonomy issued a press release about, among other things, its ?nancial performance in the ?rst quarter of 201 1. z. On or about July 27, 2011, Autonomy issued a press release about, among other things, its ?nancial performance in the second quarter of 201 1. aa. On or about August 4, 2011, CHAMBERLAIN, and others caused Autonomy to provide to HP and its advisors false and misleading listings of Autonomy?s t0p contracts and customers. bb. On or about August 18, 2011, to induce the offer by HP and HP Vision, executed a letter irrevocably undertaking to accept the offer, agreeing to recommend the offer to others, and warranting that all information provided by him for inclusion in any document issued in connection with the offer was true and accurate in all respects and not misleading in any respect. 24. As part of the scheme to defraud, CHAMBERLAIN, Hussain, and others, caused Autonomy to make materially false and misleading statements directly to HP regarding IN DICTMENT 9 Case Documentl Page 13 of 16 Autonomy?s ?nancial condition, performance, and business, including: a. Making false and misleading statements regarding the nature of Autonomy?s products and concealing Autonomy?s non-appliance hardware sales; b. Making false and misleading statements regarding the number and nature of Autonomy?s OEM license sales and revenues; c. Making false and misleading statements regarding Autonomy?s top customers; (1. Making false and misleading statements regarding Autonomy?s top contracts; and Making other false and misleading statements during ?due diligence? about Autonomy prior to announcing the acquisition. COUNT ONE: (18 U.S.C. 1349 Conspiracy to Commit Wire Fraud) 25. The factual allegations in Paragraphs 1 through 24 are re-alleged and incorporated by reference. 26. Beginning in or about January of 2009, and continuing until in or about October 2011, in the Northern District of California and elsewhere, the defendants, MICHAEL RICHARD and STEPHEN KEITH CHAMBERLAIN, and others, did knowingly conspire to devise and intend to devise a scheme and arti?ce to defraud as to a material matter and to obtain money and property by means of materially false and fraudulent pretenses, representations, and promises, and by concealment of material facts, and, for the purpose of executing such scheme and arti?ce and attempting to do so, did transmit, and cause to be transmitted, by means of wire communication in interstate and foreign commerce, certain writings, signs, signals, pictures, and sounds, in violation of Title 18, United States Code, Section 1343. In violation of Title 18, United States Code, Section 1349. INDICTMENT 10 Case Document 1 Filed 11/29/18 Page 14 of 16 COUNTS TWO THROUGH FOURTEEN: (18 U.S.C. 1343 and 2 Wire Fraud) 3 27. The factual allegations in Paragraphs 1 through 24 are re-alleged and incorporated by reference. 28. On or about the dates set forth below, in the Northern District of California and elsewhere, the defendants, MICHAEL RICHARD and STEPHEN KEITH CHAMBERLAIN, did knowingly, and with intent to defraud, devise and intend to devise a scheme and arti?ce to defraud as to a material matter and to obtain money and property by means of materially false and fraudulent pretenses, representations, and promises, and by concealment of material facts, and, for the purpose of executing such scheme and arti?ce and attempting to do so, did transmit and cause to be transmitted, by means of wire communication in interstate and foreign commerce, certain writings, signs, signals, pictures, and sounds, namely: 5 COUNT DATE DESCRIPTION TWO 1/26/2011 E-mail from .S. in the Northern District of California to SC. dated 1/26/2011 regarding autn boa? THREE 2/1/2011 Press release titled ?Autonomy Corporation Announces Results for the Year Ended December 31, 2010,? distributed from Cambridge, England, to the Northern District of California FOUR 2/3/2011 Video conference involving participants in Palo Alto, California, and the United Kingdom FIVE 3/4/2011 Video conference involving participants in Palo Alto, California, . and the United Kingdom SIX 4/4/2011 E-mail ?om M.H. to SE. in the Northern District of California dated 4/4/2011 regarding ?Prisa SEVEN 4/21/201 1 Press release titled ?Autonomy Corporation Trading Update for the Quarter Ended March 31, 2011,? distributed ?'om the United Kingdom to the Northern District of California EIGHT 7/27/201 1 Press release titled ?Autonomy Corporation Announces Interim Results for the Six Months Ended June 30, 2011,? distributed from United Kingdom to the Northern District of California NINE 8/1/2011 Conference call to United States toll-free number (866) 409- 2889 by multiple numbers in the Northern District of California and United Kingdom TNDICTMENT 1 1 Case Document 1 Filed 11/29/18 Page 15 of 16 COUNT DATE DESCRIPTION TEN 8/2/2011 Conference call to United States toll-free number (866) 409- 2889 by multiple numbers in the Northern District of California and United Kingdom ELEVEN 8/3/2011 Conference call to United States toll-free number (866) 409- 2889 by multiple numbers in the Northern District of California and United Kingdom TWELVE 8/4/2011 Conference call to United States toll-free number (866) 409? 2889 by multiple numbers in the Northern District of California and United Kingdom THIRTEEN 8/4/2011 E-mail from A.H. in the United Kingdom to RM. and others in the Northern District of California regarding ?Project Daniel lRoom? attaching ?Data Room Updates FOURTEEN 8/5/201 1 E-mail from A.K. to MS. and others in the Northern District of California regarding Tesla: Updated Legal DD Questions? Each in violation of Title 18, United States Code, Sections 1343 and 2. FORFEITURE ALLEGATION: (18 U.S.C. 981(a)(1)(C) 982(3) 28 U.S.C. 2461 Criminal Forfeiture) 29. The allegations in Paragraphs 1 through 28 are re-alleged and incorporated by reference for the purpose of alleging forfeiture pursuant to Title 18, United States Code, Sections 981(a)(1)(C) and 982(a), and Title 28, United States Code, Section 2461. 30. Upon conviction of any of the offenses alleged in Counts One through Fourteen, the defendants, MICHAEL RICHARD and STEPHEN KEITH CHAMBERLAIN, shall forfeit to the United States, pursuant to Title 18, United States Code, Sections 981(a)(1)(C) and 982(a), and Title 28, United States Code, Section 2461, any property, real and personal, which constitutes or is derived from proceeds traceable to said violations, including but not limited to a sum of, not less than $815 million by and $4 million by CHAMBERLAIN, each sum representing the amount of proceeds obtained as a result of the offenses alleged in Counts One through Fourteen. 31. If, as a result of any act or omission of the defendant, any of said property a. cannot be located upon the exercise of due diligence; b. has been transferred or sold to or deposited with a third person; 0. has been placed beyond the jurisdiction of the Court; INDICTMENT 1 2 Case Document 1 Filed 11/29/18 Page 16 of 16 d. has been substantially diminished in value; or e. has been commingled with other property, which cannot be divided without dif?culty; any and all interest defendant has in any other property shall be forfeited to the United States, pursuant to Title 18, United States Code, Sections 981(a)(l)(C) and 982(a), and Title 28, United States Code, Section 2461. All pursuant to Title 18, United States Code, Sections 981(a)(l)(C) and 982(a), and Title 28, United States Code, Section 2461. DATED: November 29, 2018 A TRUE BILL Agata 1W ALEX G. TSE United St ey JOHN H. NW Deputy Chief, 'minal Division Approv we to form: A . 1 ADAM REEVES ROBERT s. LEACH WILLIAM FRENTZEN Assistant United States Attorneys IN DICTMENT 3