Elisabetta Rotta gentile1 La valutazione Doc. Elisabetta Rotta Gentile.
BSI FUORI ROTTA Documenti supplementari
Transcript of BSI FUORI ROTTA Documenti supplementari
BSI FUORI ROTTA Documenti supplementari
1. Dati su BSI (2005-2016) 2. Accordo di non perseguimento penale / Non Prosecution Agreement DoJ – BSI (30.03.2015) 3. Constatazione dei fatti / Statement of Facts DoJ – BSI (30.03.2015) 4. Comunicato FINMA – BSI per USA (30.03.2015) 5. Presentazione EFG su acquisto BSI (22.02.2016) 6. Presentazione EFG aggiornata su acquisto BSI (31.03.2016) 7. Comunicato FINMA – BSI per 1MDB (24.05.2016) 8. Comunicato MAS – BSI per 1MDB (24.05.2016) 9. Comunicato BSI per 1MDB (24.05.2016) 10. Comunicato BSI per ricorso FINMA (24.05.2016) 11. Atto d’accusa / Indictment DoJ - 1MDB (20.07.2016)12. Link utili
Dati su BSI
2005 2006 2007 2007 2008 2009 2010 2011 2012 2013 2014 2015 1 sem. 2016BSI+Gottardo
Impieghi (equivalenti a tempio pieno)Totale 1'437 1'540 1'503 2'573 2'353 2'513 2'569 1'964 1'963 1'989 1'928 1'850 1'844Svizzera 1'159 1'329 1'284 2'001 2'035 1'980 1'346 1'317 1'335 1'280 1'202Estero 278 211 219 352 478 589 618 646 654 648 648
di cui Asia (pubblicato dal 2009) 161 264 310 317 316 310 307
Utile netto (mio. CHF) 110 135 202 101 103 57 58 71 -722 2 113
Utile lordo (mio. CHF) 143 218 277 178 273 204 166 197 197 173 153Ut. lordo CH (mio. CHF) 118 180 228 176 238 233 172 187 155 107 87Ut. lordo estero (mio. CHF) 25 38 49 2 35 -29 -6 10 41 65 66Ut. lordo estero % 21% 21% 21% 1% 13% -14% -4% 5% 21% 38% 43%
Fondi in gestione (mio. CHF) 52'179 59'876 62'626 98'626 78'200 78'100 76'200 77'746 86'262 89'376 92'330 84'274 73'700Afflussi netti di fondi (mio. CHF) 1'574 4'773 1'636 6'624 -2'197 3'559 6'690 7'519 2'200 -627 -4'800 -9'600
Le cifre sul personale sono influenzate da cessioni e acquisizioni; come nel 2011, quando non si è più consolidato il personale di B-Source.Le cifre sui fondi in gestione dipendono da acquisizioni e cessioni e dal metodo di calcolo, per esempio dal fatto di tener conto dei fondi in custodia.Lo stesso vale per il calcolo degli afflussi netti di fondi.I fondi in gestione non dipendono solo dai movimenti della clientela. Il valore degli averi varia pure con l'evoluzione dei mercati e dei cambi.
Fonte: Relazioni d'esercizio BSI, comunicati BSI, Swiss Life e BTG Pactual.
1. Dati su BSI (2005-2016)
2. Accordo di non perseguimento penale / Non Prosecution Agreement DoJ – BSI (30.03.2015)
3. Constatazione dei fatti / Statement of Facts DoJ – BSI (30.03.2015)
4. Comunicato FINMA – BSI per USA (30.03.2015)
Laupenstrasse 27, 3003 Berna tel. +41 (0)31 327 91 00, fax +41 (0)31 327 91 01 www.finma.ch
Comunicato stampa
Data: 30 marzo 2015 Embargo: ---
Operazioni transfrontaliere con clienti USA
La FINMA comunica la conclusione del procedimento nei confronti di BSI SA In data odierna, BSI SA è stata la prima banca ad aver concluso un Non-Prosecution Agree-ment (NPA) nel quadro del programma lanciato dal Dipartimento di giustizia statunitense (DoJ) per la risoluzione della controversia fiscale tra le banche svizzere e gli Stati Uniti. Nel contesto delle operazioni di BSI SA con clientela statunitense, l’Autorità federale di vigilanza sui mercati finanziari FINMA aveva avviato un procedimento di enforcement nei confronti della banca, nel corso del quale era emerso che quest’ultima aveva violato i propri obblighi di identificazione, limitazione e controllo dei rischi in merito alle relazioni d’affari con clienti statunitensi.
Nel marzo 2013, ossia prima che il Dipartimento di giustizia statunitense (DoJ) pubblicasse il programma per la risoluzione della controversia fiscale con le banche svizzere nell’agosto 2013, la FINMA aveva avviato un procedimento di enforcement in merito alle relazioni d’affari di BSI SA con clientela statunitense.
La BSI SA ha violato il requisito in materia di organizzazione e di irreprensibilità
Nel suo procedimento di enforcement, la FINMA è giunta alla conclusione che BSI SA ha violato i propri obblighi di identificazione, limitazione e controllo dei rischi in merito alle relazioni d’affari con clienti statunitensi. In particolare, la banca intratteneva relazioni d’affari con un numero ragguardevole di clienti USA con patrimoni non dichiarati. Fin dopo il 2009, BSI SA ha accettato clienti statunitensi con patrimoni non dichiarati provenienti da altre banche svizzere che li avevano estromessi. Così facendo la banca ha esposto in maniera sproporzionata se stessa e i propri collaboratori a elevati rischi giuridici e di reputazione negli Stati Uniti, contravvenendo al requisito della garanzia di un’attività irreprensibile che un istituto deve fornire ai sensi del diritto svizzero in materia di vigilanza. La FINMA ha ammonito la banca e imposto l’adozione di misure correttive.
Primo NPA da parte di una banca svizzera nel quadro del Programma statunitense
In data odierna, BSI SA è stata la prima banca ad aver concluso un accordo con il DoJ nel quadro del Programma statunitense per la risoluzione della controversia fiscale fra le banche svizzere e gli Stati
2/2
Uniti. La FINMA auspica che le numerose altre banche che partecipano nella categoria 2 al Program-ma statunitense possano progressivamente raggiungere un’intesa con il DoJ, in modo tale da regola-rizzare la situazione pregressa correlata alla clientela imponibile negli Stati Uniti.
Modo di procedere della FINMA nei confronti delle banche della categoria 2
Come comunicato nel novembre 2013, la FINMA giudica la partecipazione di una banca nella catego-ria 2 del Programma statunitense una misura adeguata alla gestione dei rischi giuridici con gli Stati Uniti. In linea di principio, la FINMA non effettuerà ulteriori indagini presso le banche di questa catego-ria che raggiungono un’intesa con il DoJ. La FINMA non si esprimerà ulteriormente in merito alle sin-gole banche della categoria 2 e alla relativa intesa con le autorità statunitensi.
Contatto
Tobias Lux, portavoce, tel. +41 (0)31 327 91 71, [email protected]
5. Presentazione EFG su acquisto BSI (22.02.2016)
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EFG International and BSI Joining Forces
Zurich, 22 February 2016
2 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
Important Legal Disclaimer Not for distribution in the United States, Canada, Brazil, Japan or Australia. This is a restricted communication and you must not forward it or its contents to any person to whom forward it is prohibited by the legends contained herein. This document has been prepared by EFG International AG ("EFG") solely for use by you for general information only and does not contain and is not to be taken as containing any securities advice, recommendation, offer or invitation to subscribe for or purchase or redemption of any securities regarding EFG. This document is not a prospectus pursuant to articles 652a and/or 1156 of the Swiss Code of Obligations or articles 27 et seq. of the SIX Swiss Exchange Listing Rules or under any other applicable laws. A decision to invest in securities of EFG should be based exclusively on the issue and listing prospectus published by EFG for such purpose. Investors must rely on their own evaluation of EFG and its securities, including the merits and risks involved. Copies of this document may not be sent to jurisdictions, or distributed in or sent from jurisdictions, in which this is barred or prohibited by law. The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, in any jurisdiction in which such offer or solicitation would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction. This document is not for publication or distribution in the United States of America, Canada, Australia, Brazil or Japan and it does not constitute an offer or invitation to subscribe for or purchase any securities in such countries or in any other jurisdiction. In particular, the document and the information contained herein should not be distributed or otherwise transmitted into the United States of America or to U.S. persons (as defined in the U.S. Securities Act of 1933, as amended (the "Securities Act")) or to publications with a general circulation in the United States of America. The securities referred to herein have not been and will not be registered under the Securities Act, or the laws of any state, and may not be offered or sold in the United States of America absent registration under or an exemption from registration under Securities Act. There will be no public offering of the securities in the United States of America. Any offer of securities to the public that may be deemed to be made pursuant to this communication in any member state of the European Economic Area (each a "Member State") that has implemented Directive 2003/71/EC (together with the 2010 PD Amending Directive 2010/73/EU, including any applicable implementing measures in any Member State, the "Prospectus Directive") is only addressed to qualified investors in that Member State within the meaning of the Prospectus Directive. The document does not constitute an offer of securities to the public in the United Kingdom. No prospectus offering securities to the public will be published in the United Kingdom. This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents. This communication contains side-by-side and combined financials of EFG and BSI SA ("BSI") which are presented for illustration purposes only and have not been adjusted for accounting differences or purchase accounting. This presentation contains specific forward-looking statements, e.g. statements, which include terms like "believe", "assume", "expect", "target" or similar expressions. Such forward-looking statements represent EFG’s judgments and expectations and are subject to known and unknown risks, uncertainties and other factors which may result in a substantial divergence between the actual results, the financial situation, and/or the development or performance of the company and those explicitly or implicitly presumed in these statements. These factors include, but are not limited to: (i) the ability to successfully consummate the transaction and realize expected synergies, (2) general market, macroeconomic, governmental and regulatory trends, (3) movements in securities markets, exchange rates and interest rates, (4) competitive pressures, and (5) other risks and uncertainties inherent in the business of EFG and/or BSI. EFG is not under any obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law or regulation. Nothing contained herein is, or shall be relied on as, a promise or representation as to the future performance of EFG and/or BSI. The completion of the contemplated transaction remains subject to certain conditions and, if it is completed, EFG and BSI as a combined group may not realize the full benefits of the contemplated transaction, including the expected synergies, cost savings or growth opportunities within the anticipated time frame or at all.
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Agenda
Transaction overview
BSI: Swiss bankers since 1873
EFG and BSI: a strong, solid Swiss private bank
Financials and transaction structure
Next steps and conclusion
Q&A
Joachim H. Straehle, CEO EFG International Stefano Coduri, CEO BSI Joachim H. Straehle Giorgio Pradelli, Deputy CEO & CFO EFG International Joachim H. Straehle Joachim H. Straehle and all
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EFG International and BSI Joining Forces
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Creating a new leading Swiss private bank
Transaction overview
Scale Competitiveness Swiss solution Complementarity Growth Solidity Heritage
EFG and BSI to become one of the largest private banks in Switzerland with approx. CHF 170 billion combined AuM1 (as at 31 December 2015)
Gaining significant competitive position in growing global wealth management
market; attractive for clients, employees, CROs and shareholders
Zurich, Geneva and Lugano to remain important locations for the governance and operation of the combined bank
Strong combined position in Switzerland and Europe/UK; doubling AuM in growth markets Asia and Latin America
Enhanced growth prospects based on leading private banking offering, combined global presence and extended CRO platform (currently 860 CROs)
Strong balance sheet and capital position
Both brands will be retained; intention to implement a combined brand – reflecting the heritage of both banks – in most geographies in the future
1 Including loans, as per EFG International’s long-standing definition of revenue-generating assets under management; BSI unaudited numbers
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Transaction overview
Consideration Intended capital raising
Shareholders
Indicative timetable
Consideration to be paid in cash CHF 975 million and 52.6 million EFG shares, corresponding to approx. CHF 1,328 million, applying EFG’s closing price on 19 February 2016
Compares with estimated IFRS tangible book value for BSI of approx. CHF 1,428 million as at year-end 2015 (vs. CHF 1,794 million under Swiss GAAP)
CHF 500 million rights offering (volume underwritten) CHF 250 million Additional Tier 1 capital Deal financing certainty exists from additional commitments by
BTG Pactual and EFG Bank European Financial Group (EFG Group)
BTG Pactual to become new shareholder of enlarged EFG with stake of approx. 20% Full commitment of EFG Group, remaining largest shareholder with over 35% Well-diversified shareholder-base
Shareholder approval – EFG AGM scheduled for 29 April 2016 Rights offering, AT1 capital – Q2 2016 Regulatory approvals – Q3/Q4 2016 Closing of transaction, share issuance to BTG Pactual, new management structure –
Q4 2016 Merger of BSI and EFG, one common IT platform – end 2017
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Agenda
Transaction overview
BSI: Swiss bankers since 1873
EFG and BSI: a strong, solid Swiss private bank
Financials and transaction structure
Next steps and conclusion
Q&A
Joachim H. Straehle, CEO EFG International Stefano Coduri, BSI Joachim H. Straehle Giorgio Pradelli, Deputy CEO & CFO EFG International Joachim H. Straehle Joachim H. Straehle and all
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BSI: Swiss bankers since 1873
Specialized in private wealth management
BSI today
BSI is present in the key financial markets in Europe, Latin America, Middle East and Asia
Approx. 1,900 FTEs in 20 locations worldwide
Headquartered in Lugano; Singapore 2nd location after Lugano’s HQ per number of people
Moody’s rating: A3/Prime-2 , Outlook under review*
Joe Rickenbacher, Chairman of the Board of Directors
Stefano Coduri, Group CEO
Overview
Established in Lugano in 1873, BSI is one of the oldest banks in Switzerland
BSI specializes in private wealth management
BSI offers a complete range of products and services
BSI has a client-focused business model backed by high quality tailored solutions
* As of December, 2015
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BSI: Swiss bankers since 1873
A successful story
1881 BSI is the only bank in Ticino authorised to issue banknotes until 1907.
1969 BSI establishes its presence in Nassau.
1935 BSI is the first bank in Ticino to open a branch office in Zurich and to hold a seat on the Stock Exchange.
1975 BSI extends its reach to the French speaking part of Switzerland.
1976 BSI opens the first representative office in South America.
1981 BSI opens the Hong Kong representative office.
1988 BSI expands its activities to the Principality of Monaco.
2005 Opening of BSI Bank in Singapore.
2008 BSI acquires Banca del Gottardo. Licence obtained for operating in the Kingdom of Bahrain.
1998 Assicurazioni Generali, Trieste, becomes BSI’s sole shareholder and Banca della Svizzera Italiana is officially renamed BSI
2006 BSI acquires Banca Unione di Credito. 2011
Migration to the Avaloq IT system. Sale of 51% of B-Source to Avaloq.
2012 BSI expands its Asian business and opens a branch in Hong Kong. Middle East business continues to grow with the representative office in the Kingdom of Bahrain being upgraded to a branch.
2013 BSI celebrates 140 years of success and service in the private banking sector. BSI opens a representative office in Istanbul. The Italian branch of BSI Europe in Milan starts operations.
2014 BSI opens BSI Bank in Panama.
1873 BSI is established in Lugano as Banca della Svizzera Italiana. 2015
Btg Pactual becomes BSI’s sole shareholder.
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BSI: Swiss bankers since 1873
A global presence
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BSI: Swiss bankers since 1873
Key strengths
Diversification Diversified client base with no market accounting for
more than 20% of Assets under Management
Solidity Sound balance sheet with low risk approach and high
liquidity
Pure play A pure private bank with a dynamic product offering
and competencies linked to local needs
People Competent, committed and stable staff, with strong
management team with long experience at BSI and in Private Banking sector
Brand Strong reputation and brand recognition with
over 140 years of service to clients
Global network Extended network covering major financial
markets
* As of December, 2015
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Agenda
Transaction overview
BSI: Swiss bankers since 1873
EFG and BSI: a strong, solid Swiss private bank
Financials and transaction structure
Next steps and conclusion
Q&A
Joachim H. Straehle, CEO EFG International Stefano Coduri, CEO BSI Joachim H. Straehle Giorgio Pradelli, Deputy CEO & CFO EFG International Joachim H. Straehle Joachim H. Straehle and all
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A strong, solid Swiss private bank
EFG
Pure-play Swiss private bank offering private banking and asset management services
Head-office in Zurich, operations in Geneva Founded in 1995 462 client relationship officers (as of end-2015) SIX-listed since 2005, EFG Group 54% 31 locations worldwide Key markets: Switzerland, Monaco,
Luxembourg, Madrid, UK, Asia (Hong Kong, Singapore), Americas
BSI
Swiss private bank offering private banking and asset management services; EAM and retail/commercial offering in Ticino
Head-office in Lugano Founded in 1873 398 private bankers (as of end-2015) 100% owned by BTG Pactual since Sep 2015 20 locations worldwide Key markets: Switzerland (strong roots in Ticino),
Italy, Latin America, Asia (Singapore, Hong Kong), CEE, Middle East
At a glance
* IFRS *** Including loans
in CHF m* Audited
FY 2013 FY 2014 FY 2015
Revenue-generating AuM*** (in CHF bn) 75.9 84.2 83.3
Operating income 666.0 716.6 696.7
Net profit 111.8 61.4 57.1
CROs 435 440 462
in CHF m**
FY 2013 FY 2014 FY 2015
Revenue-generating AuM*** (in CHF bn) 101.1 103.3 87.7
Operating income 863.1 867.9 817.5
Net profit (16.8) 2.2 112.5
CROs 421 405 398
** Swiss GAAP; FY 2015 unaudited *** Including loans
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A strong, solid Swiss private bank
Size and stability
Highly complementary
Compelling strategic match
Significant growth
opportunities
Size and stability - new top 5 player in Switzerland, well positioned to participate in ongoing consolidation in Private Banking
Highly complementary and stronger market presence – leveraging both businesses with global reach and a strong presence in growth markets
Compelling strategic match – combined strengths and product offering of EFG and BSI will benefit clients
Significant growth opportunities – attractive platform for clients, employees and shareholders
Unique value proposition
Leading Swiss private bank with the necessary strength, scale and solidity to compete in period of intensified market and regulatory challenges
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A strong, solid Swiss private bank
New leading player in Switzerland
1,982
681
336
172 171 168*
144 135** 126 115 107
88 83 77 45
Incl. loans
Excl. loans
(in CHF bn)
Source: Company information, latest available data Notes * Including acquisition of Morgan Stanley Bank AG (CHF 10bn of AuM) ** Including acquisition of Coutts International (CHF 32bn of AuM)
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A strong, solid Swiss private bank Complementary global presence
Bahamas Nassau Lyford Cay
Singapore Singapore
Bahrain Manama
Argentina Buenos Aires
Panama Panama
Uruguay Montevideo Punta del Este
Indonesia Jakarta
Ecuador Quito
Peru Lima
Cayman Islands Grand Cayman
Bermuda Hamilton
Colombia Bogota
United States Miami
Key Biscayne
Switzerland Zurich Geneva Ticino
Luxembourg Luxembourg
Turkey Istanbul
Italy Milano Como
Genova
France Paris
Monaco Monte Carlo
Spain Madrid
United Kingdom London
Birmingham
Channel Islands Guernsey Jersey
Cyprus Nicosia
Greece Athens
Liechtenstein Vaduz
Hong Kong Hong Kong
Taiwan Taipei
China Shanghai
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A strong, solid Swiss private bank
Strengthened position in key markets
Global presence with representation in all major markets, including fast-growing emerging markets
Enhanced position in Switzerland / Ticino
Consolidation of position in key Western European markets
Enhanced position in CEE
Attractive growth platform in emerging markets; doubling AuM in Asia and Latin America
EFG
BSI
Switzerland
Europe
Global
UK Lux
Spain Italy
Monaco Asia Latin
America
CEE
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A strong, solid Swiss private bank
Compelling strategic match
EFG strengths BSI strengths
Clients UHNWI/HNWI – global Institutionals – global
UHNWI/HNWI – global Retail/Commercial – in Ticino
Markets Switzerland Continental Europe, UK Emerging markets
Switzerland Italy/Continental Europe Emerging markets
Products Investment solutions, Treasury, Financial Markets
Capital Markets, Treasury, Asset Management, Family office services
Operations, Corporate Services
Swiss-based (Geneva) Swiss-based (Lugano)
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A strong, solid Swiss private bank
Significant growth opportunities
Shareholders – enhanced value Attractive growth platforms in mature and
emerging markets Significant cost synergies envisaged EPS accretion expected Swiss financial center – enhanced global reach based on strong Swiss roots Swiss solution in an environment marked by
consolidation Zurich, Geneva and Lugano to remain important
locations for the governance and operations Global reach and growth prospects built out of
Switzerland
Clients – enhanced offering Private banking expertise, investment solutions
and trading capabilities Cross-border and onshore capabilities, broader
international presence Strong client relationships Employees – enhanced stability and attractiveness Improved competitive position Attractive platform for current and additional CROs Building on the great talent at both banks
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A strong, solid Swiss private bank
Strategic priorities
Smooth alignment, combining best of both worlds
Focus on regions Align strengths and offerings
Grow AuM and Top line
Adjust and develop Management and Performance culture
Realize synergies, use economies of scale
Combine organizations
Develop combined strategic positioning
Sharpen market focus and offering
Grow AuM and revenue
Performance management
Develop strong regional management
Strengthen functional responsibilities
Strategic thrust
Resolve legacy issues
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Agenda
Transaction overview
BSI: Swiss bankers since 1873
EFG and BSI: a strong, solid Swiss private bank
Financials and transaction structure
Next steps and conclusion
Q&A
Joachim H. Straehle, CEO EFG International Stefano Coduri, CEO BSI Joachim H. Straehle Giorgio Pradelli, Deputy CEO & CFO EFG International Joachim H. Straehle Joachim H. Straehle and all
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EFG International Full-Year 2015 results
23 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
Financials summary
IFRS net profit CHF 57.1 m
Pre-provision operating profit CHF 92.4 m
Underlying recurring net profit* CHF 91.1 m
Operating income CHF 696.7 m
Revenue margin 85 bps
Net new assets CHF 2.4 bn
Net new asset growth 3%
Revenue-generating AuM CHF 83.3 bn
Operating expenses CHF 604.3 m
Cost-income ratio 86.1%
CROs 462
Total headcount 2,169
Total FTEs 2,137
BIS total capital ratio (Basel III) 16.8%**
CET 1 capital ratio (Basel III) 12.8%**
Return on shareholders’ equity* 8.1%
Return on tangible equity* 10.7%
vs. 2014
from CHF 61.4 m
* Excl. impact of non-recurring items ** BIS-EU
from 89 bps
from CHF 716.6 m
from CHF 575.0 m
from 79.8%
from CHF 131.0 m
from CHF 84.2 bn
from CHF 4.4 bn
from 440
from 18.7%
from 14.2%
from 12.2%
from 2,059
from 6%
from CHF 141.6 m
2015
from 16.4%
from 2,027
24 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
2015 Highlights
Annualized NNA growth for 2H15 at 7%; rebound in NNA in 2H15 after performance in 1H15 reflected exit from certain non-strategic lending business Revenue-generating AuM (in CHF bn)
2014
Net new assets (in CHF bn)
RoAuM (in bps)
Net interest
Commission
Other income
2015
Annualized growth rate
80.8
83.3
2014
31
47
11 89
1H15
25
47
87 15
2015
25
46
85 15
83
2H15 24
45
14
2015
2H14
-1%
+3%
2014
+ 7% 4.4
1H14 2H15 1H15
2.7
1.7
(0.3)
2.7
+7% +4%
+6% 106 101 103 98
RoAuM on AuM excl. loans
2.4
Average revenue-generating AuM (in CHF bn)
2014 2015
80.4 81.7
+ 2%
Excluding negative currency impact of 4%, AuMs increased by approx. 3%
Average AuM up 2% despite negative FX impact
Annualized NNA growth for 2H15 at 7%
Best half-year performance in NNA since business review (Oct 2011), at the same level as 1H14 performance
Contribution from life insurance substantially lower, CHF 0.1 m in 2015 vs CHF 22.8 m in 2014, mainly responsible for the decline of RoAuM in 2H15
Weaker net commission income due to lower client risk appetite driven by instability in emerging markets
FX impact
84.2 3.4
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Operating income – key components
Core private banking revenues in 2H15 increased by 3% vs 1H15
Core private banking revenues for 2015 stable versus 2014 at CHF 640.7 m
Core private banking revenues up 3% vs. 1H15 and only slightly below the 2H14 level
ALM revenues skewed to 1H15, in particular to 1Q15; weak performance in 4Q15 driven by continued decline in contribution from life insurance (CHF (6.8 m) in 2H15 versus CHF 6.9 m in 1H15)
2014
640.4
53.4
Operating income components (in CHF m)
Operating income – Private banking & Asset management
Operating income – Asset and liability management (excl. life insurance revenues)
716.6
2015
640.7
55.9 696.7
1H14
13.1
2H14
299.7
1H15
309.5
342.9 22.5
2H15
330.9
373.7 30.9
315.5
353.0 30.6
325.2
343.7 25.3
6.9
Operating income – Life insurance revenues
(6.8)
11.9 10.9
22.8 0.1
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Operating expenses
Personnel expenses (in CHF m)
Other operating expenses (in CHF m)
* CIR = Ratio of IFRS operating expenses before amortisation of acquisition related intangibles
418.8
2014 2015
436.1
2014
156.2
2015
168.2
Operating expenses (in CHF m)
102 CROs have been hired during 2015, of which 36 in 1H15 and 66 in 2H15
Increased costs for new CROs of CHF 21.7 m in 2015 compared to CHF 8.3 m in 2014
Operating expenses up 5% y-o-y, reflecting investment in growth – CROs as well as in compliance & risk functions
New advisory branch in Cyprus is operational and performing in line with expectations; along with the rep office in Athens, they reached break-even during the year
FTEs up 110 vs. 2014 due to 65 new front roles, 12 IT & operation roles related to the Spanish bank platform development. 18 compliance roles and asset management up by 15
2015 includes CHF 11.1 m in exceptional legal and professional charges, up from CHF 5.9 m in 2014
Increased premises costs in Asia
11.1
157.1
Cost-income ratio* (in %)
86.1
2015 2014
79.8
5.9 150.3
604.3
2015 2014
575.0
308.3
2H15 1H15
296.0
89.1
2H15 1H15
83.3
216.8
1H15 2H15
219.3
1H15
79.2
2H15
89.0 8.1
80.9 3.0 76.2
27 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
Underlying recurring net profit vs IFRS profit (I)
2015 2014
IFRS profit
for 2015
57.1
11.1
Exceptional legal and
professional charges
91.1
2015 Underlying recurring
profit
(4.3)
Other litigation provision reversal
21.4
US tax related costs
2.2
Restructuring costs
2015 underlying recurring net profit declined by 30% versus last year; reflects weaker performance in 2H15
IFRS profit
for 2014
61.4
33.7
Litigation provisions
131.0
2014 Underlying recurring
profit
30.0
US tax related costs
5.9
Exceptional legal and
professional charges
3.6
CRO acquisition
costs
22.8
108.2
(in CHF m) Life insurance
One time payment of CHF 29.9 m, representing 1.9% of peak AuM falling within the DOJ Program
(in CHF m) Life insurance
91.0 0.1
28 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
AuM and NNA by business region
2.9*
19.5
11.6
16.2
17.6 Continental Europe
UK
Americas
Asia
EFG AM (Net)
Dec 2015 AuMs CHF 83.3 bn
2015 NNA: CHF 2.4 bn
11.8**
15.0 Switzerland 18%
21%
19%
14%
23%
4%
as % of total AuM
RoAuM (in bps)
NNA growth (in %)
104
74
73
84
87
116
47
Investment Solutions
4%
14%
-4%
-4%
5%
-6%
-3%
* External business only ** Total AuM partly included in business regions Note: Breakdown excludes CHF 0.5 bn included in Corporate Center
(0.2)*
(0.4) AuM YoY variation excl. FX
0.6
2.2
(0.7)
(0.5)
1.0
Return to positive NNA growth in Switzerland very strong performance in Continental Europe
29 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
EFG International and BSI Joining Forces
30 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
EFG and BSI side by side – key financials
Financial Year 2015 IFRS Audited
Swiss GAAP Unaudited
Revenue generating AuM, CHF bn 83 88
Gross margin 85 bps 86 bps
Operating income, CHF m 697 817
Operating expenses, CHF m (604) (650)1
Reported profit after tax, CHF m 57 112
Cost-income ratio 2 86% 80%
Gross assets, CHF bn 27 21
Loans, CHF bn 12 10
Deposits, CHF bn 19.9 17.6
CROs 462 398
FTEs 2,137 1,852
1 Including depreciation 2 CIR = Ratio of operating expenses, including depreciation, before amortisation of acquisition related intangibles
Revenue-generating assets under management (based on EFG’s definition) above CHF 80 bn for both institutions. The combined entity will have approx. CHF 170 bn AuM
EFG’s reported profit impacted by payment for US Tax Programme and exceptional legal and professional charges. Underlying recurring net profit was CHF 91.1 m
Both banks have strong and liquid balance sheets
Combined bank with currently 860 CROs globally
31 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
Transaction structure - purchase price, financing
Consideration for the purchase of BSI shares to be paid in cash for a total of CHF 975 million and 52.6 million new EFG shares
BTG Pactual to become a 20% shareholder in EFG
Applying EFG’s closing price of CHF 6.70 on 19 February 2016 to the 52.6 million shares, the total purchase price would amount to approx. CHF 1,328 million including agreed adjustment at closing currently estimated to be at CHF 25 million – which compares with estimated IFRS tangible book value for BSI of approx. CHF 1,428 million as per 31 December 2015 (vs. CHF 1,794 million under Swiss GAAP)
The purchase price will be further adjusted based on the net new money between 30/11/15 and closing as well as for the change in tangible book value between 31/12/15 and closing
Net profit until closing for the benefit of BTG Pactual
The share purchase agreement with BTG Pactual contains strong representations, warranties and indemnities for the benefit of EFG in relation to known and other risks
In addition, a material escrow account has been agreed
32 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
Transaction structure – purchase price, financing
Purchase price of CHF 1,328 million; capital raising of CHF 750 million
(in CHF m)
Tangible book value 1,428 1,328
Capital raising Existing cash Purchase Price
52.6m EFG
shares
975
Rights issue
AT1 issuance
250
225
500
Pending shareholder approval at EFG’s Annual General Meeting scheduled for 29 April 2016, EFG intends to raise capital through: CHF 500 million new equity,
expected to be raised via a rights offering (volume underwritten) to existing shareholders (with participation of EFG Group of at least CHF 125 million)
CHF 250 million Additional Tier 1 capital
Balance amount of CHF 225 million planned to be funded by available cash
Dilution protection for BTG Pactual
BTG Pactual’s investment in EFG is subject to specific anti-dilution provisions, which may result in additional shares being issued to BTG Pactual in the event the issuance price in the share capital increase falls below a certain threshold
33 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
Financials and transaction structure
Assured deal certainty
If there is no rights issue:
EFG Group has committed to subscribe to CHF 125 million in a non pre-emptive share capital increase, at CHF 6.12 per share
BTG Pactual will receive as consideration up to CHF 250m of new EFG shares at CHF 6.80 per share (capped at a 30% stake with the excess invested in additional AT1 capital instruments) and invest at least CHF 125m in new EFG AT1 capital instruments
CHF 600m cash payment to BTG Pactual will still leave EFG with strong capital ratios*
(in CHF m)
* If AT1 markets are closed, CHF 250m will also be raised from existing cash. Also in this event Total Capital Ratio (Basel III fully loaded) is expected to be above 15%
725m
21.1m EFG shares 52.6m
EFG shares
AT1 BTG
20.4m EFG
shares
250m AT1 to market*
132m
125m
BTG Consideration Committed Capital AT1 to market / Cash
CHF 600m net cash for BTG Pactual
AT1 BTG 125m
225m Cash
475m
Substitution of shares into AT1 to keep BTG
stake up to 30%
Additional EFG consideration shares
to BTG valued at CHF 6.80 per share
EFG Group will be issued new EFG
shares at CHF 6.12 per share
52.6m EFG
shares
Tangible book value 1,428m
21.1m EFG
shares
AT1 BTG
725m
34 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
100% 0% 15% 70%
Fully phased-in cost synergies of ~CHF 185 million
EFG targets fully phased in pre-tax cost synergies of ~CHF 185 million p.a.
Targeted cost synergies to be shared between both banks and across markets and functions – more than half expected to result from migration to one common IT platform
Targeted cost synergies from the transaction are on top of existing efficiency programs for EFG (for 2016)
In addition, revenue synergies are targeted from the enhanced geographic and CRO platform along with an integrated financial markets set-up. These synergies are currently not factored into the estimates and present an upside potential
0
~28
~130
~185
2016 2017 2018 2019
Phasing
Targeted cost synergies
CHF m
35 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
~(9) ~(12)
~50
~85
Net synergies of ~CHF 85 million
Estimated one-off implementation costs of ~CHF 200 million which are expected to be phased over 2016 - 2018
Assuming attrition rate of around 5-10% of combined AuM1 in the first three years, potential PBT (profit before tax) loss of ~CHF 60 -105 million
Post tax synergies (based on a 7.5% attrition rate and 17.5% tax rate), expected to be ~CHF 85 million
Transaction is expected to be EPS accretive in 2018, with double digit accretion from 2019 onwards
CHF m
Targeted post-tax synergies2
2016 2017 2018 2019
1 Including loans, as per EFG’s long-standing definition of revenue-generating assets under management 2 Based on 7.5% attrition rate
36 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
Potential for optimization of risk weighted assets for BSI (CHF 9.0 billion1 RWAs vs. CHF 6.2 billion2 for EFG) which will improve the capital position of the combined entity
Total capital ratio (Basel III fully loaded) is expected to be above 15% in 2016
Given the funding of the transaction through equity, capital ratios to remain comfortably above regulatory requirements
Strong capital position
1 As of 1H 2015 2 As of YE15
37 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
Well-diversified shareholder base
Shareholder structure
BTG Pactual to become additional shareholder of the enlarged EFG with a stake of 20% Up to a maximum of 30%, depending on the ultimate
financing structure Representation on EFG’s board of directors, subject to
shareholder approval
EFG Group to remain the largest shareholder with over 35%
Combined bank will have a well-diversified shareholder base
Other Shareholders EFG Group BTG Pactual
>35%
~20%
~46%
38 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
Agenda
Transaction overview
BSI: Swiss bankers since 1873
EFG and BSI: a strong, solid Swiss private bank
Financials and transaction structure
Next steps and conclusion
Q&A
Joachim H. Straehle, CEO EFG International Stefano Coduri, CEO BSI Joachim H. Straehle Giorgio Pradelli, Deputy CEO & CFO EFG International Joachim H. Straehle Joachim H. Straehle and all
39 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
Next steps and conclusion
Integration process – milestones
Until closing of transaction, expected in Q4 2016, EFG and
BSI will continue to operate independently At closing, new management structure for the combined
business will take effect; Joachim H. Straehle will remain CEO and Giorgio Pradelli will remain Deputy CEO & CFO of the combined bank; BSI will continue to operate in its current form as a subsidiary of EFG
Both BSI and EFG brand will be retained; following joint evaluation, intention is to implement a combined brand – reflecting the heritage of both banks – in most geographies in the future, with possible exceptions such as in Ticino and Italy
The integration process will be crucial in order to realize the benefits of this combination. EFG looks forward to work alongside BSI to forge the combined bank. The integration project will start after closing
Indicative timetable
29 April 2016 EFG Annual General Meeting, shareholder approval
2nd quarter 2016
Rights offering; offering of Additional Tier 1 capital
3rd/4th quarter 2016
Regulatory approvals 4th quarter 2016
Completion of transaction, issuance of new shares to be subscribed by BTG Pactual, new management structure in place
End-2017
Merger of BSI and EFG, one common IT platform
40 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
Transaction rationale
Improve EFG’s competitive position and establish a top tier Swiss Private Bank
Become a consolidator in the Swiss private banking market
Global presence in all growth markets and a strong footprint in Emerging Markets
Significant potential for economies of scale and cost / revenue synergies
Acquisition price does not reflect any goodwill
BSI’s private bankers to benefit from EFG’s entrepreneurial model
41 Restricted Information - Not for distribution in the United States, Canada, Brazil, Japan or Australia.
EFG International and BSI Joining Forces Q&A
Zurich, 22 February 2016
6. Presentazione EFG aggiornata su acquisto BSI (31.03.2016)
1 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
EFG International and BSI Joining Forces Update call presentation Zurich, 31 March 2016
2 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Important Legal Disclaimer THIS IS A RESTRICTED COMMUNICATION AND YOU MUST NOT FORWARD IT OR ITS CONTENTS TO ANY PERSON TO WHOM FORWARDING THIS COMMUNICATION IS PROHIBITED BY THE LEGENDS CONTAINED HEREIN. These materials are not an offer for sale of securities in the United States. Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. EFG does not intend to register any of its securities in the United States or to conduct a public offering of securities in the United States.
Important Disclaimer This document is not an offer to sell or a solicitation of offers to purchase or subscribe for securities. This document is not a prospectus within the meaning of Article 652a of the Swiss Code of Obligations, nor is it a listing prospectus as defined in the listing rules of the SIX Swiss Exchange AG or a prospectus under any other applicable laws. Copies of this document may not be sent to jurisdictions, or distributed in or sent from jurisdictions, in which this is barred or prohibited by law. The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, in any jurisdiction in which such offer or solicitation would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction. A decision to invest in securities of EFG International AG should be based exclusively on the issue and listing prospectus published by EFG International AG for such purpose.
This document is not for publication or distribution in the United States of America, Brazil, Canada, Australia or Japan and it does not constitute an offer or invitation to subscribe for or purchase any securities in such countries or in any other jurisdiction. In particular, the document and the information contained herein should not be distributed or otherwise transmitted into the United States of America or to U.S. persons (as defined in the U.S. Securities Act of 1933, as amended (the "Securities Act")) or to publications with a general circulation in the United States of America. The securities of EFG International AG have not been and will not be registered under the Securities Act, or the laws of any state, and may not be offered or sold in the United States of America absent registration under or an exemption from registration under Securities Act. There will be no public offering of the securities of EFG International AG in the United States of America.
The information contained herein does not constitute an offer of securities to the public in the United Kingdom. No prospectus offering securities to the public will be published in the United Kingdom. This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). The securities of EFG International AG are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
Any offer of securities to the public that may be deemed to be made pursuant to this communication in any member state of the European Economic Area (each an "EEA Member State") that has implemented Directive 2003/71/EC (together with the 2010 PD Amending Directive 2010/73/EU, including any applicable implementing measures in any Member State, the "Prospectus Directive") is only addressed to qualified investors in that Member State within the meaning of the Prospectus Directive.
This document contains specific forward-looking statements, e.g. statements, which include terms like "believe", "assume", "expect", "target”, “intends”, “may”, “will”, “seeks” or “should” or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Such forward-looking statements represent EFG’s judgments and expectations. They speak only as of the date on which they are made and are based on the knowledge, information available and views taken on the date on which they are made; such knowledge, information and views may change at any time. By their very nature, forward-looking statements are not statements of historical or current facts; they cannot be objectively verified, are speculative and involve inherent risks and uncertainties, both general and specific, and risks exist that the predictions, forecasts, projections and other forward-looking statements will not be achieved. EFG cautions readers that a number of factors could cause actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements made by EFG or on EFG’s behalf. These factors include, but are not limited to: (1) the ability to successfully consummate the acquisition of BSI SA ("BSI") and realize expected synergies, (2) general market, macroeconomic, governmental and regulatory trends, (3) movements in securities markets, exchange rates and interest rates, (4) competitive pressures, and (5) other risks and uncertainties inherent in the business of EFG and/or BSI. EFG is not under any obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law or regulation. Neither the delivery of this document nor any further discussions by EFG with any of the recipients thereof shall, under any circumstances, create any implication that there has been no change in the affairs of EFG since such date. All subsequent written and oral forward-looking statements attributable to the EFG or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. Nothing contained herein is, or shall be relied on as, a promise or representation as to the future performance of EFG and/or BSI SA and its subsidiaries ("BSI"). The completion of the contemplated transaction remains subject to certain conditions and, if it is completed, EFG and BSI as a combined group may not realize the full benefits of the contemplated transaction, including the expected synergies, cost savings or growth opportunities within the anticipated time frame or at all.
This communication contains side-by-side and combined financials of EFG and BSI which are presented for illustration purposes only and have not been adjusted for accounting differences or purchase accounting.
3 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Agenda
Introduction
BSI overview
EFG and BSI side by side
Synergies
Integration
Conclusion
Q&A
Joachim H. Straehle, CEO EFG International Stefano Coduri, CEO BSI Giorgio Pradelli, Deputy CEO & CFO EFG International Giorgio Pradelli Peter Fischer, Head of Strategy EFG International Joachim H. Straehle All
4 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Update on the combination with BSI
On 22 February, EFG International announced that it is joining forces with BSI
The combination will create a strong, stable and sizeable organisation with a powerful value proposition towards clients, employees and shareholders
We continue to work towards successful closing of the transaction in 4Q16
- Preparation of financing and discussions with regulators are ongoing and on track
- We have commenced preparation work for the integration phase and have a dedicated integration team in place which has started planning for the rapid integration of the two organisations
The group will use EFG International’s highly scalable IT core banking platform, allowing the combined business to
materially reduce its IT expenses
Today’s presentation provides:
- Further information on BSI Group, its performance track record and operations
- Additional details on targeted synergies
- An update on the preparation of the integration plan
5 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
BSI overview
Business overview Historical financials
6 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Established in Lugano in 1873, BSI specializes in private wealth management of HNW and UHNW individuals
BSI has a client-focused business model backed by high quality tailored solutions
BSI is present in key financial markets in Europe, Latin America, Middle East and Asia
BSI has 10 booking centres worldwide with approx. 1,850 FTEs, of which 398 are CROs
Key IFRS financial data 2015:
- Revenue-generating AuM1: CHF 87.7bn
- Operating income: CHF 841.8m
- Net profit: CHF 128.8m
- Book value: CHF 1,477.1m
BSI is rated A3 by Moody’s (placed under review for upgrade on 25 February 2016)
BSI at a glance
Revenue-generating AuM by client profile (2015)
Key historic milestones
1873: Established in Lugano 1976: First representative office in South America 1981: Hong Kong representative office 1998: BSI acquired by Generali 2005: BSI Bank in Singapore 2006: BSI acquires Banca Unione di Credito 2008: BSI acquires Banca del Gottardo 2012: Branch in Hong Kong 2015: BSI acquired by BTG Pactual
Total: CHF 87.7bn 1 Revenue-generating AuM = Assets under management, excluding custody, plus loans
Source: Unaudited IFRS financials
UHNWI (>CHF 10m)
49%
HNWI (CHF 1-10m)
34%
Affluent (CHF 500k-1m)
6%
Mass Affluent (CHF 100-500k)
5%
Retail (<CHF 100k)
1%
Others 5%
7 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
76.2 77.7 86.3 89.4 92.3
77.2
7.6 9.4
10.5 10.3
11.7
10.4 83.8
87.1
96.8 99.7
104.0
87.7
2010 2011 2012 2013 2014 2015
6%
89.4 92.3 77.2
10.3 11.7
10.4
0.9
(6.2) (1.5) (3.1)
1.3
(1.2)
5.4
(4.5)
(1.9)
(1.2)
BSI revenue-generating AuM evolution
Steady growth in AuM until 2014; 2015 impacted by exit of businesses and the sale process
AuM Loans
Change in scope of consolidation
Change of asset classification
99.7 104.0
87.7
Revenue-generating AuM evolution (in CHF bn)
Revenue-generating AuM bridge 2013-2015 (in CHF bn)
AuM
Loans
Revenue-generating AuM CAGR of c.6% over 2010-14 AuM evolution in 2014-2015 impacted mainly by:
- Exit of businesses – in Asia and non-core countries
- Uncertainties created by the multiple sale processes which started for the first time in 2012
BSI approach to client regularisation (incl. pro-active interaction with clients) has limited AuM loss and solidified client retention
Positive development in AuC (assets under custody) – from CHF 1.7bn in 2014 to CHF 7.1bn in 2015
2013 NNM ex. Exit
Exit Market perform. &
FX
Loans Other 2014 NNM ex. Exit
Exit Market perform. &
FX
Loans Other 2015
Source: Unaudited IFRS financials
8 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
BSI is focused on private banking business with HNWI / UHNWI
Almost half of the total assets are held by Ultra High Net Worth Individuals
BSI is focused on private clients
- 90% of total assets related to Private Banking business
- 83% of total assets related to HNWI / UHNWI
Advisory services constitute c.19% of total AuMs while discretionary mandates constitute c.15% of total AuMs
No major concentration risk
83% of total assets are from HNWI and UHNWI
Revenue-generating AuM by client profile (2015)
Revenue-generating AuM by asset class (2015)
Cash & deposits
22%
Bonds 21%
Equities 16%
Funds 25%
Structured products
2%
Loans 12%
Others 2%
Source: Unaudited IFRS financials
Well diversified asset mix with significant scope for increased returns
44% of assets denominated in USD, 26% in EUR, 16% in CHF
UHNWI (>CHF 10m)
49%
HNWI (CHF 1-10m)
34%
Affluent (CHF 500k-1m)
6%
Mass Affluent (CHF 100-500k)
5%
Retail (<CHF 100k)
1%
Others 5%
9 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
12.4
17.5
17.5
5.1
23.3
13.1
15.1
8.3
17.8
12.4
4.7
19.4
12.0
12.9
Other
Latin America &Middle East
Asia
CEE
Other Europe
Switzerland
Italy
BSI has a well diversified geographic mix
Revenue-generating AuMs by business region1 (YE 2015)
14%
5%
14%
20%
9%
as % of total AuM (2015)
2015 2014
74% Singapore; 24% Hong Kong
76% Latin America; 24% Middle East
Switzerland & Europe
22%
15%
Strong footprint in Switzerland, Italy and Asia
Total CHF 87.7bn (2015)
1 The definition of the region follows in general the organisational structure of the bank (management responsibility) and the location of the CROs, with the exception of CEE
In CHF bn
Source: Unaudited IFRS financials
10 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
677 Front-office FTEs of which 398 are CROs, 77 Investment specialists and 189 PB assistants
AuM per CRO at CHF 220m, up by 17% from CHF 188m in 2010
Loyal CRO base – average CRO tenure of 11 years
143 CROs in Ticino (36% of total)
BSI has an efficient and loyal CRO base
Revenue generating AuM per CRO (CHFm)
220 242 236 215 196 188
259
62
68
9
446 444 450 422 429
398
2010 2011 2012 2013 2014 2015
BSI Europe & Switzerland BSI Latin America & Middle East BSI Asia Other
CRO evolution since 2010
11 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
0.3
1.5
3.5
0.6
2.2
3.6
0.2
1.4
2.7
0.6
2.1
3.4
Other
Latam & ME
Asia
CEE
Europe / Italy
Switzerland
Loans by business regions
Loans by type (YE 2015)
33%
20%
6%
26%
2%
13%
CHF 10.4bn
BSI has a conservative loan book
as % of total (2015)
Lombard loans constitute c.46% of total loans
c.33% of loans within business region Switzerland
Strong collateral for commercial and residential mortgages
- LTV of c. 49% for residential and c.44% for commercial mortgages
Concentrated on Lombard lending, with largest exposure in Switzerland
Switzerland & Europe
Total CHF 10.4bn (2015)
Lombard loans 46%
Residential mortgages
35%
Commercial loans 9%
Commercial mortgages
7%
Other 3%
2015 2014
1 Latin America & Middle East
1
Source: Unaudited IFRS financials
12 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
194 385 41
40 286
227 520
652
2014 2015Personnel Depreciation & amortisation Other
Revenue breakdown by type (in CHF m)
BSI – Stable operating performance despite recent headwinds
Stable core income – net interest income and commissions constitute c.80 % (avg. 2014-15) of total revenues
RoAuM (bps)
99 RoAuM Excl loans
Margin increase in 2015 driven by other income, offsetting decline in commission margins
Adjusted C/I improved from 88% in 2014 to 77% in 2015
Operating expenses breakdown (in CHF m)
61% 77% C / I ratio1
Improving margins and cost - income ratio
94
197 188
513 455
146 199
856 842
2014 2015Net interest Net fee and commission Other
19 20
50 47
14 21
84 88
2014 2015Net interest Net fee and commission Other
88% 77% Adj. C / I ratio2
1 Ratio of operating expenses (including depreciation and amortisation) to operating income
2 Operating expenses in 2014 adjusted for past service cost pension plan amendment (CHF 235.4m)
Source: Unaudited IFRS financials
13 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
IFRS net profit CHF 109.5m CHF 128.8m
Operating income CHF 855.6m CHF 841.8m
Revenue margin 84 bps 88 bps
Net new money1 CHF 0.9bn CHF (6.2)bn
Revenue-generating AuM CHF 104.0bn CHF 87.7bn
Operating expenses CHF 520.4m CHF 652.1m
Cost / income ratio2 60.8% 77.5%
Adjusted cost-income ratio3 88.3% 77.5%
CROs 429 398
Total FTEs 1,928 1,850
BIS total capital ratio (Basel III)4 17.1% 22.8%
CET 1 capital ratio (Basel III)4 16.3% 21.9%
Return on shareholders’ equity n.a. 8.9%
Return on tangible equity n.a. 9.8%
BSI Financials summary (IFRS) 2015 2014
1 Excluding impact from businesses exited 2 Ratio of operating expenses (including depreciation and amortisation) to operating income 3 Operating expenses in 2014 adjusted for past service cost pension plan amendment (CHF235.4 m) 4 Regulatory capital reported to FINMA under Swiss GAAP Source: Unaudited IFRS financials
14 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
EFG and BSI side by side
15 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Side by side – Revenue generating AuMs and CROs
Financial Year 2015
Revenue-generating AuM, CHF bn 83.3 87.7
NNM1, CHF bn 2.4 (9.3)
FTEs (#) 2,137 1,850
CROs (#) 462 398
AuM / CRO, CHF m 180 220
Revenue-generating assets under management above CHF 80bn for both institutions. The combined entity will have approx. CHF 170bn AuM
Complementary presence in Europe. BSI’s relative strength in Italy is complemented by EFG’s strength in Spain and UK
In Asia, EFG has a relatively stronger presence, however pockets of complementarity exist (EFG relatively stronger in Hong Kong while BSI stronger in Singapore)
Similar scale, highly complementary geographical reach
1 For BSI, NNM includes impact from businesses exited
16 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Side by side – P&L metrics
Net interest and commission income constitutes c.83% of total revenues for EFG vs. c.76% for BSI
Revenue margins are broadly similar across EFG and BSI
EFG’s reported profit impacted by payment for US Tax Programme and exceptional legal and professional charges. Underlying recurring net profit was CHF 91.1m
Financial Year 2015 IFRS1 IFRS1
Net interest income, CHF m 200.6 187.7
Net fee and commission income, CHF m 375.3 454.8
Other income, CHF m 120.8 199.2
Operating income, CHF m 696.7 841.8
Operating expenses, CHF m (604.3) (652.1)
o/w personnel expenses, CHF m (436.1) (385.2)
Cost / Income ratio2 87% 77%
Reported profit after tax, CHF m 57.1 128.8
Return on tangible equity3 10.7% 9.8%
RoAuM (bps) 85 88
Similar return levels
1 Audited financial statements for EFG and unaudited statements for BSI 2 Ratio of operating expenses (including depreciation and amortisation) to operating income 3 For EFG, return on tangible equity based on underlying recurring net profit, excluding impact of non-recurring items
17 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Side by side – Balance sheet and regulatory capital
Significant potential for capital efficiency improvements
Financial Year 2015 IFRS1 IFRS1
Loans, CHFbn 12.1 10.4
o/w Lombard loans 8.8 4.8
o/w Mortgage loans 3.1 4.3
Total assets, CHFbn 26.8 21.1
Deposits, CHFbn 19.9 17.6
Tangible equity, CHFbn 0.9 1.3
RWA, CHFbn 6.2 8.1
RWA / loans (%) 51.2% 77.3%
CET1 capital ratio (Basel III fully applied)2 12.8% 21.9%
Total capital ratio (Basel III fully applied)2 16.8% 22.8%
Leverage ratio2 (FINMA) 3.1% 7.6%
Liquidity coverage ratio (LCR) 224% 144%
Net stable funding ratio (NSFR) 164% 137%
Lombard loans constitute c.73% of total loans for EFG vs. c.46% for BSI
While both EFG and BSI have liquid balance sheets, EFG’s liquidity metrics are above BSI
RWA / loans ratio is significantly higher for BSI at 77.3%, highlighting an opportunity for improved capital efficiency
1 Audited financial statements for EFG and unaudited statements for BSI 2 For BSI regulatory capital and leverage ratio reported to FINMA under Swiss GAAP
18 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Estimated synergies
Sources of estimated synergies Infrastructure Overlap of entities Optimisation of perimeter
Estimated integration costs
19 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Key pillars of estimated costs synergies
Infrastructure
Overlap of operations
Optimisation of perimeter
IT, Operations, Premises Migrating BSI to EFG’s platform
Overlapping business in key geographies
Exit of non strategic businesses and / or subcritical locations
20 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Overlapping operations create potential for synergies
EFG
BSI
Switzerland
Europe
Global
UK
Lux
Spain
Italy
Monaco
Miami
Colombia, Peru, Equador
Latin America
Uruguay
Bahamas
Argentina
Panama
Hong Kong
Asia
Singapore
Selected booking centres1
Panama
Complementary footprint in
Ticino
Italy
Spain
Overlapping booking centres across key booking centres
Zurich
Geneva
Monaco
Luxembourg
Bubble split represents AuM contribution in respective booking centers Size of the bubble represents relative proportion of AuM
1 Based on AuM excl. loans
Hong Kong Singapore Bahamas
UK Miami Panama
21 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
100% 0% 15% 70%
Fully phased-in targeted cost synergies of ~CHF 185m
EFG targets fully phased in pre-tax cost synergies of ~CHF 185 million p.a., representing c.28% of BSI’s 2015 cost base
Targeted cost synergies to be shared between both banks and across markets and functions – more than half expected to result from migration to one common IT platform
Targeted cost synergies from the transaction are on top of existing efficiency programs for EFG (for 2016)
Cost synergies targeted by EFG are in line with precedents in the private banking space
0 ~28
~130
~185
2016 2017 2018 2019
Phasing
Targeted cost synergies (in CHF m)
Target cost synergies at announcement / Target’s cost base
14%
37% 29%
23% 28%
JB / UBSIPBs
BSI /Banca
Gottardo
JB / INGSwitz.
JB / MLIWM
EFG /BSI
2005 2007 2009 2012 2016
Share deal
Asset deal
22 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Breakdown of targeted synergies
IT, OPs & Premises
Corporate Structure
Front Office
Governance Functions and Other
Total cost synergies
Amount (in CHF m)
Cost synergies mainly driven by IT % of Total Key actions
59%
14%
11%
15%
100%
Migrating to in-house platform Economies of scale in Global Operations CHF 10m savings on premises
Corporate structure simplification
Increasing efficiency of front office operations
Improve operational efficiencies and centralise processes
Economies of scale - insurance, travel, consulting, etc.
110
27
21
28
% of combined
costs
35%
28%
4%
11%
15% 185
23 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Rationale for IT/Operations platform choice
BSI IT/Ops like for like annual spend is c. CHF 160m versus c. CHF 80m for EFG, for similar AuM and FTE
EFG platform has relatively low software licensing and other 3rd party external costs Cost
Efficiency
Control
Coverage
EFG platform has proven to be scalable, and has spare capacity to accommodate additional assets, products, or booking centres at low marginal cost
External consulting studies have concluded that EFG would derive significant benefit from organic or inorganic business growth due to its scalable platform
EFG is largely independent and has direct internal control of platform developments and changes, whereas BSI is materially dependent on third party providers
BSI has no platform or booking centre capabilities in UK or Miami (substantial regional hubs for EFG)
EFG has a proven track record of adding new locations and booking centres to the IT/Ops platform at marginal incremental cost
BSI will migrate to EFG’s IT platform
24 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Migration of BSI to EFG’s IT platform
Substantial synergies will be achieved from the integration as BSI offers very similar products and services to EFG; the Operating Model is similar (both have highly centralised IT platforms centred around a core banking system), and both have similar geographic footprints
The combined organisation will run on an upgraded version of the current EFG IT platform. EFG’s core banking and most of the peripheral applications will be retained, though some peripheral applications will be “cherry picked” from the BSI platform and integrated into the upgraded EFG platform
The IT/Operations platform integration and migration project will run from Q2 2016 until Q4 2018 and expected to cost CHF 80m
IT/Operations cost evolution target2
2015 Actuals
EFG platform is stable, flexible, has a lower cost of ownership, and has spare capacity
BSI 66.7%
EFG 33.3%
EFG 58%
2016 Estimate
2017 Estimate
2018 Estimate
EFG 71%
2019 Estimate
70% of synergies realised
after migration
100% of synergies realised
after optimisation
c.170m
c.140m
(1) BSI 66.7%
EFG 33.3%
BSI 66.7%
EFG 33.3%
BSI 159.7m
EFG 80.3 m
CHFm
c.240m
c.240m
c.240m
1 Excludes project costs (CHF 80m project cost included in overall integration costs) 2 Excluding cost associated with premises
25 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
IT/Operations – Key path to deliverables
Target Platform Design
IT/Ops Project Team Mobilisation
BSI Migration
New Platform Optimisation
Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4
Project to be delivered by a joint EFG & BSI team combined with specialist consultants who will be integrated into existing IT teams
Comments
Application mapping & gap analysis (with BSI team) Technical architecture and capacity planning Design future state operating model
Resource integration into core EFG IT teams1
Additional project and change management staff Partnership with key platform vendors
Migrate BSI business on to EFG platform Will be phased by booking centre from Q1 2017
(smaller entities) through to end 2017
Resolve post-migration teething issues Improve overall STP and automation Realise remaining headcount synergies
2016 2017 2018
Planning Migration
EFG Platform Preparation
Accelerate already planned projects Build additional functionality and new locations Prepare infrastructure for additional volume
1 To include existing BSI IT project resources (post-closing)
26 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
IT Platform – Gap Analysis
Panama
Patrimony (UHNWI)
The platform gap is much smaller than with comparable Private Banking M&A transactions; BSI and EFG both have centralised IT Platforms, offer similar products and services, and have a similar geographic footprint
Panama and Patrimony will be new database ‘instances’ on the EFG core banking platform. This has been done multiple times with previous EFG acquisitions and the architecture to achieve this is proven
Booking Centres
Product
Business Segments
Mass-affluent / retail offering in Ticino
Commercial Banking (Trade Finance)
Securities Lending
FX Market Making / Trading Risk
Structured Products Generation
EFG’s core banking platform has a securities lending capability that is currently unused that will be tested and enhanced as needed
Existing BSI FX market making and structured products applications will be retained and bolted on to the EFG core banking platform
EFG’s platform has the capacity and scale to deal with retail volumes. Improvements will be made to payments and credit admin workflow
EFG’s core banking platform has commercial / trade finance modules (from Banque de Depots heritage), that will be re-tested and enhanced
Approach to fill the gaps Main gaps
27 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
~7
~27
~54 ~67
~4
~15
~15
~15
Estimated revenue attrition
Potential attrition and tax regularisation impact of around 5-10% of combined AuM1 in the first three years, revenue margins of approx. 70 bps with related cost impact of 25%
Estimated revenue loss of ~CHF 15m from exit of businesses (not AuM related)
Potential PBT (profit before tax) loss of ~CHF 60 -105m Conservative Approach No growth factored in
Positive NNM will mitigate the impact from AuM attrition
No cost reduction assumed in relation to the ~CHF 15m revenue loss from exit of businesses
In addition, revenue synergies are targeted from the enhanced geographic and CRO platform along with an integrated credit, products and trading set-up. These synergies are currently not factored into the estimates and present an upside potential
Potential PBT loss (in CHF m)2
2016 2017 2018 2019
1 Including impact of exit of some business and review of the perimeter. 2 Based on 7.5% attrition rate
~10
~42
~69
~82
PBT loss due to AuM attrition Revenue loss due to exit of businesses (100% phased-in from 2017)
12.9 2.6 7.7 12.9
Cumulative AuM attrition post closing (CHF bn)2
28 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
200
53
80
30 10
35
45 200
53 253
IT HR Regulatory & compliance alignmentTransaction costsConsultants, contingency and othersBorne by EFG Borne by BTG Total integration costs
100%
Breakdown of estimated transaction and integration costs
IT HR Transaction costs
Regulatory & compliance alignment
Costs borne by EFG
40%
Consultants, contingency &
Others
15% 5% 18% 23%
Total integration costs
Costs borne by BTG Pactual
Costs related to migration of BSI onto EFG platform
Cost related to adoption of the HR / Social plan
Investments in compliance framework
Incl. migration related costs, BSI retention
plan
As % of costs borne by EFG CHF m
Estimated transaction and integration costs are equivalent to 1.3x synergies – in middle of benchmark range of 1-1.5x
29 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
~(9) ~(12)
~50
~85
Net synergies of ~CHF 85m
Estimated one-off implementation costs of ~CHF 200m which are expected to be phased over 2016 – 2018 35% in 2016, 50% in 2017 and 15% in 2018
Estimated post tax synergies (based on a 7.5% attrition rate
and 17.5% tax rate), expected to be ~CHF 85m
Transaction is expected to be EPS accretive (excluding restructuring costs) in 2018, with double digit accretion in 2019
Estimated post-tax synergies (in CHF m)1
2016 2017 2018 2019
1 Based on 7.5% attrition rate
30 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
6.7 5.4
1.4 1.3
2.0
1.3
2014 2015
Credit Operational Market & counterparty
23% 23% 26% 28%
38% 43%
Pee
r 1
EFG
Pee
r 2
Pee
r 3 BS
I
Pee
r 4
Potential for substantial RWA optimisation at BSI
BSI’s RWA evolution (in CHF bn)
BSI’s RWA / Assets ratio stands at 38%, above peers and EFG - highlighting potential for RWA optimisation
Experience at EFG of educating CRO’s of regulatory capital impacts of different collateral values of securities for lombard loans has helped manage RWA growth
10.1
8.1
RWA / Assets across peers 1
1 Latest available data
BSI’s RWAs are based on standard approach
31 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Integration Steps
Integration workstreams and priorities Project organisation
32 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Planned merger and integration work-streams
Legal (closely linked to ‘Closing’)
Strategy/Organization (including Markets/Products)
IT / Operations
Branding / Marketing
Phase 0: Preparation
Phase 1: PMI concept
Phase 2: Merger and customer migration
Announcement of merger
“One face to the regulator”
“One face to the customer”
“One bank for back-office processes ”
D0 (Signing): 22 Feb
D1 (Closing): Q4 2016
D2: Q1 2017 D3: Q4 2017
1
2
4
3
33 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
For each work-stream, defined key priorities until closing
Legal
Strategy/
Organization
IT/
Operations
Branding/ Marketing
Work-stream Key priorities until closing
Approval process Future group tax and corporate structure Alignment of contracts, forms, etc.
Alignment of key policies, strategies and optimisation of RWA Detailed synergy implementation timeline Retention of Clients, CROs and Staff Target markets coverage (e.g. legal entities, booking centers) Target product offering Blueprint new organization chart
Target platform selection (DONE) Migration roadmap to target platform Product, service and price harmonization Target MIS / Accounting system
Customers & employees communication on integration process Start new marketing and sponsoring, branding concept
1
2
4
3
PMI key priorities
Overall integration roadmap
Integration Governance
Baseline definition
+
34 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Integration project organisation
Legal
Senior Legal Counsel External Advisers
IT / Operations Branding / Marketing Strategy / Organization
Integration Committee J. Straehle, G. Pradelli, P. Fischer, P. Zbinden
S. Coduri, R. Santi, G. Robert, R. Cohn
Integration Office (PMO)
P. Fischer C. Flemming / S. Mohorovic
1 2 4 3
Business unit heads External Advisers
CFO of EFG COO of EFG Head of Banking Platform at BSI
Head of Marketing at EFG and BSI External Advisers
35 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Integration machine already up and running
Defined detailed Integration Project Organization and Governance
Held first joint meetings of all key executives involved in the integration
Completed the key staffing of most working groups
Held the kick-off for key working groups
Agreed on key milestones going forward for each working group
Established clear rules of engagement
36 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Conclusion
37 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Merger milestones and priorities
Plan merger and integrate … …
Phase 0: Preparation
Phase 1: PMI concept
Phase 2: Merger and customer migration
Announcement of merger
“One face to the regulator”
“One face to the customer”
“One bank for back-office processes ”
D0 (Signing): 22 Feb
D1 (Closing): Q4 2016
D2: Q1 2017 D3: Q4 2017
Run the bank A
Close transaction B
C
38 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Potential risk / concern
? Different cultures
Heritage to be maintained
Complementary business - no EFG presence in Ticino
BSI’s CROs to leverage on EFG’s entrepreneurial model
Many BSI and EFG CROs have common background
Mitigants
? Execution risk / Delivery of estimated synergies
Only cost synergies targeted
IT / Ops constitute 59% of targeted cost synergies
COO of EFG and Head of Banking Platform at BSI have extensive experience in migration projects
? Risk of key people leaving Retention packages
CROs to benefit from large scale and global reach
CROs prefer a stable organisation
? CRO model BSI’s CROs have similar portfolio size and profile as compared to EFG’s CROs
Any change required will only be gradually implemented
We are aware of the key risks and are already working to mitigate them
39 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Potential risk / concern Mitigants
? Financing risk Assured deal certainty even if market conditions do not allow capital raising, owing to commitments from EFG Group and BTG Pactual
? Limited integration experience EFG and BSI have completed several integrations in the past
Management team has extensive integration experience
Additional support from external consultants
? Asset retention
Clients will prefer the stability of the stronger organisation
Proactive client interaction, support and service
Significant initiatives in progress to retain CROs
We are aware of the key risks and are already working to mitigate them
Remain key focus of management
Board oversight will ensure focus is not lost ? Still need to run the bank
40 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Key conclusions
Combination will create New leading Swiss Private Bank With Global reach Entrepreneurial and solution driven
Compelling strategic rationale of the transaction Improve EFG’s competitive position Attractive for clients, employees, CROs and shareholders Strong combined position in Switzerland and Europe / UK; doubling AuM in key growth markets Asia and Latin
America
Strong financial fit with significant potential for cost synergies Highly complementary financial profiles Significant potential for economies of scale and cost synergies Enhanced growth prospects BSI’s CROs have similar portfolio size and profile as compared to EFG’s CROs
Dedicated integration team and well-designed process to ensure successful integration Integration will be delivered by a joint force of EFG and BSI teams, combined with external advisers' expertise
41 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Q&A
42 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Appendix
43 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Extensive track record of integration for both organisations
2003 EFG acquired BanSabadell Finance
2005 EFG acquired DLFA Dresdner LatAm Fin. Advisors
2006 BSI acquired Banca Unione di Credito
2008 BSI acquired Banca del Gottardo
2003 EFG acquired Banque Edouard Constant
2004 EFG acquired Banco Atlantico Gibaltar
2005 EFG acquired Banco Sabadell Bahamas
2006 EFG acquired Banque Monégasque de Gestion
CMA and Marble Bar Asset Management representing diversification outside of pure private banking business and therefore not integrated
2014 EFG acquired Falcon PB (Hong Kong) as part of an asset deal
44 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
BSI – Income statement (IFRS)
(in CHF million) 2014 2015
Net interest income 196.7 187.7
Net banking fee & commission income 512.9 454.8
Net other income 146.0 199.2
Operating income 855.6 841.8
Personnel expenses (194.3) (385.2)
Other operating expenses (285.5) (226.9)
Depreciation of property and equipment (17.3) (13.7)
Amortisation of intangible assets (23.3) (26.3)
Total operating expenses (520.4) (652.1)
Increase in and release of provisions (163.7) (7.5)
Impairment losses and reversal of impairment losses on loans and advances to customers (3.9) (19.3)
Profit before tax 167.5 162.9
Income tax expense (58.0) (34.1)
Net profit 109.5 128.8
Non-controlling interest 0.0 0.0
Net profit attributable to ordinary shareholders 109.5 128.8
Net profit up 18% y/y
Pressure on net interest and commission income offset by improvement in other income
Operating expenses in 2014 impacted by past service cost pension plan amendment of CHF 235m
Source: Unaudited IFRS financials
45 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
BSI – Balance sheet (IFRS)
Well capitalised balance sheet with CET1 ratio of c.22%
Liquid balance sheet with cash & treasury bills making c.24% of total assets
LCR ratio of 150%, well above minimum requirements
5% y/y growth in tangible equity in 2015
(in CHF million) 2014 2015 Cash and balances with central banks 2,979.0 3,671.5 Treasury bills and other eligible bills 2,344.8 1,480.0 Due from other banks 2,811.9 2,172.8 Loans and advances to customers 11,665.1 10,422.7 Derivative financial instruments 691.7 307.2 Financial assets - trading assets 1,448.1 1,139.7 Financial investment - available-for-sale 1,477.9 1,302.0 Investment in associates 38.9 4.5 Intangible assets 139.6 127.7 Property and equipment 232.5 224.3 Current income tax receivable 1.3 8.4 Deferred income tax assets 69.5 85.7 Other assets 123.4 107.0 Total assets 24,023.7 21,053.5
Due to other banks 740.8 275.2 Due to customers 19,429.1 17,587.0 Subordinated loans 99.0 99.5 Debt issued 0.0 0.0 Derivative financial instruments 738.4 338.6 Financial liabilities designated at fair value 638.5 505.8 Current income tax liabilities 17.3 24.1 Deferred income tax liabilities 0.5 0.8 Provisions 277.9 54.4 Other liabilities 661.3 691.0 Total liabilities 22,602.8 19,576.3
Share capital 1,840.0 1,840.0 Share premium 145.2 145.2 Other reserves and retained earnings (564.4) (508.0) Non-controlling interests 0.0 0.0 Total equity 1,420.9 1,477.1 Total equity and liabilities 24,023.7 21,053.5
Basel III CET1 ratio (Basel III fully phased-in)1 16.30% 21.90% Basel III Total capital ratio (Basel III fully phased-in)1 17.10% 22.80% Liquidity coverage ratio (LCR) n.a. 144% Leverage ratio (FINMA) 6.0% 7.6% Net stable funding ratio (NSFR) n.a. 137% Total RWA, CHF m2 10,068.5 8,052.3
1 Regulatory capital reported to FINMA under Swiss GAAP 2 Credit RWA are based on standard approach Source: Unaudited IFRS financials
46 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Client offering Services
Private banking & wealth management
Discretionary mandates Asset management mandates (e.g.
Abscluta, etc.) Personalised mandates (e.g. Exclusiva,
etc.)
Execution only Securities trading FX, equities, fixed income, options, commodities, mutual funds 24h FX execution capabilities
Asset management products Long only funds Structured products Fund of hedge funds
Investment advisory Active advisory Strategic advisory
Patrimony 1873 Family office Tailored service for UHNWIs with
dedicated specialists
Other Financial planning Trust services
Universal life insurance Pension products
Lombard loans Residential and commercial mortgages
Bank guarantee Trade finance Lending offered to PB clients
Basic banking Corporate finance
Art advisory Capital Markets Other services
Family office Personal banking
BSI product offering
Custody Services
47 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
Client offering Services
Private banking & wealth management
Discretionary mandates Management of discretionary portfolios by EFG
Asset Management including traditional equity or fixed income mandates as well as multi-asset strategies
Execution only FX, equities, fixed income, derivatives, commodities, mutual
funds Direct access offering to key clients
Asset management products New Capital funds, managed by EFG
Asset Management Broad range of third party products and
funds
Investment advisory Advisory services giving clients full access to investment
management expertise while level of control maintained can be decided by the client
Sales trading
Other Wealth solutions UHNW Solutions
Lombard loans Mortgage loans
Bank guarantees Lending offered to PB clients
Brokerage and Trading services Banking services Other services
EFG product offering
Structured Products Advanced platform to issue EFG structured products Product generation on the back of EFGAM convictions /themes or
client specific requests Broad range of third party products
Trust services Fund services
48 Not for release, publication or distribution in the United States of America, Brazil, Canada, Japan or Australia
EFG International and BSI Joining Forces
Zurich, 31 March 2016
7. Comunicato FINMA – BSI per 1MDB (24.05.2016)
Fehler! Unbekannter Name für Dokument-Eigenschaft., Fehler! Unbekannter Name für Dokument-Eigenschaft. Fehler! Unbekannter Name für Dokument-Eigenschaft. tel. Fehler! Unbekannter Name für Dokument-Eigenschaft., fax Fehler! Unbekannter Name für Dokument-Eigenschaft. Fehler! Unbekannter Name für Dokument-Eigenschaft.
Comunicato stampa
Data: 24 maggio 2016 Embargo: ---
BSI viola gravemente le disposizioni in materia di riciclaggio di denaro In ragione delle relazioni d’affari intrattenute e delle transazioni effettuate nell’ambito dell’affare di corruzione del fondo sovrano malese 1MDB, BSI SA ha violato gravemente le disposizioni legali in materia di riciclaggio di denaro e il requisito dell’irreprensibilità. È quanto è emerso dal procedimento di enforcement condotto dall’Autorità federale di vigilanza sui mercati finanziari FINMA. Nel caso del fondo 1MDB, la banca ha effettuato, nell’arco di diversi anni, molteplici transazioni considerevoli finalizzate a scopi non trasparenti e, nonostante i sospetti manifesti, non ne ha accertato i retroscena. Oltre ad altri provvedimenti adottati, la FINMA confisca un importo di CHF 95 milioni. La FINMA avvia procedimenti di enforcement nei confronti di due ex funzionari della banca responsabili. Inoltre, la FINMA comunica di approvare l’integrale acquisizione di BSI da parte di EFG International, alla condizione che BSI venga completamente integrata e successivamente sciolta. Tale acquisizione va considerata positivamente, poiché offre alla clientela e al personale una prospettiva futura.
Nel 2015 la FINMA ha avviato un procedimento di enforcement nei confronti di BSI poiché sussistevano indizi di violazione delle disposizioni legali in materia di riciclaggio di denaro. Tali indizi erano correlati a relazioni d’affari intrattenute e a transazioni effettuate nel contesto del caso di corruzione afferente al fondo sovrano malese 1MDB. La FINMA ha esaminato numerose transazioni, i processi e l’organizzazione del sistema di controllo interno della banca. Il procedimento si è concluso nel maggio 2016. Contestualmente, la FINMA ha concluso un procedimento e ammonito BSI per la condotta assunta nel caso Petrobras. Nel contesto dei medesimi due casi, la FINMA ha svolto accertamenti presso oltre venti banche svizzere e avviato, inoltre, dei procedimenti nei confronti di sei di queste.
1MDB: decisione consapevole del Management
Relativamente al caso 1MDB, il comportamento di BSI è stato particolarmente grave. Le relazioni d’affari correlate al fondo 1MDB sono state ripetutamente discusse dai vertici dirigenziali, in particolare anche dopo che la FINMA, già alla fine del 2013, aveva in maniera indubbia richiamato l’attenzione della banca sui gravi e molteplici rischi connessi a tali relazioni d’affari, ingiungendola a procedere a ulteriori accertamenti. Ciononostante, il consiglio di amministrazione e la direzione della banca hanno consapevolmente e reiteratamente deciso di continuare a intrattenere tali relazioni d’affari, molto
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attrattive dal punto di vista economico, senza che i numerosi ed evidenti indizi fossero adeguatamente chiariti e i rischi stessirilevati.
BSI viola gli obblighi di diligenza nella lotta contro il riciclaggio di denaro
Nell’ambito del procedimento avviato nei confronti di BSI, la FINMA ha constatato gravi mancanze relative alla lotta contro il riciclaggio di denaro. Le ragioni sono un’insufficiente gestione del rischio e l’inefficacia del sistema di controllo interno. La FINMA ha constatato quanto segue.
Nel periodo compreso fra il 2011 e l’aprile 2015 sono state appurate gravi lacune nell’accertamento delle transazioni che comportano un rischio superiore, in particolare nelle relazioni d’affari con persone politicamente esposte (PEP). In questo contesto, l’origine dei valori patrimoniali non è stata sufficientemente chiarita e transazioni sospette dell’ordine di centinaia di milioni di dollari non sono state criticamente analizzate.
La banca ha ripetutamente, in maniera sistematica e per un arco di tempo prolungato violato l’obbligo di allestire la documentazione necessaria relativa alle transazioni che comportano un rischio superiore.
Nel contesto del caso 1MDB, la banca ha intrattenuto relazioni con diversi fondi sovrani esteri, i cui conti erano gestiti e contabilizzati a Singapore, ma anche in Svizzera. Si trattava del più grande e redditizio gruppo di clienti di BSI. Ciò si è conseguentemente riflesso sulla retribuzione dei collaboratori della banca coinvolti.
Le commissioni applicate erano molto elevate rispetto alla media e non usuali sul mercato. I responsabili della banca non hanno analizzato criticamente per quale ragione dei fondi sovrani esteri chiedessero a un istituto specializzato nella clientela privata di eseguire dei servizi destinati a clienti istituzionali e, per questo, versassero delle commissioni eccessivamente elevate e non concluse alle condizioni prevalenti di mercato.
La banca ha insufficientemente monitorato le relazioni da lei intrattenute con un gruppo di clienti con all’incirca 100 conti legati al caso 1MDB. All’interno del gruppo di clienti, come pure verso terzi, sono state effettuate una serie di transazioni senza che la banca avesse prima accertato sufficientemente i retroscena economici.
o Così, per esempio, nel caso di un afflusso di fondi dell’ordine di USD 20 milioni, BSI si è accontentata della spiegazione addotta dal cliente, secondo cui si trattava di un “regalo”. In un altro caso, sono confluiti su un conto più di USD 98 milioni, senza che il retroscena economico fosse stato chiarito.
o La banca ha effettuato transazioni in entrata e in uscita di entità comparabile, benché le spiegazioni e la documentazione contrattuale parzialmente fornite fossero in contrasto con lo scopo dell’impiego dei fondi addotto al momento dell’apertura del conto.
o Spesso le transazioni sono state plausibilizzate in modo generico mediante contratti di prestito, anche se questi ultimi non fornivano una spiegazione esaustiva sui reali retroscena delle transazioni in questione.
o Infine, sono spesso emersi chiari indizi di cosiddette transazioni di passaggio: in un caso, USD 20 milioni sono stati trasferiti internamente alla banca tra diversi conti, per poi essere riversati a favore di un istituto terzo. Questo tipo di transazioni sono
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decisamente a rischio sotto il profilo del riciclaggio di denaro. Ciononostante, la banca ha omesso la documentazione e la plausibilizzazione dei retroscena oppure si è accontentata dell’indicazione che, nel quadro di tali relazioni d’affari, si trattava sempre del medesimo avente diritto economico oppure del fatto che tali transazioni venivano effettuate ”a fini contabili”.
La banca ha effettuato a favore di fondi sovrani esteri transazioni di notevole entità, talvolta dell’ordine di centinaia di milioni, senza che i retroscena fossero stati preventivamente chiariti in maniera adeguata.
o I mezzi del fondo sovrano sono stati molto spesso investiti tramite strutture intermedie appositamente costituite. BSI ha sostenuto la realizzazione di tali strutture intermedie volte a ottenere una maggiore confidenzialità nell’attività di investimento. Alla fine, BSI non era però più in grado di ricostruire come tali mezzi fossero stati impiegati.
o Tale configurazione è stata in parte constatata e discussa internamente alla banca: già nel 2012 un collaboratore informò il suo superiore: “My team is implementing these transactions without really knowing what we are doing and why and I am uncomfortable with this. […] there should be a stronger governance process around all this.” A tale segnalazione interna non è stato tuttavia dato alcun seguito.
Il consulente alla clientela responsabile della gestione di tali relazioni ha dato nell’occhio a più riprese a causa del suo comportamento non cooperativo in questioni di compliance, in particolare per quanto riguarda gli accertamenti insufficienti svolti in merito alle transazioni. I superiori erano a conoscenza di questi fatti, tuttavia non hanno sostenuto l’unità Compliance, bensì il consulente alla clientela. Di conseguenza, il comportamento di quest’ultimo non ha avuto alcuna ripercussione, per esempio, sui bonus percepiti. Al contrario, egli era annoverato fra i collaboratori meglio retribuiti dell’istituto.
Ai clienti importanti, che beneficiavano di una sorta di servizio clienti esclusivo, venivano concesse eccezioni alle disposizioni interne. I dirigenti erano al corrente dei fatti, tuttavia hanno omesso di esaminare adeguatamente tali eccezioni.
Complessivamente, nel periodo in oggetto, i dirigenti del gruppo BSI non hanno sorvegliato in modo adeguato la filiale di BSI a Singapore, nonostante il fatto che i contatti intrattenuti fossero stretti e frequenti e gli organi del gruppo facessero parte del consiglio di amministrazione della filiale.
Conclusioni: Alla luce di quanto esposto, la FINMA giunge alle seguenti conclusioni: le mancanze constatate costituiscono gravi violazioni degli obblighi legali di diligenza in materia di lotta contro il riciclaggio di denaro come pure gravi violazioni del principio di un’adeguata gestione del rischio e di un’adeguata organizzazione. BSI ha così gravemente violato i requisiti per la garanzia di un’attività irreprensibile. Infine, sino ai vertici dirigenziali è venuto meno l’atteggiamento critico necessario per riconoscere, limitare e monitorare i considerevoli rischi giuridici e di reputazione incorsi.
La FINMA confisca gli utili e avvia procedimenti nei confronti di singole persone
Oltre alle misure volte al ripristino della situazione conforme, la FINMA adotta i seguenti provvedimenti:
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Confisca degli utili indebitamente realizzati: la gestione in grave violazione delle disposizioni in materia di vigilanza delle relazioni della clientela ha consentito alla banca di applicare, per tutta la durata dell’inchiesta, commissioni elevate. La FINMA confisca gli utili indebitamente realizzati dell’ordine di CHF 95 milioni. Il denaro confiscato sarà devoluto alla Confederazione.
Accertamento delle responsabilità individuali: la FINMA ha aperto nel maggio 2016 due procedimenti di enforcement nei confronti di due ex funzionari della banca. La FINMA vuole così esaminare il grado di conoscenza, il comportamento e la responsabilità individuale di entrambe gli ex manager in relazione alle violazioni di legge constatate. La FINMA si riserva la facoltà di avviare ulteriori procedimenti.
La FINMA approva la complessiva integrazione di BSI da parte di EFG a determinate condizioni
Contemporaneamente alla conclusione del procedimento, la FINMA approva la complessiva integrazione di BSI da parte di EFG International alla condizione che BSI, entro 12 mesi venga completamente integrata e successivamente sciolta. Nessuno dei garanti dell’irreprensibilità e dei manager di BSI responsabili delle violazioni commesse dalla banca potrà operare in analoghe funzioni in seno a EFG. La FINMA considera detta acquisizione positivamente, poiché la stessa offre alla clientela e al personale una prospettiva futura
Proficua collaborazione con le autorità svizzere ed estere
Le transazioni menzionate sono state effettuate tra banche di diversi paesi e hanno attraversato diversi continenti e piazze finanziarie. Per lo svolgimento delle indagini, la FINMA ha pertanto operato in stretto contatto con altre autorità estere. Particolarmente proficua è stata la cooperazione con l’autorità di vigilanza sui mercati finanziari singaporiana (Monetary Authority of Singapore MAS). Quest’ultima ha effettuato, parallelamente al procedimento condotto dalla FINMA, ispezioni in loco presso la filiale di BSI di Singapore, da cui sono emerse lacune di comparabile tenore nei controlli interni alla banca. La MAS ha informato sulla sua intenzione di procedere di ritirare la licenza bancaria per la filiale di BSI e di infliggere una multa dell’ordine di SGD 13 milioni (ca. CHF 9 milioni). In Svizzera, la FINMA ha coordinato le proprie inchieste con il Ministero pubblico della Confederazione. Quest’ultimo, dal canto suo, ha aperto un procedimento penale nel medesimo contesto contro BSI. La FINMA apprezza anche l’atteggiamento cooperativo dei nuovi organi di BSI nel corso delle indagini.
Contatto
Tobias Lux, portavoce, tel. +41 (0)31 327 91 71, [email protected]
8. Comunicato MAS – BSI per 1MDB (24.05.2016)
MAS directs BSI Bank to shut down in Singapore
Singapore, 24 May 2016…The Monetary Authority of Singapore (MAS) announced today that it has served BSI Bank Limited (BSI Bank) notice of intention to withdraw
its status as a merchant bank in Singapore for serious breaches of anti-money laundering requirements, poor management oversight of the bank’s operations, and
gross misconduct by some of the bank’s staff.
2 In addition, MAS has referred to the Public Prosecutor the names of six members of BSI Bank’s senior management and staff to evaluate whether they have
committed criminal offences.
3 BSI Bank has been operating as a merchant bank in Singapore since November 2005 where it offers private banking services. It is a wholly-owned subsidiary of
BSI SA, a bank founded in 1873 and headquartered in Switzerland.
Assurance for customers of BSI Bank
4 Clients and customers of BSI Bank are assured that the Bank is solvent and has assets in excess of its liabilities and commitments. It also has the full support of its
parent bank, BSI SA, in Switzerland. MAS is working closely with the Swiss Financial Market Supervisory Authority (FINMA), the home regulator of BSI SA, to oversee
an orderly closure of BSI Bank in Singapore.
5 MAS notes that FINMA has approved the acquisition of the entire BSI Group by EFG International, a bank authorised by FINMA and headquartered in Switzerland.
In the interest of the customers of BSI Bank, MAS will allow the transfer of the Singapore subsidiary’s assets and liabilities to the Singapore branch of EFG Bank AG or
to the parent entity, BSI SA.
Withdrawal of merchant bank status
6 In 2011, MAS inspected BSI Bank and found policy and process lapses at the front office and weak enforcement by control functions. The lapses were rectified. In
2014, MAS inspected the bank again and uncovered serious shortcomings in its due diligence checks on assets underlying the investment funds structured for the
bank’s customers. Given repeated findings of weaknesses in its control regime, MAS instructed BSI Bank’s management to increase scrutiny of the bank’s risk
management processes and internal controls. A more intrusive third inspection by MAS in 2015 revealed multiple breaches of anti-money laundering regulations and a
pervasive pattern of non-compliance.
7 MAS’ decision to withdraw BSI Bank’s status as a merchant bank takes into account the repetitive lapses as well as the 2015 inspection findings which revealed:
• widespread control failures which led to numerous serious breaches of various anti-money laundering regulations
• poor and ineffective oversight by the senior management of BSI Bank
• unacceptable risk culture, with blatant disregard for compliance and control requirements as well as MAS’ regulations
• numerous acts of gross misconduct by certain staff
8 Specific regulatory lapses include the processing of multiple unusual transactions which were essentially pass-through trades often without economic substance.
Approvals of such transactions were based purely on faith of client representations despite deficient documentation and concerns raised by the bank’s compliance
officers.
9 This is the first time that MAS is withdrawing its approval for a merchant bank since 1984, when Jardine Fleming (Singapore) Pte Ltd was shut down for serious
lapses in its advisory work.
Referral of BSIS senior management and staff to the Public Prosecutor
10 MAS found considerable evidence of gross dereliction of duty and failure to discharge oversight responsibilities on the part of BSI Bank’s senior management.
Their ineffective governance led to a poor risk culture, which prioritised questionable customer demands ahead of compliance with anti-money laundering regulations
and the bank’s own internal controls.
11 Several of the bank staff also committed wilful acts of misconduct, such as:
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Copyright © 2016 Monetary Authority of Singapore
Last Modified on 24/05/2016
• making material misrepresentations to auditors
• abetting improper valuations of assets; and
• taking instructions from persons other than customers’ authorised representatives on matters relating to customers’ accounts
12 The severe lapses and failings in BSI Bank, which led to MAS’ decision to withdraw the bank’s status as a merchant bank, were the result of the actions or
omissions of these individuals.
13 MAS has referred to the Public Prosecutor the names of the following six members of BSI Bank’s senior management and staff to evaluate whether they have
committed criminal offences:
• Mr Hans Peter Brunner, former CEO
• Mr Raj Sriram, former Deputy CEO
• Mr Kevin Michael Swampillai*, Head of Wealth Management Services
• Mr Yak Yew Chee, former Senior Private Banker
• Mr Yeo Jiawei**, former Wealth Planner; and
• Ms Seah Yew Foong Yvonne, former Senior Private Banker
* Mr Swampillai is currently suspended by the bank.** Mr Yeo is currently in remand and has been charged by the Public Prosecutor for various offences.
Imposition of financial penalties
14 MAS has also served BSI Bank notice to impose financial penalties amounting to $13.3 million for 41 breaches of MAS Notice 1014 - Prevention of Money
Laundering and Countering the Financing of Terrorism. The breaches include failure to perform enhanced customer due diligence on high risk accounts, and to monitor
for suspicious customer transactions on an ongoing basis.
MAS’ expectations of financial institutions
15 MAS requires financial institutions in Singapore to comply strictly with its regulations on anti-money laundering and countering the financing of terrorism. Like all
major international financial and business centres, Singapore faces an inherent risk of being used as a conduit for illicit financial flows. Financial institutions operating in
Singapore are therefore expected to have rigorous systems and processes to thwart this risk, including high standards of vigilance in on-boarding clients and monitoring
transactions.
16 Mr Ravi Menon, Managing Director, MAS, said, “BSI Bank is the worst case of control lapses and gross misconduct that we have seen in the Singapore financial
sector. It is a stark reminder to all financial institutions to take their anti-money laundering responsibilities seriously. Controls need to be robust, surveillance vigilant, and
the management culture must emphasise professional integrity and risk consciousness.”
17 MAS is conducting supervisory reviews of several other financial institutions and bank accounts through which suspicious and unusual transactions have taken
place. MAS will not hesitate to take actions against these institutions if they are found to have breached regulations or fallen short of expectations.
18 Mr Menon said, “MAS is absolutely committed to safeguarding the integrity and reputation of Singapore’s financial centre. On this, there can be no compromise.”
***
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9. Comunicato BSI per 1MDB (24.05.2016)
Press release
The Swiss Financial Market Supervisory Authority (FINMA) approves the combination of BSI with EFG. The Monetary Authority of Singapore (MAS) allows the transfer of the Singapore subsidiary’s assets and liabilities to the Singapore branch of EFG Bank AG. BSI takes note of the announcements by FINMA and MAS in relation to past compliance gaps related to the 1MDB case. Lugano, 24 May 2016 – BSI acknowledges the approvals by the Swiss Financial Market Supervisory Authority (FINMA) of the acquisition of BSI by EFG International. This marks an important milestone to the completion of the transaction that will create one of the largest private banks in Switzerland and provide long-term stability for clients and staff.
The regulatory approval process in other jurisdictions is on track and the transaction is still expected to close at the latest by the fourth quarter of 2016. In the meantime, the integration process with EFG is progressing smoothly. As previously announced, once the transaction closes, BSI will be fully merged and integrated into EFG.
In addition, the Monetary Authority of Singapore (MAS) will be allowing the transfer of the assets and liabilities of BSI Bank Limited (BSI’s Singapore subsidiary) to the Singapore branch of EFG Bank AG. MAS and FINMA are working closely to oversee an orderly transfer. Clients of BSI Bank Limited are assured that both BSI and EFG are working for a fast and smooth transition. The Singapore subsidiary also has the full support of its parent bank, BSI.
With regard to the investigations into 1MDB, arising from activities occurring between 2011 and April 2015, BSI has co-operated fully with both FINMA and MAS. The financial penalties levied by both regulators will be paid from BSI’s General Reserves for Banking Risks. BSI remains well capitalized with excellent liquidity and solvency ratios. In addition, the Bank highlights that it has been continuouslyimproving its risks and compliance culture by implementing a number of actions and remedial measures. The Bank has undertaken significant steps to strengthen management, including the introduction of a new Chief Risk Officer and the appointment of a new Group Legal Counsel both at Group Executive Board level to enhance the overall risk and compliance framework.
BSI acknowledges that these events are important steps with regard to the regulators to resolve legacy issues and removing uncertainty for clients and staff in relation to 1MDB. In relation to today’s announcement by the Office of the Attorney General of Switzerland (OAG), BSI will co-operate to ensure a quick and fair resolution.
Stefano Coduri decides to step down with immediate effect. Roberto Isolani appointed Group CEOStefano Coduri has tendered his resignation as Group CEO with immediate effect. The Board of Directors thanks Stefano Coduri’s for his sense of responsibility and accepts his resignation. The Board of Directors has appointed Roberto Isolani, currently a member of the Board of BSI, as Group CEO. He will be responsible for running the Bank and guaranteeing a smooth integration with EFG.
Contacts
Valeria Montesoro, Head of Institutional Communication & Media Relations, Tel. +41 (0)58 809 39 73, [email protected] Crobu, Deputy Head of Media Relations, Tel. +41 (0)58 809 39 81, [email protected] 1/2
BSI SAEstablished in Lugano in 1873, BSI is one of the oldest Swiss banks and specialises in private wealth management. It provides high net worth individuals, independent asset managers and family offices with a comprehensive range of products and services, from classic to alternative and innovative solutions. BSI ranks among Switzerland's leading private banking groups, with CHF 84.3 billion of Asset under Management or Custody (at 31.12.2015) and about 1,900 FTEs across 18 offices throughout the world. Based in Lugano and with a significant presence in the main financial markets in Europe, Latin America, Middle East and Asia, BSI has a global footprint and is thus in an ideal position to meet the interests and needs of its clients. BSI strives to establish and maintain long-term personal relationships with its clients, offering global asset management services through effective and high-level products as well as customised solutions.
Contacts
Valeria Montesoro, Head of Institutional Communication & Media Relations, Tel. +41 (0)58 809 39 73, [email protected] Crobu, Deputy Head of Media Relations, Tel. +41 (0)58 809 39 81, [email protected] 2/2
10. Comunicato BSI per ricorso FINMA (24.05.2016)
Dichiarazione ai media
BSI presenta ricorso contro la Decisione della FINMA del 23 maggio 2016Lugano, 23/06/2016 – BSI SA (“BSI”) annuncia di aver presentato ricorso presso il Tribunale Amministrativo Federale Svizzero contro la Decisione della FINMA del 23 maggio 2016 avente per oggetto le modalità di gestione delle relazioni d’affari intrattenute da BSI con il fondo sovrano malese 1MDB.
BSI riscontra la presenza di numerosi vizi procedurali che intaccano la decisione della FINMA, rendendo la stessa ingiusta e sproporzionata.
Dall'autunno del 2013 BSI ha mantenuto un dialogo costante e trasparente con la FINMA, proprio in merito alla fattispecie 1MDB ed ai suoi sviluppi. Laddove sono state rilevate carenze, BSI ha adottato e continua ad adottare azioni correttive. Tutti i rapporti relativi a 1MDB sono cessati a inizio del 2015. Pertanto, pur riconoscendo che in passato vi siano anche state lacune interne, BSI ritiene che la decisione della FINMA nonché il tempismo e le modalità di comunicazione siano manifestamente inopportuni.
Nel proprio ricorso, BSI contesta in particolar modo la valutazione dei fatti effettuata dalla FINMA, sostenendo che le sanzioni comminate siano sproporzionate e ingiuste ai sensi delle norme amministrative vigenti. Inoltre le modalità con cui la FINMA ha comunicato la propria decisione hanno arrecato gravi danni alla reputazione della Banca e dei suoi collaboratori.
BSI SAFondata a Lugano nel 1873, BSI SA è una delle più antiche banche elvetiche ed è specializzata nel private wealth management. La Banca offre a high net worth individual, gestori patrimoniali indipendenti e family office una gamma completa di prodotti e servizi che spaziano dalle soluzioni d'investimento classiche a quelle alternative e innovative. BSI è uno dei maggiori gruppi di private banking svizzeri, con CHF 84,3 miliardi di patrimoni in gestione o custodia (al 31.12.2015) e circa 1.900 FTE distribuiti in 18 uffici in tutto il mondo. Con sede a Lugano e una presenza significativa nei principali mercati finanziari in Europa, America Latina, Medio Oriente e Asia, BSI ha un orizzonte globale ed è pertanto in una posizione ideale per soddisfare gli interessi e le esigenze dei propri clienti. BSI si impegna nell'instaurare e intrattenere rapporti personali di lungo periodo con i propri clienti, fornendo servizi di global asset management per mezzo di prodotti efficaci e di alta qualità nonché soluzioni personalizzate.
Contatti
Valeria Montesoro, Head of Institutional Communication & Media Relations, Tel. +41 (0)58 809 39 73, [email protected] Crobu, Deputy Head of Media Relations, Tel. +41 (0)58 809 39 81, [email protected] 1/1
11. Atto d’accusa / Indictment DoJ - 1MDB (20.07.2016)
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M. KENDALL DAY, Chief Asset Forfeiture and Money Laundering Section (AFMLS) MARY BUTLER Chief, International Unit WOO S. LEE Deputy Chief, International Unit KYLE R. FREENY Trial Attorney Criminal Division United States Department of Justice 1400 New York Avenue, N.W., 10th Floor Washington, D.C. 20530 Telephone: (202) 514-1263 Email: [email protected]
EILEEN M. DECKER United States Attorney LAWRENCE S. MIDDLETON Assistant United States Attorney Chief, Criminal Division STEVEN R. WELK Assistant United States Attorney Chief, Asset Forfeiture Section JOHN J. KUCERA (CBN: 274184) CHRISTEN A. SPROULE (CBN: 310120) Assistant United States Attorneys Asset Forfeiture Section 312 North Spring Street, 14th Floor Los Angeles, California 90012 Telephone: (213) 894-3391/(213) 894-4493 Facsimile: (213) 894-7177 Email: [email protected] [email protected]
Attorneys for Plaintiff UNITED STATES OF AMERICA
UNITED STATES DISTRICT COURT
FOR THE CENTRAL DISTRICT OF CALIFORNIA
UNITED STATES OF AMERICA,
Plaintiff,
v.
“THE WOLF OF WALL STREET” MOTION PICTURE, INCLUDING ANY RIGHTS TO PROFITS, ROYALTIES AND DISTRIBUTION PROCEEDS
No. CV 16-16-5362
VERIFIED COMPLAINT FORFORFEITUREIN REM
18 U.S.C. §§ 981(a)(1)(A) & (C)
[F.B.I.]
Case 2:16-cv-05362 Document 1 Filed 07/20/16 Page 1 of 136 Page ID #:1
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OWED TO RED GRANITE PICTURES, INC. OR ITS AFFILIATES AND/OR ASSIGNS,
Defendant.
The United States of America brings this complaint against the above-captioned
asset and alleges as follows:
PERSONS AND ENTITIES
1. The plaintiff is the United States of America.
2. The defendant in this action is “The Wolf of Wall Street” Motion Picture,
Including any Rights to Profits, Royalties and Distribution Proceeds owed to Red
Granite Pictures, Inc. or its Affiliates and/or Assigns, (hereinafter, the “Defendant
Asset”), more particularly described in Attachment A.
3. The Defendant Asset is held by Red Granite Pictures, Inc. The persons and
entities whose interests may be affected by this action are listed in Attachment A.
4. Contemporaneously with the filing of this complaint, plaintiff is filing
related actions seeking the civil forfeiture of the following assets (collectively, the
“SUBJECT ASSETS”):
a. THE L’ERMITAGE PROPERTY: All right and title to the real
property commonly known as 9291 Burton Way, Beverly Hills, California 90210,
including the L’Ermitage Hotel (“L’ERMITAGE PROPERTY”), including all
appurtenances, improvements, and attachments thereon.
b. THE L’ERMITAGE BUSINESS ASSETS: All assets related to
the L’ERMITAGE PROPERTY, including but not limited to all chattels and intangible
assets, inventory, and equipment (“L’ERMITAGE BUSINESS ASSETS”), including
any and all funds in accounts owned, held or maintained at financial institutions by
LBH Real Estate, or for the benefit of LBH Real Estate or the L’ERMITAGE
Case 2:16-cv-05362 Document 1 Filed 07/20/16 Page 2 of 136 Page ID #:2
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PROPERTY, and all leases, rents, and profits derived from said business. Collectively
herein, the L’ERMITAGE PROPERTY and the L’ERMITAGE BUSINESS ASSETS
are referred to as, “L’ERMITAGE.”
c. HILLCREST PROPERTY 1: All right and title to the real property
located in Beverly Hills, California1 owned by 912 North Hillcrest Road (BH), LLC
(“HILLCREST PROPERTY 1”), including all appurtenances, improvements, and
attachments thereon, as well as all leases, rents, and profits derived therefrom.
d. PARK LAUREL CONDOMINIUM: All right and title to the real
property located in New York, New York owned by Park Laurel Acquisition LLC
(“PARK LAUREL CONDOMINIUM”), including all appurtenances, improvements,
and attachments thereon, as well as all leases, rents, and profits derived therefrom.
e. BOMBARDIER JET: All right and title to Bombardier Global
5000 aircraft bearing manufacturer serial number 9265 and registration number
N689WM, with two Rolls Royce engines bearing manufacturer’s serial numbers 12487
and 12488 (“BOMBADIER JET”), including all appurtenances, improvements, and
attachments thereon, all aircraft logbooks, and all leases, rents, and profits derived
therefrom.
f. TIME WARNER PENTHOUSE: All right and title to the real
property located in New York, New York owned by 80 Columbus Circle (NYC) LLC
(“TIME WARNER PENTHOUSE”), including all appurtenances, improvements, and
attachments thereon, as well as all leases, rents, and profits derived therefrom. The
TIME WARNER PENTHOUSE includes all right and title to the real property
commonly known as SU-11, New York, New York (“TIME WARNER STORAGE
UNIT”), including all appurtenances, improvements, and attachments thereon, as well
as all leases, rents, and profits derived therefrom.
1 Pursuant to L.R. 5.2-1, residential addresses are listed by the city and state only.
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g. ORIOLE MANSION: All right and title to the real property located
in Los Angeles, California owned by Oriole Drive (LA) LLC (“ORIOLE MANSION”),
including all appurtenances, improvements, and attachments thereon, as well as all
leases, rents, and profits derived therefrom.
h. GREENE CONDOMINIUM: All right and title to the real property
located in New York, New York owned by 118 Greene Street (NYC) LLC (“GREENE
CONDOMINIUM”), including all appurtenances, improvements, and attachments
thereon, as well as all leases, rents, and profits derived therefrom.
i. EMI ASSETS: Any and all rights, including copyright and
intellectual property rights, as well as the right to collect and receive any profits,
royalties, and proceeds of distribution owned by or owed to JW Nile (BVI), Ltd.; JCL
Media (EMI Publishing Ltd.); and/or Jynwel Capital Ltd., relating to EMI Music
Publishing Group North America Holdings, Inc. and D.H. Publishing L.P.
j. SYMPHONY CP (PARK LANE) LLC ASSETS: All right to and
interest in Symphony CP (Park Lane) LLC, a Delaware limited liability company,
owned, held or acquired, directly or indirectly, by Symphony CP Investments LLC and
Symphony CP Investments Holdings LLC, including but not limited to any interest in
the real property and appurtenances located at 36 Central Park South, New York, New
York, 10019, known as the Park Lane Hotel, any right to collect and receive any profits
and proceeds therefrom, and any interest derived from the proceeds invested in
Symphony CP (Park Lane) LLC by Symphony CP Investments LLC or Symphony CP
Investments Holdings.
k. WALKER TOWER PENTHOUSE: All right and title to the
property located in New York, New York owned by 212 West 18th Street LLC
(“WALKER TOWER PENTHOUSE”), including all appurtenances, improvements, and
attachments thereon, as well as all leases, rents, and profits derived therefrom.
l. LAUREL BEVERLY HILLS MANSION: All right and title to the
property located in Beverly Hills, California, owned by Laurel Beverly Hills Holdings,
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LLC (“LAUREL BEVERLY HILLS MANSION”), including all appurtenances,
improvements, and attachments thereon, as well as all leases, rents, and profits derived
therefrom.
m. HILLCREST PROPERTY 2: All right and title to the property
located in Beverly Hills, California owned by 1169 Hillcrest Road LLC (“HILLCREST
PROPERTY 2”), including all appurtenances, improvements, and attachments thereon,
as well as all leases, rents, and profits derived therefrom.
n. VAN GOGH ARTWORK: One pen and ink drawing entitled La
maison de Vincent a Arles by Vincent Van Gogh.
o. SAINT GEORGES PAINTING: One painting entitled “Saint-
Georges Majeur” by Claude Monet.
p. NYMPHEAS PAINTING: One painting entitled “Nympheas avec
Reflets de Hautes Herbes” by Claude Monet.
q. THE QENTAS TOWNHOUSE: All right and title to the property
located in London, United Kingdom (“U.K.”), SW1W 0JR, owned by Qentas Holdings
Limited (the “QENTAS TOWNHOUSE”), including all appurtenances, improvements,
and attachments thereon, as well as all leases, rents, and profits derived therefrom.
QENTAS TOWNHOUSE includes all right, title, and interest in the leasehold for
Parking Space 2 at the QENTAS TOWNHOUSE, as well as all sub-leases, rents, and
profits derived therefrom. According to a search of the Land Registry conducted by the
U.K. National Crime Agency (“NCA”), title to QENTAS TOWNHOUSE is held in the
name of Qentas Holdings Limited, and there are no recorded liens against the property.
NATURE OF THE ACTION
5. This is a civil action in rem to forfeit assets involved in and traceable to an
international conspiracy to launder money misappropriated from 1Malaysia
Development Berhad (“1MDB”), a strategic investment and development company
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wholly-owned by the government of Malaysia.2 The United States seeks forfeiture of
property located in the United States and abroad, including in the United Kingdom and
Switzerland, pursuant to 18 U.S.C. § 981(a)(1)(C), on the ground that it was derived
from violations of U.S. law, and pursuant to 18 U.S.C. § 981(a)(1)(A) on the ground that
it is property involved in one or more money laundering offenses in violation of 18
U.S.C. §§ 1956 and/or 1957.
6. 1MDB was ostensibly created to pursue investment and development
projects for the economic benefit of Malaysia and its people, primarily relying on the
issuance of various debt securities to fund these projects. However, over the course of
an approximately four-year period, between approximately 2009 and at least 2013,
multiple individuals, including public officials and their associates, conspired to
fraudulently divert billions of dollars from 1MDB through various means, including by
defrauding foreign banks and by sending foreign wire communications in furtherance of
the scheme, and thereafter, to launder the proceeds of that criminal conduct, including in
and through U.S. financial institutions. The funds diverted from 1MDB were used for
the personal benefit of the co-conspirators and their relatives and associates, including to
purchase luxury real estate in the United States, pay gambling expenses at Las Vegas
casinos, acquire more than $200 million in artwork, invest in a major New York real
estate development project, and fund the production of major Hollywood films. 1MDB
maintained no interest in these assets and saw no returns on these investments.
7. The criminal conduct alleged herein occurred in three principal phases:
8. The “Good Star” Phase: The fraudulent diversion of funds from 1MDB
began in approximately September 2009, soon after 1MDB’s creation. Between 2009
and 2011, under the pretense of investing in a joint venture between 1MDB and
PetroSaudi International (“PetroSaudi” or “PSI”), a private Saudi oil extraction
company, officials of 1MDB and others arranged for the fraudulent transfer of more than
2 Malaysia is a sovereign country located in Southeast Asia.
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$1 billion from 1MDB to a Swiss bank account held in the name of Good Star Limited
(“Good Star Account”). Officials at 1MDB caused this diversion of funds by, among
other things, providing false information to banks about the ownership of the Good Star
Account. Contrary to representations made by 1MDB officials, the Good Star Account
was beneficially owned not by PetroSaudi or the joint venture, but by LOW Taek Jho,
a/k/a Jho Low (“LOW”), a Malaysian national who had no formal position with 1MDB
but was involved in its creation. LOW laundered more than $400 million of the funds
misappropriated from 1MDB through the Good Star Account into the United States, after
which these funds were used for the personal gratification of LOW and his associates.3
9. The “Aabar-BVI” Phase: In 2012, 1MDB officials and others
misappropriated and fraudulently diverted a substantial portion of the proceeds that
1MDB raised through two separate bond offerings arranged and underwritten by
Goldman Sachs International (“Goldman”). The bonds were guaranteed by both 1MDB
and the International Petroleum Investment Company (“IPIC”), an investment fund
wholly-owned by the government of Abu Dhabi, in the United Arab Emirates
(“U.A.E.”).4 Beginning almost immediately after 1MDB received the proceeds of each
of these two bond issues, 1MDB officials caused a substantial portion of the proceeds –
approximately $1.367 billion, a sum equivalent to more than forty percent of the total net
proceeds raised – to be wire transferred to a Swiss bank account belonging to a British
Virgin Islands entity called Aabar Investments PJS Limited (“Aabar-BVI”).
10. Aabar-BVI was created and named to give the impression that it was
associated with Aabar Investments PJS (“Aabar”), a subsidiary of IPIC incorporated in
Abu Dhabi. In reality, Aabar-BVI has no genuine affiliation with Aabar or IPIC, and the
Swiss bank account belonging to Aabar-BVI (“Aabar-BVI Swiss Account”) was used to
3 All amounts referenced in dollars ($) are denominated in U.S. dollars and all dates, times, and monetary amounts are approximate.
4 The United Arab Emirates is a sovereign nation in the Arabian Peninsula, comprising seven separate emirates, including the Emirate of Abu Dhabi (“Abu Dhabi”).
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siphon off proceeds of the 2012 bond sales for the personal benefit of officials at IPIC,
Aabar, and 1MDB and their associates. Funds diverted through the Aabar-BVI Swiss
Account were transferred to, among other places, a Singapore bank account controlled
by TAN Kim Loong, a/k/a Eric Tan (“TAN”), an associate of LOW. Those funds were
thereafter distributed for the personal benefit of various individuals, including officials at
1MDB, IPIC, or Aabar, rather than for the benefit of 1MDB, IPIC, or Aabar.
11. The “Tanore” Phase: In 2013, several individuals, including 1MDB
officials, diverted more than $1.26 billion out of a total of $3 billion in principal that
1MDB raised through a third bond offering arranged by Goldman in March 2013. The
proceeds of this bond offering were to be used by 1MDB to fund a joint venture with
Aabar known as the Abu Dhabi Malaysia Investment Company (“ADMIC”). However,
beginning days after the bond sale, a significant portion of the proceeds was instead
diverted to a bank account in Singapore held by Tanore Finance Corporation (“Tanore
Account”), for which TAN was the recorded beneficial owner. Although the Tanore
Account had no legitimate connection to 1MDB, the then-Executive Director of 1MDB
was an authorized signatory on the account. 1MDB funds transferred into the Tanore
Account were used for the personal benefit of LOW and his associates, including
officials at 1MDB, rather than for the benefit of 1MDB or ADMIC.
12. The proceeds of each of these three phases of criminal conduct were
laundered through a complex series of transactions, including through bank accounts in
Singapore, Switzerland, Luxembourg, and the United States.
13. Numerous assets, including the DEFENDANT ASSET, were acquired with
funds unlawfully diverted from 1MDB, or funds traceable thereto. As a result, the
DEFENDANT ASSET is subject to forfeiture to the United States pursuant to 18 U.S.C.
§ 981(a)(1)(A), because it is property involved in one or more money laundering
transactions in violation of 18 U.S.C. §§ 1956 and/or 1957, and 18 U.S.C. § 981(a)(1)(C)
because it is property constituting or derived from proceeds traceable to one or more
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violations of U.S. law defined as a specified unlawful activity in 18 U.S.C. §§ 1956(c)(7)
and/or 1961(1).
JURISDICTION AND VENUE
14. This is a civil forfeiture action brought pursuant to 18 U.S.C. § 981(a)(1)(A)
and (C).
15. This Court has jurisdiction over this action pursuant to 28 U.S.C. §§ 1345
and 1355.
16. Venue lies in this district pursuant to 28 U.S.C. §§ 1355(b)(1)(A) and
1355(b)(2) because acts and omissions giving rise to the forfeiture took place in the
Central District of California, and/or pursuant to 28 U.S.C. § 1395(b), because the
Defendant Asset is located in the Central District of California.
BACKGROUND: RELEVANT INDIVIDUALS AND ENTITIES
17. 1Malaysia Development Berhad (“1MDB”) is a strategic investment and
development company wholly-owned by the Malaysian government, through the
Malaysian Ministry of Finance. It was formed in 2009 when the Malaysian government
took control of a municipal entity called Terengganu Investment Authority (“TIA”).
1MDB’s governance structure has been comprised of a senior leadership team, a Board
of Directors (“1MDB Board of Directors” or “1MDB Board”), and a Board of Advisors.
18. PetroSaudi International Ltd. (“PetroSaudi” or “PSI”) is a private Saudi
Arabia-based oil services company incorporated in Saudi Arabia, which maintains
offices in the United Kingdom.
19. 1MDB PetroSaudi, Ltd. was a purported joint venture between 1MDB and
PetroSaudi formed in or around September 2009 for the stated purpose of exploiting
certain energy concessions PetroSaudi purportedly owned in Turkmenistan and
Argentina.
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20. International Petroleum Investment Company (“IPIC”) is an investment
entity wholly-owned by the Abu Dhabi government. Its management is comprised of a
Chairman, Deputy Chairman, Board of Directors, and Managing Director.
21. Aabar Investments PJS (“Aabar”) is a public joint stock company
incorporated under the laws of Abu Dhabi and a subsidiary of IPIC.
22. Aabar Investments PJS Ltd. (“Aabar BVI”) is an entity incorporated in
the British Virgin Islands in March 2012 that was purported to be owned by IPIC and
Aabar. Aabar-BVI maintained a bank account at BSI Bank in Switzerland. IPIC and
Aabar recently clarified that Aabar-BVI is not their affiliate.
23. Abu Dhabi Malaysia Investment Company (“ADMIC”) is a purported
joint venture between 1MDB and Aabar that was created in or around March 2013 for
the stated purpose of promoting the growth and development of Malaysia and Abu
Dhabi.
24. LOW Taek Jho, a/k/a/ Jho Low (“LOW”) is a Malaysian national who
advised on the creation of TIA, 1MDB’s predecessor. LOW has never held a formal
position at 1MDB, and he has publicly denied any involvement with 1MDB after its
inception.
25. 1MDB OFFICER 1 is a Malaysian national who served as the Executive
Director of 1MDB from the time of its creation until approximately March 2011. During
this time, 1MDB OFFICER 1 was a “public official” as that term is used in 18 U.S.C.
§ 1956(c)(7)(B)(iv) and a “public servant” as that term is used in Section 21 of the
Malaysian Penal Code.
26. 1MDB OFFICER 2 is a Malaysian national who served as 1MDB’s Chief
Executive Officer (“CEO”) between at least 2009 and 2013. During this time, 1MDB
OFFICER 2 was a “public official” as that term is used in 18 U.S.C. § 1956(c)(7)(B)(iv)
and a “public servant” as that term is used in Section 21 of the Malaysian Penal Code.
27. 1MDB OFFICER 3 is Malaysian national who served as 1MDB’s General
Counsel and Executive Director of Group Strategy during, at a minimum, 2012 and
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2013. 1MDB OFFICER 3 was a main point of contact between 1MDB and Goldman in
connection with the three Goldman-underwritten bond offerings in 2012 and 2013.
During this time, 1MDB OFFICER 3 was a “public official” as that term is used in 18
U.S.C. § 1956(c)(7)(B)(iv) and a “public servant” as that term is used in Section 21 of
the Malaysian Penal Code.
28. MALAYSIAN OFFICIAL 1 is a high-ranking official in the Malaysian
government who also held a position of authority with 1MDB. During all times relevant
to the Complaint, MALAYSIAN OFFICIAL 1 was a “public official” as that term is
used in 18 U.S.C. § 1956(c)(7)(B)(iv) and a “public servant” as that term is used in
Section 21 of the Malaysian Penal Code.
29. Riza Shahriz Bin Abdul AZIZ (“AZIZ”), a Malaysian national, is a
relative of MALAYSIAN OFFICIAL 1 and a friend of LOW. He co-founded Red
Granite Pictures, a Hollywood movie production and distribution studio, in 2010.
30. “Eric” TAN Kim Loong (“TAN”) is a Malaysian national and an associate
of LOW. He was the stated beneficial owner of several bank accounts into which
misappropriated 1MDB funds were transferred.
31. Khadem Abdulla Al QUBAISI (“QUBAISI”), a U.A.E. national, was the
Managing Director of IPIC from 2007 to 2015 and the Chairman of Aabar in at least
2012 and 2013. During this time, he was a “public official” as that term is used in 18
U.S.C. § 1956(c)(7)(B)(iv) and a “public official” as that term is used in Article(5) of
United Arab Emirates Law, Federal Law No (3) Of 1989 On Issuance Of The Penal
Code. QUBAISI also was a director of Aabar-BVI.
32. Mohamed Ahmed Badawy Al-HUSSEINY (“HUSSEINY”), a U.S.
citizen, was the CEO of Aabar from 2010 to 2015. He was also a director of Aabar-BVI.
EVIDENCE SUPPORTING FORFEITURE
33. The Defendant Asset represents a portion of the proceeds of over $3.5
billion misappropriated from 1MDB. That misappropriation occurred in multiple phases
over the course of several years. The misappropriated funds were then used to purchase
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the Defendant Asset, as well as to fund the co-conspirators’ lavish lifestyles, including
purchases of artwork and jewelry, the acquisition of luxury real estate, the payment of
gambling expenses, and the hiring of musicians and celebrities to attend parties. The use
of the diverted 1MDB funds for the personal benefit of the co-conspirators and their
associates was not consistent with the purposes for which 1MDB raised the funds, and
neither 1MDB nor the government of Malaysia realized any returns on these purchases
and expenditures.
I. BACKGROUND ON THE FORMATION OF 1MDB
34. 1MDB is an investment and development entity wholly-owned by the
government of Malaysia, through the Ministry of Finance (“MOF”). It grew out of an
entity called “Terengganu Investment Authority” (“TIA”).5 In or around February 2009,
the Malaysian municipality of Terengganu, assisted by Goldman, formed TIA with the
stated purpose of investing and managing that municipality’s public funds. To raise
capital for its operations, TIA issued and sold Islamic medium term notes (“IMTNs”), a
form of debt security, valued at 5 billion Malaysian ringgit (MYR). By 2009 conversion
rates, this amounted to approximately $1,425,680,000. The IMTNs were 30-year notes
with a yield of approximately 5.75 percent, issued with the assistance of AmBank in
Malaysia.
35. LOW Taek Jho, a/k/a Jho LOW (“LOW”), a Malaysian national, served as
an advisor to TIA and its founders as early as January 2009.
36. Electronic communications between Goldman employees and individuals
involved with TIA confirm that LOW was involved in the creation of TIA. For example,
on or about January 14, 2009, 1MDB OFFICER 1, who served as TIA’s Executive
Director of Business Development and later became the Executive Director of 1MDB,
sent an email to, among others, LOW and Goldman employees with the subject line “Re:
5 Except where a distinction is made, all references to 1MDB may refer to TIA before it was renamed 1MDB.
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Project TIARA.” In this email, 1MDB OFFICER 1 stated, referring to LOW: “I think it
is best to get Jho involve[d] at every stage. Jho will revert on the suitability of dates n
[sic] time for the next 48 hrs.”
37. On or about March 31, 2009, LOW sent an email to a Goldman employee
and 1MDB OFFICER 1 with the subject line “Re – Press Answer URGENT.” In the
email, LOW stated:
Bro, here is outline of the issues I would like to discuss with the Terengganu
Investment Authority. In essence the disquiet surrounding the plan is that the
fund will operate entirely on borrowed money, which is largely anathema
because it puts taxpayer’s money at risk. Could they elaborate on this
concern?
There is also the issue of transparency and will the money go towards
portfolio investments or be used to buy strategic stakes in companies.? [sic]
38. According to Malaysian news reports and archived 1MDB press releases, in
or around July 2009, the Malaysian Ministry of Finance assumed control of TIA and the
more than $1 billion in IMTNs issued by TIA. In September 2009, TIA’s name was
changed to 1Malaysia Development Berhad, or 1MDB. The Malaysian government also
became a guarantor on the IMTNs. 1MDB was to act as a strategic development
company, wholly-owned by the Malaysian government, with a mission to promote
Malaysian economic development through global partnerships and foreign direct
investment. The Malaysian government exercised a high degree of control over 1MDB
pursuant to its governing documents, including its Articles of Association.
39. Upon its formation, MALAYSIAN OFFICIAL 1 assumed a position of
authority with 1MDB. MALAYSIAN OFFICIAL 1 had the authority to approve all
appointments to, and removals from, 1MDB’s Board of Directors and 1MDB’s Senior
Management Team. In addition, any financial commitments by 1MDB, including
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investments, that were likely to affect a guarantee given by the government of Malaysia
for the benefit of 1MDB or any policy of the Malaysian government, required, the
approval of MALAYSIAN OFFICIAL 1.
II. THE GOOD STAR PHASE: MORE THAN $1 BILLION IS
MISAPPROPRIATED FROM 1MDB
A. EXECUTIVE SUMMARY OF THE GOOD STAR PHASE
40. As one of its first investment projects, 1MDB entered into an agreement in
September 2009 with PetroSaudi International (“PetroSaudi” or “PSI”), a private Saudi
Arabia-based oil services company, to form a joint venture called 1MDB PetroSaudi Ltd.
(“the 1MDB-PetroSaudi JV” or “Joint Venture”). The stated purpose of the Joint
Venture was to exploit certain energy concession rights in Turkmenistan and Argentina
that PetroSaudi purported to own. Under the terms of the agreement, (a) 1MDB agreed
to invest $1 billion in cash in the Joint Venture in exchange for a forty percent (40%)
equity interest in the Joint Venture, and (b) PetroSaudi agreed to give the Joint Venture
the mineral extraction concessions it purportedly owned in Turkmenistan and Argentina
in exchange for a sixty percent (60%) equity interest in the Joint Venture. PetroSaudi’s
energy concession rights were allegedly valued at approximately $2.7 billion.
41. Both 1MDB’s Board of Directors and Bank Negara, Malaysia’s Central
Bank, approved the transfer of $1 billion to the Joint Venture. However, as set forth in
greater detail in the sections that follow, LOW and his associates caused $700 million of
the $1 billion that was to be invested in the Joint Venture to be sent to an account at RBS
Coutts Bank in Zurich (“RBS Coutts”) held in the name of Good Star Limited (“Good
Star Account”).
42. Between May and October 2011, approximately $330 million in additional
funds were wired at the direction of 1MDB officials to the Good Star Account
purportedly in connection with a financing agreement executed between 1MDB and the
1MDB-Petrosaudi JV.
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43. Although 1MDB officials represented, including to Deutsche Bank in
Malaysia, that Good Star was a wholly-owned subsidiary of PetroSaudi, this was not
true. According to banking records, Good Star was a company controlled by LOW, and
LOW was also the Good Star Account’s beneficial owner and sole authorized signatory.
At the time, LOW was a 29-year-old with no official position with 1MDB or PetroSaudi.
B. INCEPTION OF GOOD STAR AND THE GOOD STAR ACCOUNT
44. RBS Coutts bank account records indicate that Good Star Limited was
formed in the Seychelles on or about May 18, 2009.6 The sole director of Good Star is
listed as Smart Power, of which LOW is the sole director. LOW is listed on the bank
records as Good Star’s secretary. Smart Power’s ownership equity in Good Star consists
of a single bearer share of company stock. That single bearer share was issued to LOW
on or about June 2, 2009, seven days before he opened the Good Star Account. In
exchange for that single bearer share, LOW paid $1 in consideration.
45. A Memorandum issued pursuant to Good Star’s Articles of Association
indicates that the company’s books, records, and minutes would be maintained at 50
Raffles Place in Singapore, c/o SINGAPORE BANKER 1. SINGAPORE BANKER 1’s
office is also designated as the location where “all correspondence” to Good Star should
be sent. At the time, SINGAPORE BANKER 1 was employed as a banker at RBS
Coutts in Singapore. RBS Coutts’ Singapore branch occupied an address at 50 Raffles
Place in Singapore.
46. On or about June 9, 2009, LOW opened the Good Star Account at an RBS
Coutts branch in Singapore by completing an “Application for Opening an
Account/Custody Account by Legal Entities.” The application bears LOW’s signature.
LOW also completed a form entitled “Establishment of the Beneficial Owner’s Identity,”
which identified LOW as the sole beneficial owner of the Good Star Account. LOW
6 Seychelles is a sovereign country located in the Indian Ocean off of East Africa.
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also completed a form entitled “Resolutions,” in which LOW was named as the sole
authorized signatory on the Good Star Account. This form also bears LOW’s signature.
Included in the account opening records was a copy of a page from LOW’s Malaysian
passport containing, among other things, LOW’s photograph.
C. 1MDB FORMS A JOINT VENTURE WITH PETROSAUDI IN
SEPTEMBER 2009
47. On or about September 18, 2009, the 1MDB Board of Directors (“Board”)
met at the Royale Chulan Hotel in Kuala Lumpur, Malaysia. The 1MDB Board minutes
of that meeting provide that the purpose of the meeting was to discuss the anticipated
creation of the 1MDB-PetroSaudi JV. The following individuals were present: (i)
1MDB OFFICER 1, (ii) the CEO of 1MDB (“1MDB OFFICER 2”), (iii) the Chairman
of the 1MDB Board, (iv) 1MDB’s Director of Investments, and (v) three 1MDB
Directors.
48. The Board minutes further indicate that 1MDB OFFICERS 1 and 2 offered
a Position Paper during the September 18, 2009 meeting. The Position Paper, signed by
1MDB OFFICERS 1 and 2, included a formal request that the 1MDB Board authorize
1MDB “to invest US$1 bln into the [1MDB-PetroSaudi JV] upon signing of the [1MDB-
PetroSaudi JV Agreement] as its contribution to the capital of the [1MDB-PetroSaudi
JV].”
49. The Board minutes state further that, on or about September 18, 2009, the
1MDB Board authorized 1MDB to enter into negotiations with PetroSaudi for the
purpose of creating the 1MDB-PetroSaudi JV. However, the 1MDB Board also resolved
that 1MDB’s management should report back to the Board regarding some of the issues
raised by the Board, including whether (i) an expert selected by 1MDB could be used to
assess the value of PetroSaudi’s assets and (ii) PetroSaudi could also be required to
invest at least $1 billion in cash into the 1MDB-PetroSaudi JV.
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50. A special meeting of the 1MDB Board was held on September 26, 2009,
which was attended by 1MDB OFFICERS 1 and 2 and members of the Board.
LOW also attended this meeting. Just prior to the meeting, LOW spoke by telephone
with MALAYSIAN OFFICIAL 1.
51. According to the 1MDB Board minutes of the September 26, 2009 meeting,
1MDB’s Board passed a resolution authorizing 1MDB to transmit $1 billion to the
1MDB-PetroSaudi JV. Specifically, the 1MDB Board approved 1MDB’s resolution to
transfer $1 billion from 1MDB through a foreign exchange transaction with Deutsche
Bank (Malaysia) Berhad (“Deutsche Bank”), “into the bank account of [the 1MDB-
PetroSaudi JV] for the purpose of subscribing of 1 billion ordinary shares in [the 1MDB-
PetroSaudi JV].” The resolution was signed by the Chairman of the 1MDB Board and
1MDB OFFICER 2.
52. The Joint Venture Agreement (“JVA”) between 1MDB and PetroSaudi was
executed on or about September 28, 2009. Under the terms of the JVA, 1MDB agreed to
invest $1 billion into the 1MDB-PetroSaudi JV in exchange for one billion equity shares,
equivalent to a 40% equity stake in the 1MDB-PetroSaudi JV. In turn, PetroSaudi
agreed to place into the 1MDB-PetroSaudi JV certain assets valued at approximately
$2.7 billion, purportedly consisting of “energy interests in the Turkmenistan sector of the
Caspian Sea” and “the Argentinean provinces of Rio Negro” and Chubut. 1MDB
OFFICER 2 signed the JVA on behalf of 1MDB, and the CEO and co-founder of
PetroSaudi (“PETROSAUDI CEO”), a Saudi national, signed on behalf of PetroSaudi.
53. The JVA provided further that 1MDB’s $1 billion contribution was to be
made in “immediately available cleared funds to a bank account in the name of, and
nominated by, [the 1MDB-PetroSaudi JV] with BSI Bank.”
54. BSI Bank is a private bank based in Switzerland that maintained a branch
in Singapore. The JVA required that 1MDB and PSI officials be joint signatories on the
BSI Bank account into which 1MDB’s contribution to the Joint Venture was to be
deposited. The JVA expressly required that, upon 1MDB’s contribution of $1 billion,
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the 1MDB-PetroSaudi JV was to “deliver to 1MDB evidence, in the name of BSI Bank,
establishing that 1MDB was a joint beneficial owner” of the account at BSI Bank into
which 1MDB’s contribution to the 1MDB-PetroSaudi JV was deposited.
55. The JVA also required that by September 30, 2009 (within two days of the
JVA’s execution), the 1MDB-PetroSaudi JV pay to PetroSaudi $700 million,
purportedly as repayment for a loan PetroSaudi made to the 1MDB-PetroSaudi JV.
According to the JVA, PetroSaudi agreed to make this loan to the Joint Venture just
three days prior to execution of the JVA, that is, on or about September 25, 2009.
56. Notwithstanding the reference in the JVA to a “loan” from PetroSaudi to
the Joint Venture, PetroSaudi made no such loan, based on the following facts and
circumstances, among others:
a. On September 25, 2009, before the JVA was signed, PetroSaudi
purportedly agreed to make the loan, which was due to be repaid on or about September
30, 2009. There is no apparent commercial purpose for this loan.
b. The bank account maintained by the Joint Venture at J.P. Morgan
(Suisse), into which 1MDB ultimately transferred $300 million, was not opened until
September 30, 2009, after the loan was purportedly made.
c. Although PetroSaudi opened an account at J.P. Morgan (Suisse) in
June 2009, this account was “inactive” until December 2009.
d. The Malaysian Public Accounts Committee (“PAC”), a committee
within the Malaysian Parliament responsible for examining the accounts of public
authorities and other bodies administering public funds, conducted an examination of
1MDB and its financial activities, and it produced a public and non-public report of its
findings. According to an English-language translation of the public report available on
the PAC’s website, the auditors tasked by the PAC to examine 1MDB’s activities were
unable to validate documents related to PetroSaudi’s purported $700 million loan to the
1MDB-PetroSaudi JV and were unable to verify the existence of such a loan.
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e. As detailed below, the $700 million went to an account controlled by
LOW, not by PetroSaudi.
57. Regardless of the veracity of the purported loan from PetroSaudi to 1MDB-
PetroSaudi JV, the Position Paper that was presented to the 1MDB Board did not
disclose the existence of any loan, or any anticipated loan, from PetroSaudi to the Joint
Venture. Nor did the Position Paper disclose the need for 1MDB to direct any portion of
its $1 billion investment in the Joint Venture to PetroSaudi (rather than the Joint
Venture) in repayment of a loan. Indeed, at the time that the 1MDB Board authorized
the $1 billion investment in the 1MDB-PetroSaudi JV on September 26, 2009, the Board
was not told that any portion of the $1 billion investment in 1MDB-PetroSaudi JV would
be transferred to any entity other than the Joint Venture. Even though Article 75 of
1MDB’s Articles of Association requires that 1MDB’s Board approve all investment
decisions, the Board did not approve the use of 1MDB’s investment in the Joint Venture
to repay PetroSaudi for a loan, let alone to pay an entity unaffiliated with PetroSaudi.
58. On or about September 30, 2009, 1MDB issued a press release entitled,
“[PSI] and [1MDB] in US $2.5 billion joint-venture partnership, opens new door to FDIs
[Foreign Direct Investments.]” The press release stated:
The [1MDB-PetroSaudi JV’s] objective is to seek, explore, and participate
in business and economic opportunities which result in the enhancement and
promotion of the future prosperity and long-term sustainable economic
development of Malaysia. It is expected to actively make investment in the
renewable energy sector. The [1MDB-PetroSaudi JV] is also expected to be
a vehicle for investments from the Middle East into the region, thereby
giving Malaysia the edge in drawing investments from the cash- and
resource-rich region.
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D. FALSE REPRESENTATIONS TO BANKS CAUSING $700 MILLION DIVERSION FROM 1MDB TO THE GOOD STAR ACCOUNT
59. As set forth below, members of 1MDB’s Senior Management Team,
including 1MDB OFFICERS 1 and 2, made material misrepresentations and omissions
to Deutsche Bank officials in order to cause Deutsche Bank to divert $700 million of
1MDB’s funds to the Good Star Account.
60. On or about September 30, 2009, a letter signed by 1MDB OFFICER 1 was
delivered “BY HAND” to Deutsche Bank in Malaysia instructing the Bank to transfer (i)
$300 million to an account at J.P. Morgan (Suisse), S.A. in Switzerland (the “$300
million wire transfer”) and (ii) $700 million to an account at RBS Coutts in Switzerland
(the “$700 million wire transfer”). The instructions specified the account numbers for
the two destination accounts but did not identify account names or beneficiaries.
61. J.P. Morgan Chase Bank (“J.P. Morgan”) records show that the Swiss J.P.
Morgan account referenced in the instructions to Deutsche Bank (that is, the account that
was to receive the $300 million wire transfer) belonged to an account held in the name of
the 1MDB-PetroSaudi JV (hereinafter, the “J.P. Morgan JV Account”).
62. RBS Coutts records show that the RBS Coutts account referenced in the
instructions to Deutsche Bank (that is, the account that was to receive the $700 million
wire transfer) was the Good Star Account.
63. These two transactions were to be carried out as foreign exchange
transactions, in which Deutsche Bank, on behalf of 1MDB, was to exchange an
equivalent sum of Malaysian Ringgit (“MYR”) for $1 billion in U.S. dollars.
64. In an email dated September 30, 2009, at 1:09 p.m., a 1MDB official
represented to a Deutsche Bank employee (the “Deutsche Bank Employee”), that the
“beneficiar[y]” of the $300 million wire transfer was the Joint Venture and the
“beneficiar[y]” of the $700 million wire was PetroSaudi. In that same email, the 1MDB
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official indicated to Deutsche Bank that, “[i]n order to avoid any unforeseen
circumstance, we are not incorporating the name of the beneficiary in our instruction
letter and please follow our instruction according.”
65. Under Malaysian law, 1MDB was required to obtain approval from Bank
Negara, Malaysia’s Central Bank, before completing either of the ordered wire transfers.
On or about September 30, 2009, at approximately 2:05 p.m., the Acting Deputy
Director of Bank Negara’s Foreign Exchange Administration Department sent a letter
via facsimile to 1MDB OFFICER 1 (the “Bank Negara Letter”). In this letter, Bank
Negara acknowledged that “the funds for the approved investment will be remitted to
PetroJV’s account maintained with J.P. Morgan SA and RBS Coutts Bank Ltd.” The
reference to “PetroJV” was intended to refer to the 1MDB-PetroSaudi JV.
66. Later that same day, 1MDB OFFICER 1 provided a copy of the Bank
Negara Letter to Deutsche Bank, prior to Deutsche Bank’s initiation of the $700 million
wire transfer.
67. On September 30, 2009, at approximately 2:39 p.m., the Deutsche Bank
Employee, a Deutsche Bank supervisor (“Deutsche Bank Supervisor”), and 1MDB
OFFICER 1 had a telephone conversation regarding the requested $700 million wire
transfer. During this conversation, 1MDB OFFICER 1 falsely represented that the
beneficiary of the $700 million wire was PetroSaudi. In truth, the beneficiary of the wire
was Good Star. Their exchange, conducted in English, was as follows:
1MDB OFFICER 1 Hey, No [mah], I, whatever mistake they’ve made you cannot go back [ask] them. They [already] give you approval from [Bank Negara] all the way to the top.
Deutsche Bank Supervisor
Um-hum . . .
1MDB OFFICER 1 Uh. You want to, hang on, this one ___. The ___ is asking me to go and send it now.
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Deutsche Bank Supervisor
Okay, okay, okay. Let, let, let me just convince my compliance person. This is, I’m, I’m fine with you about the compliance side, uh, it’s. It’s a little bit sticky with this. But let me just try –
1MDB OFFICER 1 Good.
Deutsche Bank Supervisor
--and convince her
1MDB OFFICER 1 Yeah, and __ I don’t know how to answer you know, that’s why I’m under tremendous pressure –
1MDB OFFICER 1 Then, they going to be so upset ____?
Deutsche Bank Supervisor
Um-hum-hum. But it is okay for us to call [Bank Negara] if we need to, huh? Just, just to uh –
1MDB OFFICER 1 Yeah, yeah, yeah, yeah, yeah, yeah
Deutsche Bank Supervisor
Because it’s not my decision.
1MDB OFFICER 1 But—
Deutsche Bank Supervisor
--[it’s my] compliance uh person.
1MDB OFFICER 1 [You tell your] compliance.
Deutsche Bank Supervisor
Yeah.
1MDB OFFICER 1 If they don’t send it [ah]
Deutsche Bank Supervisor
Yeah.
1MDB OFFICER 1 ____ will [blame] them [___], the deal goes off, you know.
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Deutsche Bank Supervisor
Okay, okay, okay.
1MDB OFFICER 1 No, I’m serious you know, you know this ___?
Deutsche Bank Supervisor
No, no, I understand. Understand. Yeah.
1MDB OFFICER 1 You know, if, do whatever you [can] do, either they send it now or they, they, they double [back], or whatever, but they cannot wait for this, you know.
Deutsche Bank Employee
Yeah, just, just, just one quick question [1MDB OFFICER 1], what—
1MDB OFFICER 1 But if they’re going to overkill on the compliance thing uh they have to be responsible you know.
Deutsche Bank Supervisor
I understand that. Uh—
Deutsche Bank Employee
Yes, that’s, that’s fine. But just one question as to why is it going to [PetroSaudi] itself? Is there any particular reason?
1MDB OFFICER 1 Actually –
Deutsche Bank Employee
Ah—
1MDB OFFICER 1 --for us, we don’t care. Because 700 million I mean it’s a __ advance [that’s] owed to them.
Deutsche Bank Employee
Oh, I see.
1MDB OFFICER 1 Alright. They give us instructions, send [whatever] they want to send it. ____.
Deutsche Bank Employee
Ah, I see, I see. Okay. Okay.
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1MDB OFFICER 1 And for us what we care about making sure they have issue us one billion dollars [shares].
Deutsche Bank Employee
Ah.
1MDB OFFICER 1 --and the three hundred million goes to the account where [we control].
Deutsche Bank Employee
Ah. Okay. That, that’s—
1MDB OFFICER 1 ____ to them. This is where they want to send, they want to send to Timbuktu also, we don’t care.
Deutsche Bank Employee
Yeah, that’s fine. Alright. We just wanted to understand the background.
1MDB OFFICER 1 So [if] your compliance is overkill in terms _________ --
Deutsche Bank Employee
Yeah.
1MDB OFFICER 1 --the message—
**** 68. On September 30, 2009, at approximately 2:51 p.m., the Deutsche Bank
Supervisor had a telephone conversation with a Bank Negara official (“Bank Negara
Official”). Their conversation included the following exchange:
Deutsche Bank Supervisor
I understand that. I understand that. Okay. So you know in terms of account it’s basically a business decision for the [client] [now].
Bank Negara Official Yeah, yeah, yeah, because we, we, I mean we do not know of the, all that when there applied to us, they got 1.5 billion will be put by the Saudi MDB, one billion by us, uh by Malaysia –
Deutsche Bank Um-hum, um-hum—
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Supervisor
Bank Negara Official --and that, and the crediting of the account and so on , is this their business decision, la, so long as it does not deviate from the original intention and that is not for Bank Negara to say but more of the government [la] because this is MOF’s . . . baby [la].
69. When the Bank Negara Official used the words “original intention,” he/she
meant the $1 billion in funds that were meant to be sent to the 1MDB-PetroSaudi JV.
70. At approximately 3:14 p.m., Deutsche Bank transmitted to RBS Coutts a
SWIFT payment order requesting that $700 million be credited to an account at RBS
Coutts.7 The SWIFT message did not identify the owner of the RBS Coutts account, but
the account number listed on the SWIFT as the recipient of the $700 million wire
transfer was the number of the Good Star Account.
71. Approximately six minutes later, at about 3:20 p.m., Deutsche Bank
transmitted a second SWIFT payment order to J.P. Morgan (Suisse) requesting that $300
million be credited to an account at J.P. Morgan (Suisse). As with the other SWIFT
message, the SWIFT message for the $300 million wire transfer did not identify the
owner of the beneficiary account. The account number listed in the SWIFT for the $300
million wire transfer matched the number for the J.P. Morgan JV Account.
72. At approximately 5:08 p.m., a Deutsche Bank compliance officer sent an
email to the Deutsche Bank Employee seeking “email confirmation from 1MDB of the
names of the beneficiaries to both payments.” The compliance officer also advised the
Deutsche Bank Employee that Bank Negara approved the wire transfers for the purpose
of allowing 1MDB to acquire an equity interest in the 1MDB-PetroSaudi JV. The email
7 SWIFT is an abbreviation for Society for Worldwide Interbank Financial Telecommunication, and a SWIFT payment order is a standard electronic communication used by and between financial institutions to conduct monetary transactions.
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indicates the compliance officer’s belief that the $700 million wire transfer was being
sent to PetroSaudi (rather than Good Star).
73. On October 1, 2009, the Deutsche Bank Employee sent an email to other
Deutsche Bank employees stating: “The 3rd party payment by 1MDB to [the 1MDB-
PetroSaudi JV] and [PetroSaudi] is approved from my end.” This email indicated the
Deutsche Bank Employee’s similar belief that the $700 million wire transfer was being
sent to PetroSaudi.
74. On October 2, 2009, an RBS Coutts employee with the Regulatory Risk
department emailed a Deutsche Bank employee, stating: “Please urgently confirm the
full name of the final beneficiary of the funds per e-mail and authenticated swift (see
details below) in order for us to apply the funds.” (Emphasis in original). In the email,
the RBS Coutts employee further explained that “[w]e are not in a position to credit the
funds without full beneficiary details (full name, address, account no.).”
75. Later, at approximately 6:19 p.m., the Deutsche Bank Employee sent an
email to 1MDB OFFICERS 1 and 2, explaining, “I believe RBS [Coutts] needs
confirmation on the beneficiary’s name in order to complete their internal risk mitigating
processes as no name was[.] We will await your instructions on whether to reveal the
beneficiary name and address (please provide) to RBS Coutts.”
76. Thereafter, at approximately 7:51 p.m., 1MDB OFFICER 2 emailed the
Deutsche Bank Employee and 1MDB OFFICER 1 with authorization to disclose to RBS
Coutts that the beneficiary of the $700 million wire was Good Star. However, 1MDB
OFFICER 2 misrepresented the nature of the relationship between Good Star and
PetroSaudi. Specifically, 1MDB OFFICER 2 stated: “This payment was for beneficiary
‘Good Star Limited’ in their SWIFT. Good Star is owned 100% by PetroSaudi
International Limited.” In reality, however, Good Star’s sole shareholder and the
signatory on its account was LOW – not PetroSaudi. Approximately 30 minutes later,
1MDB OFFICER 2 emailed the Deutsche Bank Employee and provided Good Star’s
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address as P.O. Box 1239, Offshore Incorporation, Victoria, Mahe, Republic of
Seychelles.
77. Finally, at approximately 9:30 p.m., Deutsche Bank submitted to RBS
Coutts a revised SWIFT instruction identifying “Good Star Limited” as the beneficiary
of the $700 million wire transfer, located at P.O. Box 1239, Offshore Incorporation,
Victoria, Mahe, Republic of Seychelles.
78. On or about October 23, 2009, Deutsche Bank informed Bank Negara
through a regulatory filing that the purpose of the $700 million wire transfer was for an
“equity investment in [a] new entity.”
79. J.P. Morgan Chase bank records confirm that on or about September 30,
2009, the Good Star Account received the $700 million wire transfer from Deutsche
Bank. A U.S. correspondent bank account at J.P. Morgan processed the $700 million
wire transfer to the Good Star Account at RBS Coutts.
80. The 1MDB-PetroSaudi JV never had an account at RBS Coutts. Rather, as
stated above, the 1MDB-PetroSaudi JV maintained an account at J.P. Morgan, and that
account received only $300 million of the total $1 billion that was to be invested in the
Joint Venture.
E. 1MDB OFFICERS 1 AND 2 CONCEAL MISAPPROPRIATION OF
FUNDS FROM 1MDB BOARD OF DIRECTORS
81. Even after the $700 million wire transfer was made into the Good Star
Account, 1MDB OFFICERS 1 and 2 continued to make material misrepresentations to
the 1MDB Board relating to the true identity of the beneficiary of the $700 million wire
transfer.
82. The 1MDB Board met in Selangor, Malaysia on October 3, 2009. The
individuals present at the meeting included 1MDB OFFICERS 1 and 2, the Chairman of
the 1MDB Board, 1MDB’s Secretary, and three directors of the 1MDB Board.
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83. The 1MDB Board minutes for that meeting indicate that 1MDB OFFICER
2 made false and misleading representations to the Board in explaining key details
relating to the $700 million wire transfer. For example, 1MDB OFFICER 2 informed
the Board that, “[o]f the US$1 billion [1MDB] was supposed to inject into the [Joint
Venture], . . . US$700 million was remitted to PSI directly as settlement of all the
amounts owed by the JVCo. to PSI.” This statement is false and misleading for several
reasons:
a. First, the representation by 1MDB OFFICER 2 that the $700 million
wire transfer was sent directly to PetroSaudi was false. As noted above in paragraph 79,
these funds were sent to an account held in the name of Good Star.
b. Second, as noted above, Good Star is not a subsidiary of PetroSaudi,
nor was PetroSaudi a beneficial owner of the Good Star Account.
c. Third, a loan does not appear to have ever been made by PetroSaudi
to the 1MDB-PetroSaudi JV and, thus, the $700 million wire transfer could not have
been a “settlement of all the amounts owed by the” 1MDB-PetroSaudi JV.
d. Fourth, notwithstanding the fact that 1MDB OFFICER 2, who signed
the JVA on or about September 28, 2009, was aware that the JVA included contractual
terms requiring the 1MDB-PetroSaudi JV to repay PetroSaudi $700 million for a
purported loan, neither 1MDB OFFICER 1 nor 1MDB OFFICER 2 disclosed this fact to
the1MDB Board prior to October 3, 2009 – after the $700 million wire had already been
diverted to the Good Star Account.
84. Even without having been told that the $700 million wire was sent to an
account held in the name of Good Star, 1MDB Board members raised concerns about the
transaction as represented by 1MDB OFFICER 2. Specifically, the minutes state, in
pertinent part:
The concerns raised by the [1MDB Board] that the recent developments in
the joint venture was not in accordance with the [1MDB Board’s]
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understanding of the process, based on representations made at the previous
Special [1MDB Board] Meetings. Specifically:
(a) The [1MDB Board] was not consulted on the change of plans
to remit $700 million to [PetroSaudi]. The [1MDB Board’s] understanding
was for the full USA $1 billion to be wired to the joint bank account under
the name of the [Joint Venture] and the [Joint Venture’s] board of directors
makes the decision to remit US$700 million to [PetroSaudi].
***
(d) The substantial investment of US$1billion should have merited a
more thorough thought and due diligence process.
85. After expressing these concerns, 1MDB Board members asked that 1MDB
determine whether it would be possible to seek the return of the $700 million “so that the
funds could be remitted through the original agreed channel,” namely, the BSI Bank
account held in the name of the 1MDB-PetroSaudi JV.
86. The 1MDB Board instructed 1MDB OFFICER 2 and 1MDB management
“not to deviate from the [1MDB Board’s] instructions and what the [1MDB Board] has
agreed/understood to be the procedures of a particular transaction.”
87. The 1MDB Board met again in Selangor, Malaysia, on October 10, 2009.
The individuals present at the meeting included 1MDB OFFICER 2, the Chairman of the
1MDB Board, 1MDB’s Secretary, and three directors of the 1MDB Board.
88. The 1MDB Board minutes for this meeting indicate that 1MDB OFFICER 2
sought to respond to the concerns raised by the 1MDB Board at the October 3, 2009
meeting. Specifically, 1MDB OFFICER 2 represented that the $700 million wire
transfer was sent “directly to” PetroSaudi in order to repay PetroSaudi’s purported $700
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million loan to the Joint Venture. 1MDB’s management explained that, pursuant to
clause 4.5 of the JVA, 1MDB was required to repay PetroSaudi’s loan by September 30,
2009.
89. In fact, clause 4.5 of the JVA required the 1MDB-PetroSaudi JV, rather
than 1MDB itself, to repay PetroSaudi for the purported loan. Furthermore, by the
JVA’s terms, the repayment of the loan could be made only after notice was provided to
both 1MDB and PetroSaudi and both entities approved the repayment. However, prior
to October 3, 2009, the 1MDB Board was never told about a purported loan from
PetroSaudi to the 1MDB-PetroSaudi JV.
90. At no point prior to the execution of the Joint Venture, or in the Board
meetings held shortly thereafter to discuss the transaction, did 1MDB OFFICER 1 or 2
inform the 1MDB Board that funds from 1MDB had been sent to Good Star.
F. AN ADDITIONAL $330 MILLION IN 1MDB FUNDS WAS
DIVERTED TO LOW’S GOOD STAR ACCOUNT IN 2011
91. An additional $330 million in 1MDB funds was subsequently funneled into
the Good Star Account in 2011 under false pretenses. Although these funds were
intended to be transmitted to the 1MDB-PetroSaudi JV under a financing agreement
signed by 1MDB and the 1MDB-PetroSaudi JV, the funds were instead transmitted via
international wire transfers to the Good Star Account. Although 1MDB officials were
aware that these funds were not being sent to an account maintained by the 1MDB-
PetroSaudi JV, this fact was withheld from Deutsche Bank. J.P. Morgan correspondent
bank records demonstrate that funds were transferred to LOW’s Good Star Account.
92. On or about June 14, 2010, the 1MDB-PetroSaudi JV entered into a loan
agreement with 1MDB called a Murabaha Financing Agreement (“MFA”). Under the
MFA, 1MDB agreed to provide the 1MDB-PetroSaudi JV with a loan at an annual rate
of return of 8.75%.
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93. On or about May 12, 2011, the 1MDB-PetroSaudi JV issued to 1MDB a
Notice of Drawing (the “Notice”). The Notice was signed by the PETROSAUDI CEO
on behalf of the 1MDB-PetroSaudi JV and requested that 1MDB transmit $330 million
to the Good Star Account.
94. J.P. Morgan correspondent bank records show that between May 20 and
October 25, 2011, $330,000,000 was transferred from 1MDB to the Good Star Account
over four wire transfers (“$330 million wire transfers”). Each of these transfers was a
foreign exchange transaction completed through financial institutions in Malaysia,
including AmBank and Deutsche Bank, and was processed through a U.S. correspondent
bank account at J.P. Morgan Chase. The following is a summary of the 2011 transfers
from 1MDB to the Good Star Account:
Table 1: 2011 Transfers from 1MDB to the Good Star Account
Date8 Amount OriginatingBank
U.S. Correspondent Bank
May 20, 2011 $30,000,000 AmBank J.P. Morgan Chase
May 23, 2011 $65,000,000 AmBank J.P. Morgan Chase
May 27, 2011 $110,000,000 Deutsche Bank J.P. Morgan Chase
Oct. 25, 2011 $125,000,000 AmBank J.P. Morgan Chase
95. On or about May 23, 2011, 1MDB’s Chief Financial Officer wrote a letter
to a Bank Negara official misrepresenting the identity of the recipient of the 1MDB
funds being disbursed under the MFA. In the letter, the 1MDB official thanked Bank
8 The dates of wire transfers may vary, even among different records for the same wire transfer, based, for example, on time zone differences and/or the lapse of time between the initiation of the wire, the crediting of funds to the correspondent bank, and the crediting of funds to the beneficiary bank.
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Negara for having approved the transmission of $330 million to the 1MDB-PetroSaudi
JV and explained that “1MDB-PSI has requested us to remit the funds to the account of
its parent company, PetroSaudi International Limited (“PSI Limited”) instead of the
account of 1MDB-PSI.” In truth, however, these funds were not being sent to
PetroSaudi, but to Good Star.
96. On or about May 25, 2011, the PETROSAUDI CEO sent 1MDB a letter on
behalf of PetroSaudi and the 1MDB-PetroSaudi JV. This letter confirmed that the
account at RBS Coutts in Switzerland had received the $30 million and the $65 million
wires referenced in the table above. However, the PETROSAUDI CEO requested that
1MDB send to RBS Coutts a “SWIFT CLARIFICATION” explaining that the
beneficiary of these wire transfers was actually “Account No. XXX.2000” (the Good
Star Account) and not “Petrosaudi International Limited.”9
97. The PETROSAUDI CEO’s statement in the May 25, 2011, letter that the
funds were not going to “Petrosaudi International Limited” was materially inconsistent
with the representation made by 1MDB OFFICER 2 in the September 30, 2009, email to
Deutsche Bank, described above in paragraph 76, in which 1MDB OFFICER 2 stated
that Good Star was a wholly-owned subsidiary of PetroSaudi.
98. On or about May 27, 2011, 1MDB OFFICER 2 signed a letter of
instruction, addressed to Deutsche Bank, requesting that an additional $110 million be
transferred from 1MDB to the Good Star Account.
9 All but the last four digits of the account number identified in PETROSAUDI CEO’s May 25, 2011, letter have been redacted pursuant to Federal Rule of Civil Procedure 5.2. The full account number listed in the PETROSAUDI CEO’s letter matches the account number for the Good Star Account.
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G. FUNDS MISAPPROPRIATED FROM 1MDB WERE
TRANSFERRED TO THE CO-FOUNDER OF PETROSAUDI AND
THEREAFTER TO MALAYSIAN OFFICIAL 1
99. As set forth above, between September and October 2009, $700 million was
fraudulently diverted from 1MDB to the Good Star Account. An additional $330 million
was fraudulently diverted from 1MDB to the Good Star Account between May and
October 2011. According to J.P. Morgan Chase banking records, between February and
June of 2011, approximately $24,500,000 of these funds was transferred to an account at
Riyad Bank maintained in the name of a Saudi prince who, together with the
PETROSAUDI CEO, co-founded PetroSaudi (“PETROSAUDI CO-FOUNDER”).
From those funds, $20,000,000 was then transferred, within days, to an account
belonging to MALAYSIAN OFFICIAL 1.
100. J.P. Morgan correspondent bank records show two transfers of funds from
the Good Star Account to the account of the PETROSAUDI CO-FOUNDER at Riyad
Bank (“PSI Co-Founder Account”): (i) one for approximately $12,500,000 on or about
February 18, 2011, and (ii) another for approximately $12,000,000 on or about June 10,
2011.
101. Correspondent bank records from J.P. Morgan Chase and Wells Fargo show
that days after the transfers from the Good Star Account to the PSI Co-Founder Account,
approximately $20,000,000 in funds was transferred from the PSI Co-Founder Account
to an account at AmBank, whose beneficiary is listed as “AMPRIVATE BANKING-
MR” (“AMPRIVATE BANKING-MR Account”). More specifically, the AMPRIVATE
BANKING-MR Account received (i) a wire of approximately $10 million on or about
February 23, 2011, roughly five days after the PETROSAUDI CO-FOUNDER received
$12.5 million from the Good Star Account, and (ii) another wire for approximately $10
million on or about June 13, 2011, roughly three days after the PETROSAUDI CO-
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FOUNDER received $12 million from the Good Star Account. These funds transferred
into and out of the PSI Co-Founder Account are summarized below:
Table 2: Transfers from Good Star to the PETROSAUDI CO-FOUNDER to
MALAYSIAN OFFICIAL 1 Date Credits into PSI
Co-Founder Account Debits from PSI
Co-Founder Account
From Amount Amount To
2/18/2011 Good Star Account
$12,500,000
2/23/2011 $10,000,000 AMPRIVATE BANKING-MRAccount
6/10/2011 Good Star Account
$12,000,000
6/13/2011 $10,000,000 AMPRIVATE BANKING-MRAccount
102. Plaintiff alleges on information and belief that MALAYSIAN OFFICIAL 1
is the ultimate beneficiary of the AMPRIVATE BANKING-MR Account. The
AMPRIVATE BANKING-MR Account is the same account that later received certain
payments totaling approximately $681 million in March 2013. As set forth in Paragraph
263 below, the Attorney General of Malaysia has publicly stated that the account into
which these $681 million payments were made belonged to MALAYSIAN
OFFICIAL 1.
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H. LOW LAUNDERED APPROXIMATELY $368 MILLION IN FUNDS
DIVERTED FROM THE 1MDB JOINT VENTURE INTO THE
UNITED STATES
103. LOW laundered hundreds of millions of dollars in proceeds from the
foregoing unlawful activity into the United States for the personal benefit of himself and
his associates.
104. Between approximately October 21, 2009, and October 13, 2010, eleven
wires totaling approximately $368 million were sent from the Good Star Account to an
Interest on Lawyer Account held by the law firm Shearman & Sterling LLP in the United
States (“Shearman IOLA Account”).10
105. More particularly, bank records show the following credits to the Shearman
IOLA Account from the Good Star Account:
Table 3: Transfers from Good Star to the Shearman IOLA Account
Date Amount Notations on Wire Transfer 10/21/2009 $148,000,000 N/A 1/20/2010 $117,000,000 A.PH52A1 C.PARK.W .NY (BID-USD
35M) B.AV. INVEST.(USD37.5M) C.STAKE V.H (USD 15M) D.VICEROY ST. M.H(USD 10M) E.PEARL ENERGY (THAILAND) USD 19.5M
10 Bank records demonstrate that Shearman maintained one control account into which each of the wire transfers from the Good Star Account referenced above was transferred. In addition to this control account, Shearman maintained a number of client escrow accounts to which some client funds were distributed after their receipt. References to the Shearman IOLA Account refer to the control account.
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Date Amount Notations on Wire Transfer 3/3/2010 $35,059,875 A)PH52A 1 CENT WW NYC(RENOV
USD10M) B)AVIATION WORKCAPINC (5M+10559875) C)INC VICEROY HOTEL GR (USD 7M)D)INC RENOV BUDGET BHH (USD2.5M)
5/13/2010 $15,780,000 BID PROCESS - ACQUISITION OF THE EDEN HOTEL ROME (PREPARATION OF PARTIAL PORTION OF EQUITY)
6/23/2010 $8,599,985 BID PROCESS-ASCQUISITION OF 94 PICCADILLY RD LONDON (IN AND OUT CLUB)FOR HOTEL DEVELOPMENT + SERVICRESIDENCES (PROOF OF FUNDS)
8/17/2010 $2,799,985 N/A
8/31/2010 $653,985 ACQUISITION OF ASSETS/PROPERTY PAYMENT FOR EXTENSION
9/3/2010 $8,645,985 ACQUISITION OF ASSETS/PROPERTY PARTBALANCE PAYMENT
9/28/2010 $5,999,985 ACQUISITION OF ASSETS/PROPERTY (2 PCT BID. NEW YORK HELMSLEY HOTEL - USD300M
9/28/2010 $17,999,985 ACQUISITION OF ASSETS /PROPERTY (FULL BALANCE PAYMENT + RENOVATION)
10/13/2010 $7,999,985 ACQUISITION OF ASSETS/PROPERTY BID HELMSLEY HOTEL NYC USD300M TRANCHE 2
Total: $368,539,770.00
106. As described in further detail in Section V of the Complaint, funds
transferred to the Shearman IOLA Account were then used by LOW and others to
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purchase assets and invest in business interests for their personal benefit, including, but
not limited to, luxury real estate, a Beverly Hills hotel, a private jet, and a major
Hollywood motion picture.
107. In addition, funds transferred to Shearman were also used to fund the
luxurious lifestyles enjoyed by LOW and his associates. For instance, between on or
about October 30, 2009, and June 18, 2010, a period of less than eight months, more
than $85 million in funds traceable to the Good Star Account was wired from the
Shearman IOLA Account to Las Vegas casinos, luxury yacht rental companies, business
jet rental vendors, a London interior decorator, and associates and family members of
LOW, among others.
108. For example, between October 2009 and October 2010, misappropriated
1MDB funds sent from the Good Star Account into the Shearman IOLA Account were
transferred as follows: (i) approximately $12,000,000 in wires to Caesars Palace, a Las
Vegas casino; (ii) approximately $13,400,000 in wires to the Las Vegas Sands Corp., the
owner of the Venetian Las Vegas, another casino; (iii) a wire for approximately
$11,000,000 to “Eric” TAN Kim Loong, an associate of LOW; (iv) approximately
$4,000,000 in wires to Jet Logic Ltd., a luxury jet rental service; (v) a wire for
approximately $3,500,000 to LOW’s sister; (vi) a wire for approximately $3,080,000 to
Rose Trading, a Hong Kong jeweler; (vii) approximately $2,698,000 in wires to
Yachtzoo, a luxury yacht rental service; (viii) approximately $2,288,000 in wires to
Argent Design Ltd., a United Kingdom-based interior designer; (ix) a wire for
approximately $670,000 to Excel Air, a jet rental company; (x) approximately $460,000
in wires to Skyline Private Air, an aircraft rental company; and (xi) a wire for
approximately $155,000 to Billiyon Air, a jet rental company.
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I. LOW TRANSFERRED APPROXIMATELY $389 MILLION IN
1MDB FUNDS TO ANOTHER ACCOUNT CONTROLLED BY HIM
BUT HELD IN THE NAME OF ABU DHABI-KUWAIT-MALAYSIA
INVESTMENT CORPORATION (ADKMIC)
109. Over the course of five wire transfers between June 28, 2011, and
September 4, 2013, approximately $389 million was transferred from the Good Star
Account to an account at BSI Bank in Singapore held in the name of Abu Dhabi Kuwait
Malaysia Investment Corp. (“ADKMIC BSI Account”). LOW is the beneficial owner of
the ADKMIC BSI Account.
110. In a document entitled “LOW FAMILY HISTORY AND BACKGROUND,
ORIGINS OF JYNWEL CAPITAL,” that was emailed by LOW’s brother to a New
York business person on or about August 13, 2013, the Low family represented that
“Mr. Jho Low founded the Abu Dhabi-Kuwait-Malaysia Investment Corporation in 2007
and together with third-party investment partners structured numerous multi-million
dollar buyouts with interests in construction, real estate development (Putrajaya Perdana
Berhad), water infrastructure (Loh & Loh Corporation Berhad), road concessions and oil
& gas (UBG Berhad).”
111. J.P. Morgan Chase correspondent bank account records show the following
credits to the ADKMIC BSI Account from the Good Star Account:
Table 4: Transfers from Good Star to ADKMIC
Date AmountJune 28, 2011 $55,000,000
September 4, 2012 $38,000,000
November 2, 2012 $153,000,000
December 27, 2012 $142,500,000
September 4, 2013 $456,027
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As described below, the funds transferred to the ADKMIC BSI Account were then used
by LOW and others to acquire assets in the United States, among other things.
III. THE AABAR-BVI PHASE: APPROXIMATELY $1.367 BILLION IS
MISAPPROPRIATED FROM 1MDB
A. EXECUTIVE SUMMARY OF THE AABAR-BVI PHASE
112. In 2012, approximately $1.367 billion in 1MDB funds that were raised in
two separate bond offerings were misappropriated and fraudulently diverted to bank
accounts in Switzerland and Singapore. In issuing these bonds, 1MDB participated in
the publication and disclosure of two offering circulars that contained material
misrepresentations and omissions relating to:
a. How the proceeds of these bond issuances would be used,
b. The nature of the relationship between the issuer (i.e., subsidiaries of
1MDB) and the bond’s third-party guarantor (i.e., the International
Petroleum Investment Company of Abu Dhabi (“IPIC”)), and
c. The existence of any related-party transactions connected to the 2012 bond
issuances, including that 1MDB officials, IPIC officials, and their associates
would personally benefit from the issuance of these bonds.
113. After more than $1 billion had been misappropriated from 1MDB between
2009 and 2011 in the Good Star Phase, 1MDB needed to raise additional capital to fund
its operations. As set forth in greater detail below, 1MDB engaged Goldman to arrange
and underwrite two separate bond offerings in 2012. One of the stated purposes of the
2012 bond issues was to raise funds to allow 1MDB to acquire certain energy assets.
114. IPIC, an investment fund wholly-owned by the government of Abu Dhabi,
guaranteed, either directly or indirectly, both 2012 bond offerings and, in exchange, a
nominated subsidiary of IPIC was granted an option to purchase a minority share of the
energy assets acquired by 1MDB.
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115. Almost immediately after receiving the proceeds of each of the 2012 bond
issues, 1MDB wire transferred a substantial portion of the proceeds – totaling
approximately $1.367 billion between the two bond sales, or more than forty percent of
the net proceeds raised – to a Swiss bank account belonging to an entity called Aabar
Investments PJS Limited, a British Virgin Islands-registered corporation (referred to
herein as “Aabar-BVI”) that bears a similar name to a legitimate subsidiary of IPIC,
called Aabar Investments PJS (referred to herein as “Aabar”). At the time of these
transfers, Khadem Abdulla al-QUBAISI (“QUBAISI”) was the Managing Director of
IPIC and the Chairman of Aabar; and Mohamed Ahmed Badawy Al-HUSSEINY
(“HUSSEINY”) was the CEO of Aabar. QUBAISI and HUSSEINY were also directors
of Aabar-BVI.
116. In their audited financial statements for the year ending on March 31, 2014,
1MDB booked their substantial payments to Aabar-BVI as an asset rather than a
payment, describing it as a “refundable deposit . . . held aside as collateral for the
guarantee” that IPIC provided for the 2012 bonds.
117. Following the dismissal of QUBAISI and HUSSEINY from their positions
at IPIC and Aabar in 2015, IPIC and Aabar have recently clarified that Aabar-BVI is not
owned by either entity.
118. The Swiss bank account belonging to Aabar-BVI (“Aabar-BVI Swiss
Account”) was used to siphon off proceeds of the two 2012 bond sales for the personal
benefit of individuals affiliated with IPIC, Aabar, and 1MDB, as well as their associates.
Beginning within days of receiving funds from 1MDB, Aabar-BVI transferred a total of
approximately $636 million to the Singapore bank account held by Blackstone Asia Real
Estate Partners (“Blackstone Account”). During this same time period, Aabar-BVI
transferred, through multiple overseas investment funds, an additional approximately
$465 million to the Blackstone Account. The beneficial owner of the Blackstone
Account was identified in bank records as “Eric” TAN Kim Loong (“TAN”), a
Malaysian national and an associate of LOW.
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119. Funds transferred to the Blackstone Account by Aabar-BVI were
subsequently distributed to officials of IPIC, Aabar, and 1MDB. Between approximately
May and November 2012, shortly after Blackstone’s receipt of funds from the Aabar-
BVI Swiss Account, Blackstone transferred $472,750,000 into a Luxembourg account
beneficially owned by QUBAISI. During roughly the same time period, Blackstone
transferred $66,600,000 into two different accounts beneficially owned by HUSSEINY.
In October and November 2012, Blackstone transferred $30,000,000 to an account
belonging to MALAYSIAN OFFICIAL 1. Finally in December 2012, Blackstone
transferred $5 million to a Swiss account beneficially owned by 1MDB OFFICER 3,
who was then 1MDB’s General Counsel and Executive Director of Group Strategy.
120. Shortly after receiving proceeds of the two 2012 bond sales from 1MDB,
Aabar-BVI also transferred $238,000,000 to a Singapore bank account belonging to Red
Granite Capital, an entity owned by Riza Shahriz Bin Abdul AZIZ (“AZIZ”). AZIZ is a
relative of MALAYSIAN OFFICIAL 1 and a friend of LOW. Among other things,
AZIZ used these funds to purchase luxury real estate in the United States and the United
Kingdom for his personal benefit, and to fund his movie production company, Red
Granite Pictures. 1MDB has disclaimed any investment interest in Red Granite Pictures.
B. IN 2012, 1MDB ISSUED $3.5 BILLION IN BONDS IN TWO
SEPARATE OFFERINGS ARRANGED BY GOLDMAN
1. May 21, 2012, Bond Issue
121. At least as early as January 2012, officials at 1MDB approached Goldman
for financial advice in connection with 1MDB’s anticipated acquisition of certain power
assets in Malaysia.
122. On or about March 2, 2012, 1MDB Energy Limited (“1MDB Energy”), a
wholly-owned subsidiary of 1MDB, entered into a Sale and Purchase Agreement to
acquire Tanjong Energy Holdings Sdn Bhd (“Tanjong Energy”), a power production
company, from Tanjong Power Holdings Sdn Bhd (“Tanjong Power”) for MYR 8.5
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billion, or approximately $2.755 billion U.S. dollars. 1MDB planned to raise MYR 6
billion of this MYR 8.5 billion through the local bank market.11
123. 1MDB engaged Goldman to assist in securing financing for the remaining
MYR 2.5 billion necessary to complete the Tanjong deal. By letter dated March 19,
2012, 1MDB engaged Goldman, through its Singapore office, as the “sole bookrunner
and arranger” for debt financing in connection with its capital needs for the Tanjong
acquisition. The engagement letter was signed by 1MDB OFFICER 2 and a Managing
Director of Goldman Sachs (Singapore) Pte. (“Goldman Managing Director”). Within
Goldman, this bond deal was referred to by the name “Project Magnolia.”
124. 1MDB OFFICER 3 served as a primary point of contact between 1MDB
and Goldman concerning the Project Magnolia bond transaction.
125. Electronic communications among Goldman employees during the lead-up
to the May 21, 2012, bond closing date reflect that employees at Goldman offered
differing information about the nature of LOW’s relationship to 1MDB and/or his role in
the bond deal and the procurement of the IPIC guarantee:
a. In an email dated March 27, 2012, a managing director at Goldman-
Asia referred to LOW as “the 1MDB Operator or intermediary in Malaysia.”
b. In approximately early April 2012, other Goldman employees
discussed whether LOW was involved in the Project Magnolia deal on behalf of 1MDB.
In an email dated April 3, 2012, a Goldman employee noted “that Jho Low is also
known to have close friends/ contacts in Abu Dhabi.” In an email response dated April
3, 2012, another Goldman employee wrote: “[Goldman Managing Director] said Jho
Low [was] not involved at all in deal as far as he aware [sic] but that Low was present
when [Goldman Managing Director] met . . . [the] Chairman of IPIC, in Abu Dhabi.”
11 Hereinafter, unless otherwise specified, references to 1MDB include 1MDB’s wholly-owned subsidiaries.
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126. The offering circular for the Project Magnolia bonds, dated May 18, 2012,
indicates that 1MDB Energy issued $1.75 billion in privately-placed notes, with an
interest rate of 5.99% per annum, redeemable in 2022. The closing date of the bond
issue was May 21, 2012. The net proceeds were projected to be approximately
$1,553,800,000, once Goldman’s fees, commissions, and expenses were deducted.
127. The offering circular represented that the net proceeds of the bond issue
were to be used to “partially fund” the acquisition of Tanjong Energy. Of the
approximately $1,553,800,000 raised through the Project Magnolia bond sale, MYR 2.5
billion, or approximately $810 million, was designated in the offering circular for use in
acquiring Tanjong Energy. The remainder of the net proceeds, approximately $744
million, was designated for “general corporate purposes (which may include future
acquisitions).”
128. Internal documentation prepared by Goldman summarizing the bond
transaction indicates that the “general corporate purposes” for which the bond proceeds
were contemplated included “pre-fund guarantee fees to IPIC, cash on balance sheet, and
transaction related expenses.”
129. In reality, however, nearly $577 million – a sum equivalent to more than
one third of the net proceeds of the Project Magnolia bond offering – was diverted to
Aabar-BVI within one day of 1MDB’s having received the proceeds of the bond
offering. Nothing in the offering circular disclosed that 1MDB would transfer any of the
bond proceeds to Aabar-BVI, or that funds transferred to Aabar-BVI would subsequently
be used for the benefit of officials at 1MDB, IPIC, and Aabar, including QUBAISI,
IPIC’s Chairman, and HUSSEINY, Aabar’s CEO.
130. In exchange for Goldman’s services in arranging the bond offering and in
underwriting the notes, 1MDB agreed to pay Goldman: (a) a fee of 1% of the principal
amount of the notes, or $17.5 million, as an “Arranger Fee,” and (b) $175,000,000, as a
“Commission,” for a total of $192,500,000. These fees amount to roughly 11% of the
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principal amount of the offering and were to be deducted directly from the subscription
proceeds of the bonds.
131. The notes issued by 1MBD Energy as part of Project Magnolia were
guaranteed by 1MDB. The notes were also jointly and severally guaranteed by IPIC,
which enabled 1MDB to obtain a better credit rating and, thus, a more favorable interest
rate on the bonds. QUBAISI signed the Representation Agreement between IPIC and
Goldman in which IPIC agreed to jointly guarantee the $1.75 billion in notes. Pursuant
to an “Interguarantor Agreement” between 1MDB and IPIC, dated May 21, 2012, 1MDB
agreed to “procure Ministry of Finance Inc to provide the necessary funding and support
to repay IPIC” any amounts payable and due under the notes. That agreement was
signed by QUBAISI and 1MDB OFFICER 2.
132. A document prepared by Goldman for IPIC entitled “IPIC: Meeting With
Ratings Agencies, Topics to Discuss,” characterized IPIC’s joint guarantee for the
1MDB bond issue as “unusual by previous IPIC standards.” It went on to indicate that
the guarantee was “expected to cement the strategic partnership between 1MDB and
IPIC which is in line with IPIC’s broader investment strategy in the energy and related
sectors globally and 1MDB’s mission to promote foreign direct investment into
Malaysia.”
133. The offering circular, however, contained misleading statements and
omitted material facts necessary to make its representations not misleading regarding the
consideration received by IPIC in exchange for guaranteeing 1MDB’s bonds. For
example, the offering circular indicated that in exchange for IPIC’s guarantee, 1MDB
granted “a nominated subsidiary of IPIC a right to acquire a substantial minority interest
of the share of capital in 1MDB Energy” within a ten-year period. In reality, however,
this option was actually awarded to Aabar-BVI, which was neither owned by nor
affiliated with IPIC, as described further below.
134. The consideration given by 1MDB in exchange for IPIC’s guarantee was set
forth in a May 18, 2012, “Option Agreement” between 1MDB Energy and “Aabar
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Investments PJS Limited, a company incorporated in the British Virgin Islands” (i.e.,
Aabar-BVI). In that agreement, 1MDB Energy granted Aabar-BVI the option to
purchase, within a ten-year period, up to forty-nine percent (49%) of 1MDB Energy’s
shares in the holding company that acquired Tanjong Energy, for a maximum price of up
to MYR 1,225,000,000. The agreement specified that this call option was granted to
Aabar-BVI “[i]n consideration of [Aabar-BVI] procuring the Guarantee from IPIC and
the sum of United States Dollar One (USD1.00) paid by [Aabar-BVI] to [1MDB
Energy]. . . .” 1MDB OFFICER 2 signed the agreement on behalf of 1MDB Energy,
and HUSSEINY signed on behalf of Aabar-BVI.
2. October 19, 2012, Bond Issue
135. At least as early as approximately June 2012, 1MDB sought financial
advice from Goldman in connection with its anticipated acquisition of power assets from
Genting Berhad, a Malaysian entity, and sought Goldman’s assistance in raising an
additional tranche of capital to acquire those assets. As with the Project Magnolia bond
deal, 1MDB elected to have the bond issue fully underwritten by Goldman for an
additional fee. Within Goldman, this private placement bond transaction was referred to
by the name “Project Maximus.”
136. 1MDB OFFICER 3 served as the primary point of contact between 1MDB
and Goldman concerning the Project Maximus transaction.
137. 1MDB entered into an agreement to purchase power assets from Genting
Berhad (“Genting”) on or about August 13, 2012. That same day, 1MDB created
another wholly-owned subsidiary called “1MDB Energy (Langat) Limited” (“1MDB
Energy Langat”), for the purposes of holding the power assets and issuing debt securities
to fund the acquisition Genting power assets.
138. The offering circular for Project Maximus, dated October 17, 2012,
indicated that 1MDB issued $1.75 billion in bonds through its second private placement
with Goldman, with a closing date of October 19, 2012. The notes had an interest rate of
5.75% per annum and were redeemable in 2022. The net proceeds of the bond sale –
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once Goldman’s fees, commissions, and expenses were deducted – were listed in the
offering circular as approximately $1,636,260,000.
139. The offering circular represented that the net proceeds of the Project
Maximus bond sale were to be used by 1MDB Energy Langat, in part, to satisfy its
obligations under its agreement to acquire power assets from Genting Berhad.
Specifically, the offering circular represents that 1MDB Energy Langat intended to use
approximately $692,357,349 of the approximately $1,636,260,000 in net proceeds for
the purpose of the Genting acquisition, and it intended to use the balance of the proceeds
“for general corporate purposes (which may include future acquisitions).”
140. In truth, however, as explained in paragraphs 152-153 below, $790,354,855
– a sum equivalent to roughly half of the net proceeds of the Project Maximus bond
offering – was diverted to Aabar-BVI on or about the same day that 1MDB received the
proceeds of this bond sale. As with Project Magnolia, the offering circular for Project
Maximus nowhere disclosed that nearly half of the net bond proceeds would be
transferred to Aabar-BVI, in the form of “collateral” or otherwise, or that funds
transferred to Aabar-BVI would subsequently be used for the personal benefit of
officials at IPIC, Aabar, and 1MDB, including QUBAISI and HUSSEINY.
141. 1MDB guaranteed the notes issued by 1MDB Energy Langat. Although
IPIC did not directly guarantee the Project Maximus notes as it had with the Project
Magnolia bonds, it nevertheless agreed to privately secure the bonds on a bilateral basis
with Goldman. No reference to IPIC’s indirect guarantee was included in the offering
circular. The consideration given for that guarantee was set forth in an October 17,
2012, agreement entitled “Collaboration Agreement (Option),” entered into between
1MDB Energy Langat and “Aabar Investments PJS, a joint stock company organized
under the laws of Abu Dhabi.” That agreement stated that, “[i]n consideration of Aabar
Investments procuring the Guarantee from IPIC and the sum of United States Dollar One
(USD1.00) paid by Aabar Investments to [1MDB],” 1MDB granted Aabar the option to
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acquire a forty-nine percent (49%) interest in 1MDB Energy Langat within a ten year
period.
142. Taken together, in 2012, 1MDB issued $3.5 billion in bonds that were
underwritten by Goldman and guaranteed by IPIC.
C. A SUBSTANTIAL PORTION OF THE PROCEEDS OF THE 2012
BOND SALES WAS DIVERTED TO AND THROUGH THE AABAR-
BVI SWISS ACCOUNT
143. Over the course of several months, a large portion of the proceeds of both of
the 2012 bond sales – approximately $1.367 billion in total – was transferred from
1MDB to a bank account at BSI Bank in Switzerland held in the name of Aabar-BVI.
Plaintiff alleges on information and belief that the funds transferred to the Aabar-BVI
Swiss Account by 1MDB were not held for the benefit of 1MDB, IPIC, or Aabar.
Rather, the Aabar-BVI Swiss Account was used to unlawfully divert proceeds of both
the Project Magnolia and Project Maximus bonds, which were thereafter used, after
having passed through various accounts, to make substantial payments to QUBAISI,
HUSSEINY, MALAYSIAN OFFICIAL 1, and 1MDB OFFICER 3.
1. On or about May 22, 2012, Within Roughly One Day of the First
Bond Issue, Approximately $577 Million in 1MDB Funds Was
Diverted to the Aabar-BVI Swiss Account
144. The closing date for the Project Magnolia bonds was on or about May 21,
2012. Documentation associated with the bond deal shows that a total of $650,000,000
was to be deducted from the proceeds and remitted directly to accounts designated by
Tanjong Power, the entity from which 1MDB Energy had agreed to purchase Tanjong
Energy.
145. On or about May 21, 2012, a total of $907,500,000 in proceeds from the
bond sale was transferred, at the direction of Bank of New York–London, from an
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account at Bank of New York Mellon–New York in the United States to an account at
Falcon Private Bank Limited (“Falcon Bank”) held by 1MDB Energy.
146. Roughly one day later, on or about May 22, 2012, a wire in the amount of
$576,943,490 was sent from 1MDB Energy’s bank account at Falcon Bank to an account
at BSI Bank in Lugano, Switzerland maintained by Aabar-BVI (i.e., the “Aabar-BVI
Swiss Account”). This amount represents more than one third of the net proceeds from
the bond sale. The funds passed through correspondent bank accounts at J.P. Morgan
Chase and Citibank in the United States before being transferred to Aabar-BVI.
147. Nothing in the Project Magnolia offering circular disclosed that any funds
would be sent to Aabar-BVI, let alone one third of the net bond proceeds.
148. Falcon Bank is wholly-owned by Aabar, and at the time that the
$576,943,490 was transferred from 1MDB Energy’s bank account at Falcon Bank to the
Aabar-BVI Swiss Account, HUSSEINY was Falcon Bank’s Chairman.
2. On or about October 19, 2012, Roughly the Same Day as the Second
Bond Issue, Approximately $790 Million in 1MDB Funds Was
Diverted to the Aabar-BVI Swiss Account
149. The proceeds from the Project Maximus bonds, which were issued on or
about October 19, 2012, were transferred according to a similar pattern.
150. 1MDB directed that payment of the proceeds of the Project Maximus bond
sale, totaling $1,640,000,000, be made on October 19, 2012, to 1MDB Energy Langat’s
account at Falcon Bank, via Falcon Bank’s U.S. correspondent bank account at J.P.
Morgan Chase.
151. On or about October 19, 2012, 1MDB Energy Langat wired $692,174,991
from its account at Falcon Bank in Switzerland to an account at Citibank–Singapore
belonging to Genting Power Holdings Limited in connection with the purchase of power
assets.
152. On or about that same day (that is, October 19, 2012), 1MDB wire
transferred $790,354,855 to the Aabar-BVI Swiss Account. This sum represents close to
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fifty percent (50%) of the net proceeds of the October 19, 2012 bond sale. The funds
passed through correspondent bank accounts at J.P. Morgan Chase and Citibank in the
United States before being transferred to Aabar-BVI.
153. Nothing in the Project Maximus offering circular disclosed that any portion
of the funds, let alone close to fifty percent of the net proceeds of the bond sale, would
be funneled to Aabar-BVI in the form of “collateral” or otherwise.
154. Collectively, between the two 2012 bond sales, officials at 1MDB
transferred approximately $1.367 billion in bond proceeds to the Aabar-BVI Swiss
Account. This represented more than forty percent (40%) of the total net proceeds of the
two bond sales.
3. Funds Transferred to the Aabar-BVI Swiss Account Were Not Held
for the Benefit of 1MDB, IPIC, or Aabar
155. Aabar Investments PJS Limited (referred to herein as “Aabar-BVI”) is an
entity incorporated in the British Virgin Islands (“BVI”) and is separate and distinct from
the similarly-named Aabar Investments PJS (referred to herein as “Aabar”), which is
controlled by IPIC and is incorporated in Abu Dhabi.
156. A Certificate of Incumbency prepared by Aabar-BVI’s registered agent in
the BVI indicates that Aabar-BVI was incorporated in BVI on March 14, 2012. That
certificate lists QUBAISI and HUSSEINY as Aabar-BVI’s Directors and “Aabar
Investments PJS” as its sole shareholder.
157. It is possible to register an entity with a name that mimics the name of an
existing entity, without the need to prove any relationship to the existing entity. This is a
common technique to lend the entity in question an appearance of legitimacy. It is also
possible to incorporate an entity in the BVI without providing evidence of the entity’s
true beneficial ownership and without providing evidence of the relationship between the
entity and the shareholder listed in the incorporation records.
158. Irrespective of any apparent nominal relationship between Aabar-BVI and
Aabar reflected in incorporation records, Aabar-BVI was not a legitimate subsidiary of
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Aabar or IPIC operating within the bounds of any authority granted by Aabar or IPIC,
and the funds transmitted from 1MDB to the Aabar-BVI Swiss Account were not held in
that account for the benefit of 1MDB, IPIC, or Aabar.
159. Neither of the offering circulars contain any mention of an agreement by
1MDB to pay Aabar-BVI, either as a premium or as collateral, more than forty percent
(40%) of the net proceeds from the two 2012 bond sales in order to secure the
guarantees. This information would have been material to the transactions, because it
would have significantly affected 1MDB’s liquidity, as well as its ability to engage
successfully in the business ventures described in the offering circulars, and thereby
increased the risk of default.
160. As noted in Paragraph 56, the Malaysian Public Accounts Committee
(“PAC”) initiated an audit of certain 1MDB financial transactions and produced a public
report of its findings. Auditors working at the direction of the PAC concluded that the
$1.367 billion “security deposit” payments made to Aabar-BVI in 2012 were “made
without the approval of the 1MDB Board of Directors.”
161. On or about April 11, 2016, IPIC and Aabar issued a statement to the
London Stock Exchange in response to media reports indicating that a BVI entity called
Aabar Investments PJS Limited had received substantial payments from 1MDB. In that
statement, IPIC and Aabar stated that, “Aabar BVI was not an entity within either
corporate group” and that neither IPIC nor Aabar “has received any payments from
Aabar BVI. . . .”
162. In response to IPIC’s statement to the London Stock Exchange, 1MDB
issued a press release on April 11, 2016, in which 1MDB indicated that it paid Aabar-
BVI “substantial sums” in 2012, as recorded in its financial statements. That same
release also asserted that, “1MDB company records show documentary evidence of the
ownership of Aabar BVI and of each payment made, pursuant to various legal
agreements that were negotiated with Khadem Al Qubaisi in his capacity as Managing
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Director of IPIC & Chairman of Aabar and/or with Mohamed Badawy Al Husseiny, in
his capacity as CEO of Aabar.”
163. QUBAISI and HUSSEINY were dismissed from their positions at IPIC and
Aabar in 2015.
164. In June 2016, IPIC filed its consolidated financial statements for the year
ending December 31, 2015, with the London Stock Exchange. In those financial
statements, IPIC indicated that it “understands that other companies outside the group’s
corporate structure were incorporated in other offshore jurisdictions using variations of
the ‘Aabar’ name. The Group is investigating these entities further.” IPIC reiterated that
neither it nor Aabar were affiliated with, or received payments from, Aabar-BVI.
Finally, IPIC indicated that after 1MDB defaulted on two interest payments due under
the 2012 notes in the first half of 2016, IPIC made interest payments totaling $103
million on 1MDB’s behalf “pursuant to its obligations in respect of the Guarantees.”
165. As set forth below, funds transferred from 1MDB to the Aabar-BVI Swiss
Account were distributed, inter alia, to officials at IPIC, Aabar, and 1MDB, including
QUBAISI and HUSSEINY, with several payments occurring within days of the receipt
of 1MDB funds by Aabar-BVI. Plaintiff alleges on information and belief that the
Aabar-BVI Swiss Account was used to conceal and to facilitate this unlawful diversion
of funds.
D. AABAR-BVI TRANSFERRED APPROXIMATELY $1.1 BILLION
TO THE BLACKSTONE ACCOUNT, BEGINNING WITHIN DAYS
OF RECEIVING FUNDS FROM 1MDB
166. Of the approximately $1.367 billion 1MDB sent to Aabar-BVI by 1MDB,
approximately $1.1 billion was thereafter transferred, either directly or indirectly via
overseas investments funds, into the Blackstone Account. The Blackstone Account was
controlled by TAN, a close associate of LOW. Plaintiff alleges on information and
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belief that the Blackstone Account was used as a transit account to improperly distribute
funds to individuals affiliated with 1MDB, IPIC, and Aabar.
1. Aabar-BVI Transferred Approximately $636 Million Directly to the
Blackstone Account, Beginning Within Days of Receiving Funds from
1MDB
167. Between approximately May 25, 2012, and December 14, 2012, five wire
transfers totaling $636,000,000 were sent from the Aabar-BVI Swiss Account to an
account at Standard Chartered Bank in Singapore held in the name of Blackstone Asia
Real Estate Partners (“Blackstone”). These wire transfers were processed through
correspondent bank accounts at Standard Chartered Bank and Citibank in the United
States. The approximate dates and amounts of these five wires appear below:
Table 5: Wire Transfers from Aabar-BVI Swiss Account to Blackstone
Date Amount Sending Party Receiving Party 5/25/2012 $295,000,000 Aabar-BVI Blackstone
7/25/2012 $133,000,000 Aabar-BVI Blackstone
10/23/2012 $75,000,000 Aabar-BVI Blackstone
11/23/2012 $95,000,000 Aabar-BVI Blackstone
12/14/2012 $39,000,000 Aabar-BVI Blackstone
168. TAN was identified as the beneficial owner of the Blackstone Account and
an authorized signatory on the account. The account was originally opened in the name
of Foreign FX Trading Limited. The account name was changed to Blackstone Asia
Real Estate Partners on or about May 26, 2011.
169. TAN is a friend and associate of LOW. Plaintiff alleges on information and
belief, however, that TAN’s only connection to 1MDB was his relationship with LOW.
170. Bank statements show that prior to the wire transfer of $295,000,000 from
Aabar-BVI on or about May 25, 2012, the account balance for the Blackstone Account
was $532,981.
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171. Plaintiff alleges on information and belief that Blackstone was a shell
corporation created for the purpose of maintaining a bank account to funnel diverted
money, based on the following facts and circumstances, among others:
a. The flow of money into and out of the Blackstone Account is not
consistent with what can reasonably be characterized as regular business activity. For
example, the account did not have the types of debits and credits consistent with
legitimate business activity, including, for example, transfers to vendors, payroll, or
receipt of proceeds from customers.
b. Blackstone made extensive use of a money exchange business in
Singapore called Raffles Cash Exchange. Between approximately July 2011 and
February 2013, twenty wires were sent from the Blackstone Account to Raffles Cash
Exchange, totaling approximately $12,800,000. Frequent use of currency exchange
brokers, especially for large sums and where the entity already maintains an account at a
major bank capable of processing currency exchanges, is a technique commonly used
by individuals engaged in money laundering and other unlawful conduct to move
money in a way that is less likely to be traced by law enforcement and regulatory
officials.
c. Blackstone’s full name – Blackstone Asia Real Estate Partners – is
similar, though not identical, to the name of a major real estate private equity firm,
Blackstone Real Estate. Blackstone Real Estate is an affiliate of the well-known
private investment firm Blackstone Group – an entity listed on the New York Stock
Exchange – and has, according to its website, $101 billion in assets under management.
The practice of utilizing a bank account held by an entity with a name that mimics a
well-known commercial enterprise is a technique commonly employed to lend the
appearance of legitimacy to transactions that might otherwise be subject to additional
scrutiny by the financial institutions involved, for example, because of the size of the
transaction or because of the role of a politically-exposed person or entity in the
transaction.
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2. Aabar-BVI Transferred an Additional Approximately $455 Million to
the Blackstone Account Via Overseas Investment Funds
172. Within days of Aabar-BVI’s receipt of proceeds from the Project Maximus
bond offering, an additional $455,000,000 was transferred from the Aabar-BVI Swiss
Account to the Blackstone Account via two overseas investment funds.
173. On or about October 22, 2012 – roughly six days after the Project Maximus
bond issue and four days after Aabar-BVI received approximately $790 million from
1MDB Energy Langat – Aabar-BVI sent approximately $75 million to a bank account at
ING Bank N.V. in Amsterdam belonging to Enterprise Emerging Markets Fund
(“Enterprise”). On or about the same day, Aabar-BVI also sent approximately $291
million to another bank account at ING Bank N.V. in Amsterdam belonging to
Cistenique Investment Fund (“Cistenique”). On or about November 2, 2012, Aabar-BVI
sent an additional approximately $97 million to Enterprise. In the case of each of these
three payments, the funds were transferred from Aabar-BVI via the clearing company
Citco, before being transferred on to either Enterprise or Cistenique.
174. Enterprise and Cistenique are relatively small investment funds located in
Curacao that have other customers and hold investments unrelated to 1MDB.
175. Shortly after Cistenique and Enterprise received funds from Aabar-BVI,
each transferred a substantially similar amount to the Blackstone Account. More
particularly:
a. On or about October 24, 2012, roughly two days after receiving
approximately $291,000,000 from Aabar-BVI, Cistenique transferred $285,000,000 to
the Blackstone Account.
b. On or about October 24, 2012, approximately two days after
receiving approximately $75,000,000 from Aabar-BVI, Enterprise transferred
$75,000,000 to the Blackstone Account. On or about November 8, 2012, approximately
six days after receiving $97,000,000 from Aabar-BVI, Enterprise transferred an
additional $95,000,000 to the Blackstone Account, for a total of $170,000,000.
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176. Cistenique and Enterprise were used as intermediaries to pass $455,000,000
from Aabar-BVI to the Blackstone Account.
***
177. In total, between May and December 2012, approximately $1.1 billion was
transferred directly or indirectly from the Aabar-BVI Swiss Account to the Blackstone
Account.
E. AFTER RECEIVING FUNDS FROM AABAR-BVI, BLACKSTONE
DISTRIBUTED APPROXIMATELY $574 MILLION TO OFFICERS
OF IPIC, AABAR, AND 1MDB
178. Once funds were transferred from Aabar-BVI to Blackstone, they were used
to make payments to QUBAISI and HUSSEINY, who served as officers of both Aabar
and Aabar-BVI, to MALAYSIAN OFFICIAL 1, and to 1MDB OFFICER 3. The
distribution of these funds from the Blackstone Account for the personal benefit of
officials involved in the bond deal further evidences a misappropriation of public funds
and the diversion of the bond proceeds from their intended purpose.
179. Neither of the offering circulars for the 2012 bonds contained any
disclosure that a substantial portion of the proceeds of the bonds would be paid to
officials of IPIC, Aabar, and 1MDB. This fact would have been material to the bond
transaction, as it would have alerted investors to the possibility of conflicts of interest
and related-party transactions. The representation that the proceeds of the two bond
deals could be used for “other corporate purposes” of 1MDB does not encompass the use
of those funds for the personal benefit of officials of IPIC, Aabar, or 1MDB.
180. Although both offering circulars also contained boilerplate language about
the limits of any “forward-looking statements,” this boilerplate language similarly did
not encompass the possibility that 1MDB would radically depart from the stated
intended use of the bond proceeds almost immediately after the closing dates for each
offering. More specifically, each offering circular indicated generically that any
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“forward-looking statements” contained in the circular, such as those statements
containing “will” or “expect,” were “reasonable” at the time of the offering circular but
were not meant to give “assurance that these expectations will prove to be correct” in the
future. This boilerplate language was intended, among other things, to give 1MDB
business flexibility to respond to changed circumstances in the future; it did not,
however, contemplate or convey the possibility that 1MDB would almost immediately
begin diverting the proceeds of the bond sale to Aabar-BVI and thereafter to accounts
beneficially owned by officials of 1MDB, IPIC, and Aabar.
1. Blackstone Transferred Approximately $473 Million to an Account
Controlled by QUBAISI
181. Between approximately May 29, 2012, and November 30, 2012, four wires
totaling $472,750,000 were sent from the Blackstone Account to an account at Bank
Privee Edmond de Rothschild (“Bank Rothschild”) in Luxembourg maintained in the
name of Vasco Investments Services SA (“Vasco Account”). These wires were
processed through a correspondent bank account at Standard Chartered Bank in the
United States. As shown in the table below, each of these four wire transfers was made
within a matter of days after the Blackstone Account received funds from Aabar-BVI,
including two of the four that were made within about ten days of Aabar-BVI’s receipt
of funds from 1MDB Energy:
Table 6: Chronology of Wire Transfers to Vasco Investments
in Relation to Other Related Transfers
Date Sending Party Receiving Party Amount
5/22/2012 1MDB Energy Aabar BVI $576,943,490 5/25/2012 Aabar BVI Blackstone $295,000,000 5/29/2012 Blackstone Vasco Investments $158,000,000
7/25/2012 Aabar BVI Blackstone $133,000,000 8/1/2012 Blackstone Vasco Investments $100,750,000
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10/19/2012 1MDB Energy Langat
Aabar BVI $790,354,855
10/22-10/24/2012
Aabar-BVI (via Enterprise) Blackstone $75,000,000
10/22-10/24/2012
Aabar-BVI (via Cistenique) Blackstone $285,000,000
10/23/12 Aabar BVI Blackstone $75,000,000 10/29/12 Blackstone Vasco Investments $129,000,000
11/23/2012 Aabar BVI Blackstone $95,000,000 11/30/2-12 Blackstone Vasco Investments $85,000,000
182. Vasco Investments Services SA is a BVI entity affiliated with QUBAISI,
and QUBAISI is the beneficial owner of the Vasco Account.
183. QUBAISI used a portion of the $472,250,000 transferred into the Vasco
Account from Blackstone to acquire real property in the United States worth roughly
$100 million, as described further in Section V. The assets purchased with funds from
the Vasco Account were not held by or used for the benefit of 1MDB or 1MDB’s
subsidiaries, nor were the assets held by or used for the benefit of IPIC or Aabar.
184. QUBAISI’s receipt of proceeds from 1MDB’s 2012 bond sales for his own
personal benefit is in contravention to his charge as Managing Director of IPIC.
Pursuant to IPIC’s Articles of Association, approved on November 30, 1999, “[n]either
the Chairman nor the other Board members shall have a direct or indirect interest in the
contracts and projects entered into, carried out or intended to be entered into or carried
out by the Company and the Company shall not grant them any financial facilities.” To
the extent that QUBAISI purported to be acting in his capacity as Managing Director of
IPIC in connection with the above-described transactions relating to Aabar-BVI,
including the receipt of 1MDB funds into the Aabar-BVI Swiss Account and the transfer
of funds through the Blackstone Account to his own Vasco Account, he was acting ultra
vires.
185. Upon information and belief, at the time that LOW, TAN, and QUBAISI
transferred or caused the transfer of funds from the Aabar-BVI Swiss Account to
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Blackstone using a U.S. correspondent bank account at Standard Chartered Bank, as well
as at the time that LOW, TAN, and QUBAISI transferred or caused the transfer of funds
from Blackstone to the Vasco Account using a U.S. correspondent bank account at
Standard Chartered Bank, as well as at the time that QUBAISI transferred or caused the
transfer of funds from the Vasco Account into the United States for the purchase of real
property, LOW, TAN, and QUBAISI knew that the funds had been misappropriated
from 1MDB and/or IPIC, and they intended to deprive 1MDB and/or IPIC of ownership
over those funds.
2. Blackstone Transferred $66.6 Million to an Account Controlled by
HUSSEINY
186. Between May and December 2012, entities belonging to HUSSEINY, then-
CEO of Aabar, also received $66,600,000 from the Blackstone Account.
187. Between approximately May 29, 2012, and December 3, 2012, Blackstone
sent four separate wire transfers, totaling $55,000,000, to an account at BHF Bank in
Frankfurt, Germany, held in the name of Rayan Inc. (“Rayan”). Each of these four wire
transfers was processed through a U.S. correspondent bank account at Standard
Chartered Bank. These wire transfers are summarized below:
Table 7: Wire Transfers from Blackstone to Rayan
Date Sending Party Receiving Party Amount
5/29/2012 Blackstone Rayan $30,000,000
7/13/2012 Blackstone Rayan $5,000,000
11/2/2012 Blackstone Rayan $10,000,000
12/3/2012 Blackstone Rayan $10,000,000
188. HUSSEINY is the beneficial owner of the Rayan Account.
189. The first wire transfer from Blackstone to Rayan in the amount of
$30,000,000 occurred roughly seven days after 1MDB transferred $576,943,490 to
Aabar-BVI, and roughly three days after Aabar-BVI transferred $295,000,000 to
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Blackstone. The same day that Blackstone transferred $30,000,000 to HUSSEINY’s
Rayan Account (that is, May 29, 2012), Blackstone separately transferred $158,000,000
to QUBAISI’s Vasco Account.
190. On or about December 18, 2012 – four days after Aabar-BVI transferred
$39,000,000 into the Blackstone Account – Blackstone sent $10,100,000 to an account at
Bank of America in Texas held in the name of MB Consulting LLC (“MB Consulting
Account”). The payment details on the wire read: “PAYMENT FOR SERVICES.”
191. HUSSEINY is the beneficial owner of the MB Consulting Account and the
only authorized signatory on the account.
192. The MB Consulting Account received another wire transfer of $1,500,000
from the Blackstone Account on or about January 22, 2013.
3. Blackstone Transferred at Least $30 million to an Account Belonging
to MALAYSIAN OFFICIAL 1
193. Blackstone also transferred at least $30,000,000 to an account belonging to
MALAYSIAN OFFICIAL 1 shortly after receiving funds from Aabar-BVI.
194. On or about October 30, 2012 – roughly seven days after Blackstone
received $75,000,000 directly from Aabar-BVI and roughly six days after it received
$360,000,000 indirectly from Aabar-BVI via Enterprise and Cistenique – Blackstone
transferred $5,000,000 into an account at AmBank in Malaysia held in the name of
“AMPRIVATE BANKING MR.”
195. That bank account belongs to MALAYSIAN OFFICIAL 1 and is the same
account that received $20,000,000 from the PETROSAUDI CO-FOUNDER in 2011,
within days of the receipt by the PETROSAUDI CO-FOUNDER of funds from Good
Star, as set forth in Section II.G.
196. On or about November 19, 2012 – less than two weeks after Blackstone
received $95,000,000 from Aabar-BVI via Enterprise – Blackstone transferred
$25,000,000 to the same AMPRIVATE BANKING-MR Account belonging to
MALAYSIAN OFFICIAL 1.
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4. Blackstone Transferred $5 million to an Account Controlled by
1MDB OFFICER 3
197. On or about December 6, 2012, a wire in the amount of $5,000,000 was
sent from the Blackstone Account to an account at Falcon Bank in Zurich maintained in
the name of River Dee International SA (“River Dee Account”).
198. 1MDB OFFICER 3 is the beneficial owner of the River Dee Account at
Falcon Bank.
***
199. On or about February 22, 2013, not long after funds were distributed to the
various officials as described above, the balance of the Blackstone Account fell to zero
and the account had no further transactions thereafter.
200. Blackstone was used as an intermediary to obscure the fact that 1MDB
bond proceeds were being sent from Aabar-BVI – of which QUBAISI and HUSSEINY
were directors – to accounts that were beneficially owned by QUBAISI, HUSSEINY,
MALAYSIAN OFFICIAL 1, and 1MDB OFFICER 3.
201. The funds sent to accounts belonging to QUBAISI, HUSSEINY,
MALAYSIAN OFFICIAL 1, and 1MDB OFFICER 3, as described above, were
unlawfully misappropriated from 1MDB and/or IPIC.
F. AABAR-BVI SENT APPROXIMATELY $238 MILLION TO AN
ACCOUNT CONTROLLED BY AZIZ
202. Between June 18, 2012, and November 4, 2012, $238,000,000 was
transferred directly from the Aabar-BVI Swiss Account to an account controlled by
AZIZ, a relative of MALAYSIAN OFFICIAL 1. From there, the funds were used to
acquire nearly $100 million in real property for the personal benefit of AZIZ and to fund
Red Granite Pictures, AZIZ’s movie production company.
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203. Aabar-BVI sent three wire transfers totaling $238,000,000 to an account at
BSI Singapore held in the name of Red Granite Capital Limited (“Red Granite Capital
Account”). These wires are summarized below:
Table 8: Wire Transfers from Aabar-BVI to Red Granite Capital
Date Sending Party Receiving Party Amount
6/18/2012 Aabar-BVI Red Granite Capital $133,000,000
10/23/2012 Aabar-BVI Red Granite Capital $60,000,000
11/14/2012 Aabar-BVI Red Granite Capital $45,000,000
204. Red Granite Capital is a BVI-incorporated entity owned by AZIZ. In his
2012 U.S. tax return, a copy of which was obtained from AZIZ’s accounting firm, AZIZ
listed Red Granite Capital’s “principal business or profession” as “Motion Pictures.”
Bank records reflect that AZIZ is also beneficial owner of the Red Granite Capital
Account in Singapore.
1. AZIZ Claimed that Approximately $94.3 Million of the $238 Million
from Aabar-BVI, which AZIZ Used to Purchase Real Estate, Was a
“Gift” from Aabar-BVI
205. AZIZ used more than $94,000,000 of the $238,000,000 that Aabar-BVI
transferred to Red Granite Capital in 2012 to purchase real estate in the United States
and the United Kingdom. AZIZ claimed, including in his 2012 U.S. tax return, that this
money was a “gift” from Aabar-BVI.
206. Shortly after receiving funds from the Aabar-BVI Swiss Account, AZIZ
sent two wires totaling $94,300,000 from his Red Granite Capital Account to the
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Shearman IOLA Account in the United States. The first wire, in the amount of
$58,500,000, was sent on or about June 20, 2012, roughly two days after Red Granite
Capital received $133,000,000 from Aabar-BVI. The second wire, in the amount of
$35,800,000, was sent on or about November 15, 2012, roughly one day after Red
Granite Capital received $45,000,000 from Aabar-BVI. In total, AZIZ caused
$94,300,000 to be transferred from his Red Granite Capital Account to a Shearman
IOLA Account in the United States in which funds were held for his benefit.
207. AZIZ used this $94,300,000 to acquire three pieces of real estate – one in
New York City, one in Beverly Hills, and one in London, United Kingdom.
208. The source and nature of the funds received from Aabar-BVI and used by
AZIZ to purchase real property was a topic of discussion among AZIZ’s accountants at
Nigro Karlin Segal Feldstein & Bolno (“NKSFB”), a Los Angeles-based business and
accounting firm, in connection with the preparation of his 2012 tax return:
a. In an email dated October 13, 2013, a partner at NKSFB wrote: “We
need something for our files that explains why AABAR Investments gave a gift to Riza
for $94,300,050 and it was not income. Is someone from the company related to
Riza? . . .”
b. By email dated the same day, a Managing Director at NKSFB who
acted as the business manager for AZIZ and Red Granite (“Red Granite Business
Manager”), responded: “It is the personal holding company of a family friend.”
c. The partner, in a response sent within an hour, indicated in relevant
part: “The funds came from an investor in Red Granite Capital, I cannot sign the returns
without proof it is not income to Riza. The firm would be put at risk, these numbers are
too high.”
209. In response to this email exchange, the Red Granite Business Manager,
through AZIZ, procured a letter, purporting to be from HUSSEINY and bearing his
signature. The text of that letter reads:
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This letter is intended to confirm that the transfer of $94,500,000.00 which
consisted of a wire transfer on June 18, 2012 to BSI Bank, Ltd. (account
number [XXX]250A) for the benefit of Riza Aziz was intended as a gift.
The transfer was made for no consideration and no services were performed
or gift received for assets. This was a gratuitous transfer made with
detached and disinterested generosity based on our close personal
relationship.12
HUSSEINY’S letter purported to have been sent “[o]n behalf of Aabar
Investments PJS Limited / Solution Century Limited.”
210. Solution Century Limited is an entity affiliated with HUSSEINY and his
wife.
211. The fact that Aabar-BVI purportedly gifted approximately $94 million to
AZIZ on the basis of “disinterested generosity” and the “close personal relationship”
between AZIZ and HUSSEINY further demonstrates that Aabar-BVI was not operating
as a legitimate subsidiary of Aabar or IPIC and that the funds held in the Swiss Aabar-
BVI account were not being held for the benefit of 1MDB, Aabar, or IPIC.
2. Approximately $64 Million in Funds from Aabar-BVI Was Used to
Fund Red Granite Pictures
212. Funds transferred from Aabar-BVI to AZIZ’s Red Granite Capital Account
were also used to fund Red Granite Pictures, an investment unaffiliated with 1MDB,
Aabar, or IPIC.
12 Contrary to the statements in this letter, no wire was sent from Aabar-BVI to Red Granite Capital on June 18, 2012, in the amount of $94,500,00. Rather, as indicated above, the June 18, 2012 wire from Aabar-BVI to Red Granite Capital was in the amount of approximately $133,000,000. The amount claimed to be a gift, $94,500,000, is roughly equal to the amount of money that AZIZ transferred into the United States over a period of approximately five months and used to purchase personal assets.
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213. Red Granite Pictures is a movie production company co-founded by AZIZ
in 2010, which produced several major motion pictures, including “The Wolf of Wall
Street,” “Friends with Kids,” and “Dumb and Dumber To.” Red Granite Pictures was
incorporated in California on September 30, 2010, as Red Granite Productions and
changed its name to Red Granite Pictures on or about June 6, 2011. Red Granite
Pictures’ website lists AZIZ as CEO, founder, chairman, and producer.
214. Between June 20, 2012 – two days after Aabar-BVI sent its first wire to Red
Granite Capital – and November 20, 2012, eleven wires totaling $64,000,000 were sent
from the Red Granite Capital Account to an account at City National Bank in the United
States maintained by Red Granite Pictures.
215. These funds transferred to Red Granite Pictures in the United States were
then used to fund Red Granite Picture’s operations, including the production of the film
“The Wolf of Wall Street,” which was released in the United States on December 25,
2013.
216. The funds sent from Aabar-BVI to Red Granite Capital, which were
thereafter transferred into the United States for use by Red Granite Pictures, did not
represent a legitimate investment by 1MDB, IPIC, or Aabar in Red Granite Pictures.
And balance sheets for Red Granite Pictures and Red Granite Capital show no payments
to 1MDB, IPIC, or Aabar indicative of any investment return.
217. Public statements and media interviews by relevant individuals and entities
also negate the existence of any legitimate investment by 1MDB, IPIC, or Aabar in Red
Granite Pictures. For example, on August 11, 2014, the New York Times published an
article entitled An Audacious Studio Rattles Hollywood, which included an interview
with AZIZ and Red Granite Pictures co-founder Christopher “Joey” McFarland
(“McFarland”). In that article, AZIZ is reported to have identified HUSSEINY as Red
Granite’s principle investor. He is also reported as indicating that HUSSEINY was
investing personal money rather than government funds. This same article appears in the
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“News” section of Red Granite Picture’s website under the heading Riza Aziz & Joey
McFarland Featured in the New York Times.
218. In an article published by the New York Times on February 8, 2015, entitled
Jho Low, Well Connected in Malaysia, Has an Appetite for New York, an attorney for
HUSSEINY is quoted as saying that HUSSEINY’s investment in Red Granite was made
with “personal money.”
219. On April 3, 2016, 1MDB issued a press release, available on its public
website, denying that it had any role in investing, directly or indirectly, in Red Granite
Pictures.
3. AZIZ Transferred at least $41 Million in Funds Received from
Aabar-BVI to an Account That Was Then Used to Pay Gambling
Expenses for Himself, LOW, and TAN
220. Just days after the Red Granite Capital Account received funds from Aabar-
BVI, some of those funds were transferred to an account at Standard Chartered Bank in
Singapore held in the name of Alsen Chance Holdings Limited (“Alsen Chance
Account”). Account opening documents for the Alsen Chance Account list TAN as the
director of Alsen Chance. Shortly thereafter, the Alsen Chance Account was used to pay
gambling expenses for LOW, TAN, AZIZ, and at least one former official from 1MDB.
221. More particularly, on or about June 21, 2012 – roughly three days after
Aabar-BVI transferred $133,000,000 into AZIZ’s Red Granite Capital Account – AZIZ
caused $41,000,000 to be wired from his Red Granite Capital Account to the Alsen
Chance Account.
222. Roughly three weeks later, on or about July 10, 2012, a wire for
$11,000,000 was sent from the Alsen Chance Account to a bank account maintained by
Las Vegas Sands, LLC. Among other things, Las Vegas Sands owns and operates the
Venetian Resort-Hotel-Casino (“Venetian Casino”) in Las Vegas. The payment details
on the wire read: “PLAYER NO [XXX]4296.”
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223. The Venetian Casino used customer account number XXX4296 to identify
LOW. On or about July 10, 2012, $11,000,000 was deposited into LOW’s account at the
Venetian Casino, and records show that LOW gambled there for approximately seven
days beginning on or about that date.
224. On or about July 11, 2012, an additional wire of $2,000,000 was sent from
the Alsen Chance Account to Las Vegas Sands LLC. The payment details on that wire
read: “TAN KIM LOONG PLAYER NO [XXX]8710.” The Venetian Casino Resort
used customer account number XXX8710 to identify TAN.
225. On or about July 15, 2012, LOW withdrew an aggregate cash amount of
$1,150,090 at the Venetian Casino: $500,000 as a withdrawal of deposit, and $650,090
as redemption of casino chips and other gaming instruments. Several individuals
gambled with LOW on this occasion, using his account. These individuals included
AZIZ; Red Granite Pictures co-founder McFarland; a lead actor in “The Wolf of Wall
Street” (“Hollywood Actor 1”); and a former Chief Investment Officer of 1MDB.13
***
226. The use of funds traceable to proceeds of the 2012 1MDB bond sales for
interests unrelated to the business of 1MDB, as described above and in further detail in
Part V below, is not consistent with the intended use of those funds and further
demonstrates that funds transferred from 1MDB to the Aabar-BVI Swiss Account were
unlawfully diverted.
13 LOW, TAN, AZIZ and McFarland gambled together at the Venetian Casino on other occasions, including several times in 2014.
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IV. THE TANORE PHASE: MORE THAN $1.26 BILLION IS
MISAPPROPRIATED FROM 1MDB
A. EXECUTIVE SUMMARY OF THE TANORE PHASE
227. As set forth in greater detail in the sections that follow, in 2013, more than
$1.26 billion in 1MDB funds that were raised in a third bond offering arranged by
Goldman were misappropriated and fraudulently diverted to bank accounts in
Switzerland and Singapore. In issuing these bonds, 1MDB participated in the
publication and disclosure of an offering circular that again contained material
misrepresentations and omitted material facts necessary to render its representations not
misleading regarding:
How the proceeds of these bond issuances would be used, and
The existence of any related-party transactions connected to the 2013 bond
issuances, including that 1MDB officials and their associates and relatives
would personally benefit from the issuance of these bonds.
228. 1MDB issued an additional $3 billion in Goldman-underwritten bonds in
March 2013. Notwithstanding the fact that the stated purpose of these bonds was to
generate proceeds to invest in a joint venture with Aabar called Abu Dhabi Malaysia
Investment Company (“ADMIC”), more than $1.26 billion in proceeds was diverted to a
bank account held in the name of Tanore Finance Corporation (“Tanore Account”). As
with the Blackstone Account, TAN was the beneficial owner of record for the Tanore
Account. Although the account had no legitimate affiliation with 1MDB or ADMIC,
1MDB OFFICER 3 was an authorized signatory on the Tanore Account.
229. Funds transferred to the Tanore Account were distributed for the benefit of
at least one public official associated with 1MDB. More particularly, very shortly after
the bond offering closed, between approximately March 21, 2013, and March 25, 2013,
$681,000,000 was transferred from the Tanore Account to an account belonging to
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MALAYSIAN OFFICIAL 1. Of this amount, approximately $620 million was returned
to the Tanore Account on or about August 26, 2013.
230. 1MDB funds diverted to the Tanore Account were also used by LOW and
TAN to purchase artwork for their personal benefit and to purchase an interest in the
Park Lane Hotel for the personal benefit of LOW. The disposition of these funds was
not consistent with the intended use of the 2013 bond proceeds nor was it made for the
benefit of 1MDB or ADMIC.
B. IN MARCH 2013, 1MDB ISSUED $3 BILLION IN GOLDMAN-
UNDERWRITTEN BONDS FOR INVESTMENT IN A JOINT
VENTURE WITH AABAR
231. On or about March 12, 2013, 1MDB entered into a 50:50 joint venture with
Aabar known as ADMIC. According to the joint venture agreement (“ADMIC
Agreement”), the formation of ADMIC was “of strategic importance to the government
to government relationship between the Government of the Emirate of Abu Dhabi and
the Government of Malaysia, given the strategic initiatives to be undertaken jointly by
the Parties and the catalytic effect such initiatives are expected to have upon the growth
and development of Malaysia and the Emirate of Abu Dhabi respectively.”14
232. Pursuant to the ADMIC Agreement, ADMIC was to be capitalized by an
investment of $3 billion by 1MDB and $3 billion by Aabar. 1MDB and Aabar, as the
two shareholders of the company, were to adopt an investment plan for ADMIC, to
include a “five (5) year strategic roadmap for the investment policies of the Company,”
as soon as practicable after formation of the company.
14 The Abu Dhabi Malaysia Investment Company (“ADMIC”) is an entity distinct from the Abu Dhabi Malaysia Kuwait Investment Corporation (“ADKMIC”). The former was a purported joint venture between 1MDB and Aabar in which the proceeds of the Project Catalyze bond were supposed to be invested, whereas the latter was an entity owned and controlled by LOW that was used to launder funds, as described in Part II.I above.
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233. The ADMIC Agreement provides that “the Company [i.e., ADMIC] will
open and maintain bank accounts in the name of [ADMIC].” It further provides that
“[a]ll monies of [ADMIC], and all instruments for the payment of money to [ADMIC],
shall be deposited in the bank accounts of [ADMIC].”
234. The joint venture agreement was signed by QUBAISI, as the Chairman of
Aabar, and by the Chairman of 1MDB’s Board of Directors; and it was witnessed by
HUSSEINY, the CEO of Aabar, and by 1MDB OFFICER 2, the CEO of 1MDB. Aabar
appointed QUBAISI as a director of ADMIC and 1MDB appointed its Chief Financial
Officer.
235. At least as early as mid-January 2013, officials at 1MDB enlisted
Goldman’s assistance to finance its capital contribution to the planned joint venture
through privately placed debt securities. 1MDB OFFICER 3 served as a main point of
contact between 1MDB and Goldman on this deal. Within Goldman, this bond
transaction was referred to by the name “Project Catalyze.”
236. In a March 2013 presentation prepared for 1MDB, IPIC, and Aabar in
connection with the deal, Goldman set forth its understanding of 1MDB’s “key
objectives.” Foremost among these were “maintenance of confidentiality during
execution” of the deal and “speed of execution.”
237. 1MDB issued approximately $3 billion in bonds through its third private
placement with Goldman. The closing date for the bond issue was March 19, 2013. The
notes had a 4.4% interest rate and were redeemable in 2023. The offering circular, dated
March 16, 2013, listed the net proceeds of the bond sale, once Goldman’s fees,
commissions, and expenses were deducted, as approximately $2,716,760,000. The
bonds were issued by 1MDB Global Investments Limited (“1MDB Global”), a wholly-
owned subsidiary of 1MDB that was incorporated in the British Virgin Islands on March
8, 2013.
238. The Government of Malaysia provided a “Letter of Support,” dated March
14, 2013, in connection with the Project Catalyze transaction. That Letter of Support
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provided, among other things, that if 1MDB failed to provide adequate capital to ensure
that 1MDB Global was able to service its obligations with respect to the bonds, Malaysia
would then “step-in to inject the necessary capital into the Issuer or make payments to
ensure the Issuer’s obligation in respect of the Debt are fully met.” The Letter of
Support also indicated that, “[t]o the fullest extent permitted by law,” Malaysia would
waive its sovereign immunity and submit itself to the jurisdiction of English courts in
connection with disputes arising out of the letter. The letter is signed by MALAYSIAN
OFFICIAL 1.
239. The offering circular represents that 1MDB Global intended to “either on-
lend all of the net proceeds of this Offering to ADMIC or use the net proceeds of the
offering to fund its investment in ADMIC, which will be a 50:50 joint venture between
the Issuer and Aabar.” The offering circular noted that “ADMIC has yet to adopt a
formal investment plan or establish investment criteria.” It further represented that
“ADMIC does not have any specific investment, merger, stock exchange, asset
acquisition, reorganization, or other business combination under consideration or
contemplation and ADMIC has not, nor has anyone on ADMIC’s behalf, contacted, or
been contacted by, any potential target investment or had any discussions, formal or
otherwise, with respect to such a transaction.” The circular goes on to note that,
“ADMIC does not currently have an investment plan or investment criteria in place. The
Board of Directors intends to adopt an investment plan as soon as is practicable. The
investment plan, and any future investments, will be made with the mutual agreement of
the shareholders of ADMIC,” i.e., Aabar and 1MDB.
240. In a press release issued on April 23, 2013, 1MDB indicated that, “[t]he
proceeds from the US$3 billion capital raised will be utilised for investments in strategic
and important high-impact projects like energy and strategic real estate which are vital to
the long term-economic [sic] growth of both countries.” The press release gave, as an
example of a future investment project, the Tun Razak Exchange (TRX). The Tun
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Razak Exchange is a project to develop a financial center in downtown Kuala Lumpur
that has yet to be completed.
241. In truth, however, as explained below in Paragraphs 243-258, instead of
being used to fund ADMIC, more than $1.26 billion in bond proceeds from the 2013
bond offering were diverted to unrelated overseas shell company accounts, including the
Tanore Account at Falcon Bank in Singapore and an account opened in the name of
Granton Property Holdings Limited at Falcon Bank (“Granton Account”).
242. The offering circular also omitted material facts necessary to makes it
representations regarding the use of the bond proceeds not misleading, in that it failed to
disclose that certain individuals related to 1MDB, including MALAYSIAN OFFICIAL
1, would receive hundreds of millions of dollars from the proceeds of the bond sale
within days of its closing. This fact would have been material to the bond transaction, as
it would have alerted investors to the possibility of conflicts of interest and related-party
transactions. The representation that ADMIC had not determined how all of the bond
proceeds would be used did not encompass using those funds, beginning almost
immediately after the bond issue, for the personal benefit of individuals related to 1MDB
and their associates.
C. FUNDS FROM THE 2013 BOND SALE WERE DIVERTED TO THE
TANORE ACCOUNT
243. Notwithstanding the fact that 1MDB represented in the offering circular and
its press release that the proceeds of the 2013 bond sale would be used to fund ADMIC,
more than $1.26 billion was diverted from the proceeds of the 2013 bond sale through
bank accounts controlled by TAN and held in the name of various entities, including
Tanore Finance Corporation and Granton Property Holdings. This approximately $1.26
billion in funds was neither lent to ADMIC nor used to fund 1MDB’s investment in
ADMIC, as represented in the bond offering circular, but instead was held and used for
the benefit of LOW and his associates, including public officials of 1MDB.
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244. On or about March 19, 2013, a total of $2,721,000,000, representing
proceeds of the bond sale, was transferred from Bank of New York Mellon into the BSI
Lugano account of 1MDB Global in two separate wires of $2,494,250,000 and
$226,750,000. The payments details listed in both SWIFT messages indicate, in relevant
part: “ATTN [SINGAPORE BANKER 1.]” SINGAPORE BANKER 1 is the same
individual whose name appears in Good Star’s corporate records, as noted in Paragraph
45 above. At the time of the wire transfers to 1MDB Global, SINGAPORE BANKER 1
was employed by BSI Bank in Singapore.
245. Between May 21 and 27, 2013, 1MDB Global transferred a total of
$1,590,000,000 from its account at BSI Lugano to accounts belonging to three different
overseas investment funds: Devonshire Capital Growth Fund (“Devonshire”), a fund
located in the British Virgin Islands; Enterprise, a fund located in Curacao; and
Cistenique, another fund located in Curacao (collectively, the “Overseas Investment
Funds”). This money was routed via the clearing company Citco, before being
transferred into the accounts of the Overseas Investment Funds. As described in
Paragraphs 172-176 above, two of these three funds, Cistenique and Enterprise, were
used in 2012 to pass funds traceable to the Project Maximus bond proceeds from Aabar-
BVI to Blackstone.
246. The approximate dates and aggregated amounts of these transfers from
1MDB Global to the three Overseas Investments Funds, via Citco, are set forth below:
Table 9: Wire Transfers from 1MDB Global to Overseas Investment Funds Dates Sending Party Receiving Party Amount3/21/2013 1MDB Global Devonshire $646,464,649
3/21/13 - 3/27/2013 1MDB Global Enterprise $414,756,416
3/21/13 - 3/22/2013 1MDB Global Cistenique $531,090,534
247. Within approximately two days after 1MDB Global began its transfer of
more than $1.5 billion to the Overseas Investment Funds, the Overseas Investment Funds
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collectively transferred a total of $835,000,000 to the Tanore Account. The approximate
dates and amounts of these wires, which passed through a correspondent bank account at
J.P. Morgan Chase in the United States, are summarized below:
Table 10: Wire Transfers from Overseas Investment Funds to Tanore
Date SendingParty
Sending Party Bank
Receiving Party Amount
3/21/2013 Devonshire BSI Bank - Singapore
Tanore $210,000,000
3/22/2013 Enterprise ING Bank - Netherlands
Tanore $250,000,000
3/22/2013 Cistenique ING Bank Netherlands
Tanore $375,000,000
248. TAN opened the Tanore Account on or about November 2, 2012, and he
was originally its sole authorized signatory. Bank records list HUSSEINY as the
“referrer” for the account.
249. On or about March 20, 2013, one day before funds were first credited to the
Tanore Account from the Overseas Investment Funds, 1MDB OFFICER 3 was given
signing authority on the Tanore Account through the execution of a Power of Attorney
form signed by 1MDB OFFICER 3. A copy of the Malaysian passport belonging to
1MDB OFFICER 3 was included in that documentation.
250. Bank statements show that the above-referenced wire transfers from the
Overseas Investment Funds, beginning on or about March 21, 2013, were the first credits
to the Tanore Account.
251. On or about March 21, 2013, Devonshire transferred an additional
$430,000,000 to the Granton Account. Account opening documents for the Granton
Account were signed by TAN. The $430,000,000 wire from Devonshire was processed
through a U.S. correspondent bank account at J.P. Morgan Chase, and bank statements
show that it was the first credit to the Granton Account.
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252. On or about that same day, March 21, 2013, Granton transferred
$430,000,000 – the same amount received from Devonshire – to the Tanore Account.
As set forth above, the Tanore Account and the Granton Account have the same
beneficial owner of record (TAN).
253. Approximately four days later, on or about March 25, 2013, Tanore
transferred $378,000,000 back to the Granton Account.
254. The passage of funds back and forth through accounts held in the name of
different legal entities but having the same stated beneficial owner had no legitimate
commercial purpose but was instead undertaken as a means of layering these
transactions to obscure the nature, source, location, ownership and/or control of the
funds.
255. The transfer of 1MDB funds through the Overseas Investment Funds to the
Tanore and Granton Accounts could not have been accomplished without the
participation or acquiescence of one or more officials at 1MDB.
256. Bank statements for the Tanore Account demonstrate that funds transferred
to the Tanore Account were not thereafter transferred to an account belonging to
ADMIC or used for investment purposes with any apparent legitimate business
connection to ADMIC or 1MDB.
257. Instead, funds from the Tanore Account were sent to an account belonging
to MALAYSIAN OFFICIAL 1, and were also used by TAN and LOW to purchase art.
Funds from the Tanore Account were also used by LOW to acquire a substantial interest
in a luxury hotel in New York City. These uses were inconsistent with the intended
purpose of the bond proceeds as set forth in the offering circular and the April 23, 2013,
1MDB press release.
258. The execution of various SWIFT instructions and other transfer directions,
as well as the preparation of the voluminous documentation that was created in
connection with the diversion of more than $1 billion in funds from 1MDB through the
Overseas Investment Funds to the Tanore Account, would have been difficult to execute
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within such a short period of time, i.e., within days of the bond closing date, without
advance planning. The plan to divert proceeds of the Project Catalyze bond offering to
the Tanore Account pre-dated the March 19, 2013, bond offering.
D. $681 MILLION WAS TRANSFERRED FROM THE TANORE
ACCOUNT TO AN ACCOUNT BELONGING TO MALAYSIAN
OFFICIAL 1
259. Shortly after proceeds of the 2013 bond sale were diverted to the Tanore
Account, $681,000,000 was sent from the Tanore Account to a bank account belonging
to MALAYSIAN OFFICIAL 1.
260. On or about March 21, 2013, Tanore transferred $620,000,000 into an
account at AmBank in Malaysia, whose beneficiary was listed as “AMPRIVATE
BANKING-MR.” On or about March 25, 2013, an additional $61,000,000 was wired
from the Tanore Account to the same account at AmBank, for a total of $681,000,000.
261. This account belonged to MALAYSIAN OFFICIAL 1 and is the same
account that in 2011 received $20 million from the PETROSAUDI CO-FOUNDER that
was traceable to the Good Star Account, as set forth in Section II.G. It is also the same
account that in 2012 received at least $30 million from the Blackstone Account that was
traceable to the Aabar-BVI Swiss Account and the 2012 bond proceeds, as set forth in
Section III.E.3.
262. On or about August 26, 2013, $620,010,715 was wired from a different
account at AmBank to the Tanore Account. This AmBank account also belonged to
MALAYSIAN OFFICIAL 1, and the transfer represented funds from the $681 million
payments that were being returned to Tanore.
263. The Attorney General of Malaysia publicly stated that he conducted an
inquiry into the $681 million in payments. In a press release issued on January 26, 2016,
the Malaysian Attorney General confirmed that, “the sum of USD681 million (RM2.08
billion) [was] transferred into the personal account of [MALAYSIAN OFFICIAL 1]
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between 22.03.2013 and 10.04.2013,” and that, “in August 2013, a sum of USD620
million (RM2.03 billion) was returned by [MALAYSIAN OFFICIAL 1]. . . .” The
Malaysian Attorney General ultimately characterized the payment of $681 million as a
“personal donation to [MALAYSIAN OFFICIAL 1] from the Saudi royal family which
was given to him without any consideration.”
264. Bank records associated with the Tanore Account show that TAN was the
beneficial owner of the Tanore Account, from which the $681,000,000 payments to the
account of MALAYSIAN OFFICIAL 1 were made, and that 1MDB OFFICER 3 was
added as an authorized signor on the Tanore Account roughly one day before the first
wire of $620,000,000 was sent from the Tanore Account to the account of
MALAYSIAN OFFICIAL 1.
E. FROM APPROXIMATELY MAY THROUGH SEPTEMBER 2013,
THE TANORE ACCOUNT WAS USED TO PURCHASE ART FOR
THE PERSONAL BENEFIT OF TAN AND LOW
265. Notwithstanding the fact that 1MDB represented in the offering circular that
the proceeds of the 2013 bond sale would be used for ADMIC, funds from the 2013
bond sale that were diverted through the Tanore Account were used to purchase tens of
millions of dollars in artwork in the United States. This artwork was acquired for the
personal benefit of LOW, TAN and their associates, not for the benefit of 1MDB or
ADMIC.
1. From Approximately May Through September 2013, Tanore
Purchased Approximately $137 Million in Art
266. In early May 2013, TAN opened an account at Christie’s Auction House
(“Christie’s”) in the name of Tanore Finance Corporation. Christie’s is a major art
auction house with a salesroom in New York. The Christie’s account opened for Tanore
was assigned account number XXX7644. In connection with the opening of this
account, TAN submitted a letter to Christie’s from Falcon Bank in Zurich, which was
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dated May 8, 2013 and was signed by the Director and Managing Director of the Bank.
That letter represented that TAN was the beneficial owner of the Tanore Account.
267. On or about May 10, 2013, TAN designated McFarland, co-founder of Red
Granite Pictures, as an agent authorized to bid on behalf of Tanore. McFarland
corresponded with Christie’s about Tanore’s bidding account using his Red Granite
Pictures email account.
268. At auctions held in New York on or about May 13, 2013, and May 15,
2013, Tanore purchased five works of art for a collective total price of $58,348,750.
Specifically, invoices show that at an “11th Hour” Charity Sale on May 13, 2013, Tanore
purchased an unnamed work by Mark Ryden for $714,000 (“Ryden work”) and an
unnamed work by Ed Ruscha for $367,500 (“Ruscha work”). At a Post-War &
Contemporary Evening Sale on May 15, 2013, Tanore purchased Dustheads, by Jean-
Michel Basquiat (“Dustheads”) for $48,843,750; Untitled – Standing Mobile, Alexander
Calder (“Calder Standing Mobile”) for $5,387,750; and Tic Tac Toe, by Alexander
Calder (“Tic Tac Toe”) for $3,035,750.
269. On or about June 4, 2013, $58,348,750 was wire transferred from the
Tanore Account at Falcon Bank to an account at J.P. Morgan Chase in the United States
maintained by Christie’s.
270. On or about June 28, 2013, Tanore purchased two works of art in a private
sale arranged by Christie’s: Concetto spaziale, Attese, by Lucio Fontana (“the Fontana
piece”); and Untitled (Yellow and Blue) by Mark Rothko (“the Rothko piece”). The
invoice set forth three alternative payment amounts, depending on when payment was
made, including: payment of $7,950,000 by July 5, 2013, and payment of the remaining
$71,550,000 by October 3, 2013, for a total purchase price of $79,500,000.
271. On or about July 3, 2013, $7,950,000 was wired from the Tanore Account
to an account at J.P. Morgan Chase in the United States maintained by Christie’s. On or
about September 9, 2013, Tanore wired an additional $71,550,000 to Christie’s account
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at J.P. Morgan Chase. The remittance instructions for both wires contain references to
Tanore’s account number and “INVOICE DATE: 28JUN13.”
272. A Senior Vice President at Christie’s (“Christie’s VP”) who served as a
client representative for Tanore and LOW viewed Tanore and LOW as interchangeable,
and the Christie’s VP believed that LOW was making purchases for his corporate
collection. The Christie’s VP also indicated that McFarland and LOW attended art
auctions in New York together and that at those auctions, McFarland would bid for
Tanore.
273. TAN and LOW took deliberate steps to avoid the appearance of an
association between LOW and Tanore in written documentation. For example, on
November 1, 2013, LOW was copied on an email exchange between TAN and Christie’s
employees about art that Tanore had recently purchased. That same day, LOW
responded: “Please deal with Eric directly re his works. Don’t need to cc me for
confidentiality reasons unless Eric expressly says to do so.”
274. On October 1, 2013, TAN requested that Christie’s reserve a specific
skybox, with seating for twelve guests, at upcoming auctions on November 5 and 12. In
connection with this request for a skybox, a Christie’s employee sent an email to a
colleague stating in relevant part, “It better look like Ceasar Palace [sic] in there . . .The
box is almost more important for the client than the art.”
275. Tanore successfully bid on additional artwork at a November 5, 2013,
Impressionist and Modern Art Evening Sale, including a work by Vincent Van Gogh
entitled La maison de Vincent a Arles (“VAN GOGH ARTWORK”) for $5,485,000.
But Tanore had difficulty making payments for the purchased works due to concerns
raised by the compliance department at Falcon Bank, where Tanore maintained its
account. In a November 21, 2013, email to Christie’s, TAN explained in pertinent part:
I had been on the phone with Falcon Bank (for Tanore Finance Corp) on
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Thursday to resolve this matter as the compliance department has some
questions that required my response about the amount of Art purchases
made recently.
Nothing of concern, but just that I have to provide answers re when I started
being interested in art, intentions for the artworks and going forward the
expected outflows from purchase of Artworks or inflows from sale of
Artworks (if any).
276. In an internal email dated December 9, 2013, with the subject line
“Tanore,” the Christie’s VP directed another Christie’s employee to “send an email” to
Tanore about its continued failure to make payment for the art purchased on November 5
and to “please CC Jho even though he does not like it.”
277. By email dated December 10, 2013, TAN advised two Christie’s employees
that he “spoke to Mr Low and he has agreed to buy the items that I recently auction at
xties n [sic] private sales since he can pay immediately.” On or about December 13,
2013, a Christie’s employee sent TAN an email requesting that he “execute the attached
documents confirming that your obligations will be assumed by Mr. Low.” Among the
attachments to that email were letter agreements voiding certain purchases that Tanore
had made at the November 5 sale, including the VAN GOGH ARTWORK, and letter
agreements for the assignment to LOW of Tanore’s interest in and payment obligations
for those purchases. TAN responded in an email dated December 13, 2013: “Please do
not have Mr Low in any document. I prefer just me null and void. Thank you.”
278. In an email dated December 13, 2013, a Christie’s employee transmitted
several documents to LOW, including copies of the unsigned assignment agreements
described above. LOW responded the same day: “Please remove any reference to
Tanore in the agmt.”
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279. As noted in Paragraph 435-447 below, LOW ultimately purchased the VAN
GOGH ARTWORK for which Tanore was unable to make payment, and he did so using
money traceable to diverted 1MDB funds.
2. Tanore, Through TAN, Gifted Artwork It Purchased from Christie’s
to McFarland and LOW
280. TAN gifted several pieces of artwork purchased with funds from the Tanore
Account to McFarland and LOW, shortly after he acquired them. These “gifts” are
consistent with his having acting as a nominee to purchase art on behalf of others, using
diverted 1MDB funds.
281. On or about August 15, 2013, TAN responded to an email chain between
McFarland and several Christie’s employees on which he was copied: “Please do not
copy me anymore as the Painting has been officially gifted to joey in geneva free port so
it is his.” The subject line of the email was “Re: Mark Ryden work from 11th Hour.”
Based on context, the email indicates that TAN was advising Christie’s that he had gifted
the Mark Ryden work to Joey McFarland.
282. On or about September 26, 2013, a Christie’s employee advised TAN that,
“Ed Ruscha’s studio has reached out to me and asked if we can please let them know
who purchased his work in the 11th Hour auction.” TAN responded, copying
McFarland: “pls talk to joey, it is now owned by him.” McFarland responded further: “I
am [the] owner.”
283. TAN also purported to gift several pieces of artwork to LOW, including
works purchased with funds from the Tanore Account. These “gifts” of art purchased by
Tanore were memorialized in several “gift letters.” While the body of each letter was
identical, each letter referenced a different work or works being gifted, including:
Dustheads; the Rothko work; the Fontana Piece; and Tic Tac Toe.
284. Each of these gift letters was: (a) dated October 2, 2013, (b) addressed to
LOW from TAN and Tanore, and (c) contained the subject line: “RE: GIFT OF ART-
WORK(S) AS STATED BELOW IN CONSIDERATION OF YOUR FRIENDSHIP,
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YOUR CHARITABLE CONTRIBUTION TO THE WORLD, AND PASSION IN
PROMOTING THE UNDERSTANDING AND APPRECIATION OF ART-WORKS.”
285. Each letter included representations from TAN that he is the “sole 100%
beneficial owner of TANORE FINANCE CORP,” and that he is “the legal and
beneficial owner of all the art-work(s) mentioned in this gift letter.”
286. The body of each letter also states:
I wish to gift you ALL of the art-work(s) mentioned in this gift letter in
consideration of the followings [sic]:
• all the generosity, support and trust that you have shared with me over the
course of our friendship, especially during the difficult periods of my life;
and
• your continuous generosity in providing charitable contributions to
advance the well-being and development of our global communities; and
• your passion in promoting the understanding and appreciation of art-
works.
287. Each gift letter closes by stating:
All the art-work(s) gifted to you should not in any event be construed as an
act of corruption since this is against the Company and/or my principles and
I personally do not encourage such practices in any manner whatsoever.
The gift(s) is/are merely a token of appreciation and I am hoping that the
gift(s) to you would encourage you to continue with your good work
globally.
288. LOW also procured an additional letter from TAN, dated April 8, 2014,
confirming the content of the prior October 2, 2012, “Gift Letters.” This letter indicated
that it was prepared in support of LOW’s request for financing from Sotheby’s Financial
Services, for which LOW used certain artwork as collateral (as described further in
Paragraph 445 below). In this April 8, 2014 letter:
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a. TAN identified himself as “Tanore’s 100% shareholder and 100%
beneficial owner” and indicated that Tanore had been liquidated by him.
b. TAN indicated that he “remained the sole legal and beneficial
owner(s) of” the artwork listed in the Gift Letters, “until immediately prior to each
Transfer” to LOW.
c. The letter goes on to indicate, “To the best of my knowledge, as of
the date of this Letter, [LOW] is the sole and absolute owner of the Property, and there
is no other person or entity (including Tanore or myself) that has or can claim any
interest, direct or indirect, in the Property.”
d. The letter is signed by TAN. LOW also signed the letter as having
“[a]cknowledged and [a]greed.”
289. Individuals engaged in money laundering or who otherwise wish to conceal
the true nature of financial transactions will sometimes acquire assets through a nominee,
who thereafter “gifts” the assets to the true intended purchaser.
290. Based on these facts, including LOW’s presence at auctions where Tanore
bid on art and the fact that TAN subsequently gave more than $100 million in art to
LOW for no consideration, Plaintiff alleges that TAN acted as a nominee for LOW when
purchasing art from the Tanore Account to obscure the fact that LOW was acquiring art
with funds from Tanore.
V. THE SUBJECT ASSETS WERE INVOLVED IN AND/OR TRACEABLE
TO THE PROCEEDS OF THE FOREGOING CRIMINAL CONDUCT
291. As set forth below, numerous assets, including the DEFENDANT ASSET,
represent property derived from proceeds traceable to the foregoing criminal conduct, as
well as property involved in money laundering in violation of 18 U.S.C. §§ 1956 and
1957.
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A. LOW PURCHASED THE L’ERMITAGE PROPERTY USING 1MDB
FUNDS FROM GOOD STAR MOVED THROUGH THE
SHEARMAN IOLA ACCOUNT
292. Funds traceable to the $700 million wire transfer from 1MDB to the Good
Star Account were used to acquire the L’ERMITAGE PROPERTY, a luxury hotel in
Beverly Hills, California, in 2010.
293. On January 15, 2010, just months after the $700 million wire transfer from
1MDB to the Good Star Account, a signed grant deed was filed with the Los Angeles
Recorder’s Office (“LA Recorder’s Office”) transferring ownership of L’ERMITAGE
PROPERTY to Wynton Real Estate (Beverly Hills) LLC (“Wynton”). Shearman
represented Wynton in the transaction. The purchase and sale agreement stated that in
addition to the hotel and a fee simple ownership in the land, Wynton acquired
L’ERMITAGE’s business assets, including but not limited to (i) all right, title and
interest in and to all transferable consents, authorizations, variances, waivers, licenses,
permits and approvals from any governmental or quasi-governmental agency, and (ii) all
right, title and interest and to all names related solely to the ownership and operation of
L’ERMITAGE and all related goodwill and domain names (“L’ERMITAGE BUSINESS
ASSETS”).
294. The final settlement statement for the purchase of the L’ERMITAGE
PROPETY shows that Wynton purchased the L’ERMITAGE PROPERTY for
$44,800,000.
295. The website of the L’ERMITAGE PROPERTY states that the
L’ERMITAGE PROPERTY is managed by the Viceroy Hotel Group.
296. Real estate closing documents show that Chicago Title Insurance Company
(“Chicago Title”) was the escrow agent used for the purchase of the L’ERMITAGE
PROPERTY. Taek Szen Low, LOW’s brother, signed the transaction documents on
behalf of Wynton.
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297. According to a document entitled “LOW FAMILY HISTORY AND
BACKGROUND, ORIGINS OF JYNWEL CAPITAL,” which was distributed to
various companies by LOW and his brother, LOW was a member of the Viceroy
Group’s Board and had participated in several major transactions, including “[t]he
acquisition of a 50% stake in [Viceroy].”
298. Likewise, an April 7, 2015, email LOW sent to a Las Vegas casino included
an attachment stating:
[LOW is] proud to be involved in . . . L’Ermitage Beverly Hills and Viceroy
Hotel Group, . . . which have appreciated in value under Mr. Low’s
stewardship . . . .
In another attachment to this same email, LOW confirmed that Jynwel Capital, a
company of which he served as the chief executive officer, owned 100 percent of the
L’ERMITAGE PROPERTY. Jynwel Capital, according to this document, manages the
assets and funds of LOW’s family and “is not licensed to, and does not manage third
party funds.
299. The settlement statement for the sale of the L’ERMITAGE PROPERTY as
well as Shearman IOLA Account records show that, on or about December 21, 2009, a
$10,000,000 deposit was made for the purchase of the L’ERMITAGE PROPERTY and
that the amount due from the seller at closing, on or about January 15, 2010, was
$36,700,000.
300. J.P. Morgan correspondent bank records and Shearman IOLA Account
records show that the Shearman IOLA Account was used to purchase the L’ERMITAGE
PROPERTY. Below is a summary of the credits into and debits from the Shearman
IOLA Account related to the purchase of the L’ERMITAGE PROPERTY:
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Table 11: Transfers Through the Shearman IOLA Account Related to the
the L’ERMITAGE PROPERTY
Date
Credits into Shearman
IOLA Account
Debits from Shearman
IOLA Account
From Amount Amount To
10/21/09GoodStar
Account $148,000,000
12/21/09 $10,000,000 Chicago Title EscrowAccount
1/14/10 $36,700,000 Chicago Title EscrowAccount
301. Shearman internal records show that Shearman segregated its funds into
different internal account numbers and client and matter numbers. Internal Shearman
records show that each of the transactions set forth above were linked to internal
Shearman accounts held for client 36853 (The Wynton Group) and matter 4 (Park
Laurel).
302. On January 14, 2010, $36,700,000, representing the balance of the purchase
price for the L’ERMITAGE PROPERTY, was wired from the Shearman IOLA Account
to an account at Bank of America maintained by Chicago Title.
303. J.P. Morgan correspondent bank records and Shearman IOLA Account
records show that on or about January 20, 2010, approximately $117 million was wired
from the Good Star Account to the Shearman IOLA Account. The notations on the wire
transfer state in part: “C. STAKE V.H. (USD 15M) D. VICEROY ST. M.H(USD
10M).” On or about March 3, 2010, $35,059,875 in additional funds was wired from the
Good Star Account to the Shearman IOLA Account. The notations on the wire transfer
state in part: “INC VICEROY HOTEL GR (USD 7M).”
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304. Delaware Secretary of State records show that Wynton changed its name
to LBH Real Estate (Beverly Hills) LLC on November 4, 2013. In a document filed
with the State of California in connection with this name change, Li Lin Seet signed as
the LBH Real Estate (Beverly Hills) LLC’s manager. Li Lin Seet was an associate of
LOW; he was also an employee of LOW’s company Jynwel Capital.
305. On or about March 27, 2015, a grant deed transferring ownership of the
L’ERMITAGE PROPERTY from Wynton to LBH Real Estate (Beverly Hills) LLC was
signed. This grant deed was filed with the LA Recorder’s Office, on or about June 26,
2015. Title to the L’ERMITAGE PROPERTY remains in the name of LBH Real Estate
(Beverly Hills) LLC.
B. HILLCREST PROPERTY 1 WAS PURCHASED USING 1MDB
FUNDS MOVED THROUGH SHEARMAN IOLA ACCOUNT, AND
AZIZ THEREAFTER PURPORTEDLY PURCHASED THE
PROPERTY FROM LOW WITH 1MDB FUNDS PASSED
THROUGH THE AABAR-BVI ACCOUNT
306. As set forth below, funds traceable to the $700 million wire transfer from
1MDB to the Good Star Account were used in 2010 to purchase HILLCREST
PROPERTY 1 in Beverly Hills, California, and funds traceable to the Aabar-BVI Phase
bond sales were thereafter used to transfer the property from one legal entity to another
legal entity controlled by AZIZ.
307. A grant deed transferring ownership of HILLCREST PROPERTY 1 was
signed on May 17, 2010, and filed with the LA Recorder’s Office on September 30,
2010. Real estate closing documents show that HILLCREST PROPERTY 1 was
purchased by 912 North Hillcrest (BH) LLC for $17,500,000.
308. The original contract purchasers of HILLCREST PROPERTY 1 were RGA
Group, for whom the authorized signer was AZIZ, and 912 North Hillcrest Road (BH)
LLC, for whom the authorized signer was an attorney with Shearman. The amended
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escrow instructions state that RGA Group assigned all of its rights under the purchase
contract for HILLCREST PROPERTY 1 to 912 North Hillcrest Road (BH) LLC.
309. On or about July 27, 2010, a California realtor (“California Realtor”) sent
an email to AZIZ’s Gmail account with the subject line “Hilcrest – Important!” The
email read in relevant part:
Hi Riza – We have received calls from the Seller’s lawyer questioning our
ability to close on schedule. . . Per escrow, we need the remaining
$16,985,342.48 in escrow by Friday . . . and the name of the LLC you will
be taking title under.
310. On or about July 28, 2010, AZIZ responded to the California Realtor by
email: “Spoke to Jho and he will follow-up with you with respect to all that is necessary.
Sincerely, Riza.”
311. On or about July 28, 2010, the California Realtor’s executive assistant, sent
an email to LOW, copying AZIZ. The email read in relevant part:
Good morning Jho -- . . . escrow received and released to the buyer Riza’s
original deposit of $525,000. Riza said he sent another $525,000 on Friday
to replace the original deposit . . . In addition, escrow still needs to know the
name of the LLC Riza wants to take title under – this is extremely urgent as
escrow need [sic] to prepare the Grant Deed.
312. LOW responded to that email on or about July 28, 2010. His email read in
relevant part: “Can u set-up a conf call, so we can all call in jointly with our lawyers
from shearman so we can get up to speed and figure out a solution asap?”
313. The final buyer’s statement for the sale of HILLCREST PROPERTY 1
shows that three deposits in the amount of $525,000 were made for the purchase of
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HILLCREST PROPERTY 1 and that the total balance due to escrow at closing was
$15,917,189.63.
314. The second and third deposits of $525,000 were made to the HILLCREST
PROPERTY 1 escrow account from the Shearman IOLA Account on or about July 28,
2010, and September 2, 2010. In addition, the remaining balance of $15,917,189.63 was
paid to the HILLCREST escrow account from the Shearman IOLA Account on or about
September 28, 2010.
315. Below is a summary of the credits into and debits from the Shearman IOLA
Account related to the purchase of HILLCREST PROPERTY 1 (“HILLCREST
ESCROW”):
Table 12: Transfers Through Shearman IOLA Account Related to HILLCREST PROPERTY 1
Date Approximate Amount of Wire Transfers into Shearman IOLA Account
Debits from ShearmanIOLA Account
From Amount Amount To
6/23/2010 Good Star Account
$8,600,000
7/28/2010 $525,000 HILLCRESTEscrow Account
8/17/2010 Good Star Account
$2,800,000
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316.
he
not
ati
on
on
the
$6
54,
00
0 wire from the Good Star Account was “ACQUISITION OF ASSETS/PROPERTY
PAYMENT FO REXTENSION.” The notation on the September 3, 2010, wire of
$8,646,000 from Good Star to the Shearman IOLA Account was “ACQUISITION OF
ASSETS/PROPERTY PARTBALANCE PAYMENT.” The notation on the September
28, 2010 wire of $17,999,985 from Good Star to the Shearman IOLA Account was
“ACQUISITION OF ASSETS /PROPERTY (FULL BALANCE PAYMENT +
RENOVATION).”
317. 912 North Hillcrest Road (BH) LLC, which was the entity used to take title
to HILLCREST PROPERTY 1, was owned by Great Delight Limited (“Great Delight”),
an entity incorporated in the Seychelles. On or about July 10, 2012, Great Delight sold
its interest in “912 North Hillcrest Road (BH) LLC” to Kreger Trading Inc. (“Kreger
Trading”) for approximately $12,000,000. AZIZ signed a purchase and sale agreement
on behalf of Kreger Trading in connection with this transaction. Li Lin Seet, an
associate of LOW, signed on behalf of Great Delight.
318. AZIZ declared himself to be the owner of Kreger Trading in his 2012 U.S.
tax return, a copy of which was obtained from AZIZ’s accounting firm.
8/31/2010 Good Star Account
$654,000
9/2/2010 $525,000 HILLCRESTEscrow Account
9/3/2010 Good Star Account
$8,646,000
9/28/2010 Good Star Account
$17,999,985
9/28/2010 $15,917,190 HILLCREST Escrow Account
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319. AZIZ used funds that had been moved through the Aabar-BVI account to
acquire the entity 912 North Hillcrest Road (BH) LLC, and thereby to acquire the
property at HILLCREST PROPERTY 1.
320. As noted above in paragraph 206, records from Citibank and Red Granite
Pictures show that on or about June 20, 2012, $58,500,000 was wire transferred from the
Red Granite Capital Account to the Shearman IOLA Account in the United States that
held funds on behalf of AZIZ. On or about July 10, 2012, approximately $12,000,000
was transferred from the same IOLA Account to an attorney trust account held by
Sullivan & Cromwell LLP (“Sullivan & Cromwell”) for the purchase of the entity 912
North Hillcrest Road (BH). Sullivan & Cromwell served as counsel to Great Delight in
connection with the transfer of ownership over 912 North Hillcrest Road (BH) LLC.
Internal Shearman records show that each of these transactions set forth above were
linked to internal Shearman accounts held for client 37965 (Riza Aziz).
321. On or about August 13, 2013, Sullivan & Cromwell wire transferred
$10,786,706 to a bank account at BSI Bank in Singapore held by ADKMIC, with
payment details that contained reference to “GREAT DELIGHT LTD.” As noted above,
ADKMIC is an entity owned by LOW. On or about the same day, $10,500,000 was
transferred from the ADKMIC BSI Account to LOW’s personal account at BSI Bank in
Singapore, indicating that it was “PAYMENT TO SHAREHOLDER LTJ.” This
transfer of funds represented a payment from AZIZ to LOW for the purported sale of
HILLCREST PROPERTY 1, through the transfer of ownership over 912 North Hillcrest
Road (BH) LLC.
322. The transfer of HILLCREST PROPERTY 1 was effectuated in 2012
through the sale of a holding company (i.e., 912 North Hillcrest Road (BH) LLC) rather
than the direct sale of the property itself as a means to obscure the ownership, source,
and control of the assets.
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C. LOW PURCHASED THE PARK LAUREL CONDOMINIUM USING
1MDB FUNDS MOVED THROUGH A SHEARMAN IOLA
ACCOUNT
323. Funds traceable to the $700 million wire transfer from 1MDB to the Good
Star Account were used in 2010 to acquire the PARK LAUREL CONDOMINIUM in
New York, New York. The purchase contract for the Park Laurel Condominium listed
the ultimate purchaser as Park Laurel (NYC) Ltd., a BVI corporation,15 the final date of
sale as February 5, 2010, and the final sales price as $23,980,000. Thereafter, in 2012,
an entity controlled by AZIZ acquired the PARK LAUREL CONDOMINIUM from
Park Laurel (NYC) Ltd. for approximately $35,500,000 by using funds traceable to
proceeds of the 2012 bond sales that were misappropriated through the Aabar-BVI Swiss
Account.
324. A real property transfer report filed with the New York City Department of
Finance Office of the City Register (“NYC Register’s Office”) states that a contract for
the sale of the PARK LAUREL CONDOMINIUM was signed on or about October 27,
2009 – less than 30 days after the $700 million wire transfer from 1MDB to the Good
Star Account. The transfer report is signed by an individual affiliated with Ivory
Industrial Investments Ltd. on behalf of the buyer, Park Laurel (NYC) Ltd. The buyer’s
attorney is identified as the same attorney from Shearman who handled the purchase of
HILLCREST PROPERTY 1. The buyer’s real estate agent represented that LOW was
the purchaser.
325. LOW purchased the PARK LAUREL CONDOMINIUM using funds
traceable to the $700 million wire transfer from 1MDB to Good Star. J.P. Morgan
correspondent bank records and Shearman IOLA Account records show that on or about
15 The original contract purchaser of the PARK LAUREL CONDOMINIUM was Assured Alliance Investment Corporation, which, on December 4, 2009, assigned its rights under the contract to Ivory Industrial Investments Ltd., which was identified in Park Laurel (NYC) Ltd. documents as the predecessor name for Park Laurel (NYC) Ltd.
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October 21, 2009, $148,000,000 was wired from the Good Star Account to a Shearman
IOLA Account. On or about February 5, 2010 – the same day as the final sale date listed
in the property transfer records – four bank checks totaling $22,179,049.82 were written
on the Shearman IOLA Account for the purchase of the PARK LAUREL
CONDOMINIUM. Records related to the Shearman IOLA Account included the
notation “Funds From Park Laurel Escrow” with regards to these four checks. Internal
Shearman records show that each of these transactions were linked to internal Shearman
accounts held for client 36853 (The Wynton Group) and matter number 4 (Park Laurel).
The final settlement statement for this purchase demonstrates that checks totaling
$21,626,661.58 were used in the purchase of the PARK LAUREL CONDOMINIUM.
326. On or about July 6, 2012, a contract for the sale of the PARK LAUREL
CONDOMINIUM was executed between Park Laurel (NYC) Ltd. as the seller, and Park
Laurel Acquisition LLC, as the buyer. Shearman represented the buyer, Park Laurel
Acquisition LLC, and Sullivan & Cromwell represented the seller, Park Laurel (NYC)
Ltd., in connection with this transaction. The sales contract was signed by AZIZ on
behalf of the buyer, Park Laurel Acquisition LLC.
327. In a letter dated September 28, 2012, AZIZ requested that the
Condominium Board for the PARK LAUREL CONDOMINIUM waive its first right of
refusal to the transfer of title from Park Laurel (NYC) Ltd. to Park Laurel Acquisition
LLC. In that letter, AZIZ represented that he was the sole director of an entity called
Sorcem Investments Inc. (“Sorcem”) and that Sorcem was the sole member of Park
Laurel Acquisition LLC. AZIZ also represented that upon transfer of title, “the Unit
shall be occupied by Riza Aziz . . . as if Riza was the individual owner of the Unit.”
328. AZIZ claimed ownership of Sorcem in his 2012 U.S. tax return. In those
returns, Sorcem is listed as having the same Los Angeles address that is listed as AZIZ’s
address.
329. Title to the PARK LAUREL CONDOMINIUM was transferred from Park
Laurel (NYC) Ltd. to Park Laurel Acquisition LLC for a purchase price of $33,500,000,
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by deed recorded on or about November 28, 2012. AZIZ signed the relevant
transactional documents on behalf of Park Laurel Acquisition LLC.
330. On or about November 16, 2012, $33,800,000 was transferred from
AZIZ’s Red Granite Capital Account at BSI Bank in Singapore to the Shearman IOLA
Account in the United States. Thereafter, $34,406,188 was wired from the Shearman
IOLA Account to a Sullivan & Cromwell attorney trust account at Citibank on or about
November 19, 2012, the date of the closing for the purchase of the PARK LAUREL
CONDOMONIUM. That same day, $1,049,126 was wired from the Shearman IOLA
Account to Chicago Title Insurance Company for closing costs. According to the
contract of sale, Chicago Title Insurance Company was the escrow agent for the PARK
LAUREL CONDOMINIUM sale. Shearman records indicate that the client on whose
behalf the funds were transferred into and out of the Shearman IOLA Account was
AZIZ.
331. Citibank records show that on or about November 20, 2013, the day after
the closing, $34,406,188 was transferred from the Sullivan & Cromwell attorney trust
account to an account at Rothschild Bank AG held in the name of “Park Laurel NYC
Ltd.,” the seller of the property. This wire transfer represented payment to LOW for the
sale of the PARK LAUREL CONDOMONIUM.
D. LOW PURCHASED THE BOMBADIER JET USING 1MDB FUNDS
PASSED THROUGH SHEARMAN IOLA ACCOUNT
332. In 2010, LOW used funds traceable to the $700 million wire transfer from
1MDB to the Good Star Account to acquire the BOMBARDIER JET, a Bombardier
Global 5000 aircraft bearing manufacturer serial number 9265 and registration number
N689WM, with two Rolls Royce engines bearing manufacturer’s serial numbers 12487
and 12488, for approximately $35,371,335.
333. An aircraft bill of sale dated March 31, 2010, was executed transferring title
and ownership of the BOMBARDIER JET from J.T. Aviation Corp. to Wells Fargo
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Bank Northwest in its capacity as “owner trustee” of a trust created by Wynton Aviation
(Global 5000) Ltd. (hereinafter, “Wynton Aviation”). Wynton Aviation was
incorporated in the British Virgin Islands on or about December 30, 2009.
334. On or about December 31, 2009, J.T. Aviation Corp. and Wynton Aviation
executed a purchase agreement to sell the BOMBARDIER JET to Wynton Aviation less
than three months after the $700 million wire transfer was executed.
335. At the time of the purchase, the BOMBARDIER JET bore FAA
Registration Number N501JT and its beneficial owner was J.T. Aviation Corp.’s
president.
336. Wells Fargo records indicate that Wynton Aviation is a holding company
owned by LOW. According to these records, LOW is this entity’s sole beneficial owner,
controlling party, and legal owner.
337. Escrow and transactional documents relating to the sale of the
BOMBARDIER JET show that Crowe and Dunleavy (“Crowe”), a law firm in
Oklahoma, served as the escrow agent for the purchase of the BOMBARDIER JET.
338. As noted in paragraph 105 above, on or about October 21, 2009, the
Shearman IOLA Account received a wire from the Good Star Account for $148,000,000.
Internal Shearman records show that this transfer was linked to an internal Shearman
account held for client 36853 (The Wynton Group) and matter 4 (Park Laurel). On or
about January 26, 2010, the Shearman IOLA Account received a wire from the Good
Star Account for $117,000,000. Internal Shearman records show that this transfer was
linked to an internal Shearman account held for client 36853 (The Wynton Group) and
matter 8 (General).
339. On or about December 31, 2009, the same day the purchase agreement for
the sale of the BOMBARDIER JET was executed, a wire for approximately $7 million
was sent from the Shearman IOLA Account to an escrow account maintained by Crowe
at Bank of Oklahoma in the name of Crowe and Dunlevy Aircraft Escrow I (“Crowe
Aircraft Escrow Account”). Internal Shearman records show that the $7,000,000
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transfer was linked to an internal Shearman account held for client 36853 (The Wynton
Group) and matter 4 (Park Laurel).
340. On or about March 26, 2010, Wynton Aviation and Wells Fargo Bank
Northwest, N.A. (“Wells Fargo”) entered into a trust agreement whereby Wells Fargo
agreed to serve as the “Owner Trustee” over a trust settled by Wynton Aviation for the
purpose of “ensur[ing] the eligibility of [the BOMBARDIER JET] for United States
registration with the Federal Aviation Administration.”
341. On or about March 29, 2010, a wire for $28,376,000 was sent from the
Shearman IOLA Account to the Crowe Aircraft Escrow Account at Bank of Oklahoma.
Internal Shearman records show that the $28.376 million transfer was linked to an
internal Shearman account held for client 36853 (The Wynton Group) and matter 8
(General).
342. On or about March 31, 2010, a wire for $35,371,375 was sent from the
Crowe Aircraft Escrow Account to an account at Citibank in the name of the seller.
343. On or about April 2, 2010, the FAA issued a Certificate of Registration and
Assignment of Special Registration Numbers Form to Wells Fargo, indicating that the
BOMBARDIER JET’s new FAA Registration Number and tail number would be
N689WM.
E. LOW PURCHASED THE TIME WARNER PENTHOUSE AND
TIME WARNER STORAGE UNIT USING 1MDB FUNDS PASSED
THROUGH THE ADKMIC BSI ACCOUNT
344. As set forth below, funds traceable to the approximately $1 billion diverted
from 1MDB to the Good Star Account were used to purchase the TIME WARNER
PENTHOUSE and TIME WARNER STORAGE UNIT, in New York, New York.
345. Contracts for the sale of the TIME WARNER PENTHOUSE and TIME
WARNER STORAGE UNIT were signed on or about March 22, 2011. A transfer report
filed with the City of New York listed the ultimate purchaser as 80 Columbus Circle
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(NYC) LLC,16 the final date of sale as July 6, 2011, and the final sales price as
$30,550,000. Shearman represented 80 Columbus Circle (NYC) LLC in the purchase of
the TIME WARNER PENTHOUSE and TIME WARNER STORAGE UNIT. The sales
contract and amendments thereto show that Harvey & Hackett was the escrow agent for
the purchase of the TIME WARNER PENTHOUSE and TIME WARNER STORAGE
UNIT. As set forth below, the TIME WARNER PENTHOUSE and TIME WARNER
STORAGE UNIT were purchased with funds traceable to the $700 million wire transfer
and $330 million wire transfers from 1MDB to Good Star.
346. On or about June 28, 2011, $55,000,000 was wire transferred from the
Good Star Account to the ADKMIC BSI Account. On or about the same day, the
following transactions occurred: (i) approximately $54,750,000 was wire transferred
from the ADKMIC BSI Account to an account at BSI Bank held in the name of Low
Hock Peng, a/k/a Larry Low, who is LOW’s father, (the “LHP Account”) and (ii)
approximately $30,000,000 was wire transferred from the LHP Account to an account in
the name of Selune Ltd. at Rothschild Bank AG in Switzerland. LOW represented to
BSI Bank in Singapore that he was the beneficial owner of Selune Ltd.
347. Internal Shearman records show that approximately eight days later, on or
about July 5, 2011, a wire for $27,000,000 was sent from another account at Rothschild
Bank AG in the name of 1/80 Columbus Circle (NYC) to the Shearman IOLA Account.
Plaintiff alleges that these funds originated from Selune’s account at Rothschild Bank
AG and were transferred to the 1/80 Columbus Circle account using an intra-bank
transfer. Internal Shearman records show that this $27,000,000 wire transfer was linked
to an internal Shearman account held for client 37103 (TJL/RT MISCELLANEOUS
16 The original purchaser of the TIME WARNER PENTHOUSE AND TIME WARNER STORAGE UNIT was Sabola Limited, a Seychelles company. A document entitled “Assignment and Assumption of Contract of Sale – Condominium Unit and Purchase Agreement for Personalty” states that Sabola Limited assigned its interest under the sales contract to 80 Columbus Circle (NYC) LLC. The assignment agreement is signed on behalf of Sabola Limited by Li Lin Seet.
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INVESTMENT MATTERS) and matter 6, which was associated with the address of the
TIME WARNER PENTHOUSE.
348. Six bank checks totaling $27,247,677.74 were written on the Shearman
IOLA Account and directed to various parties involved in the purchase of the TIME
WARNER PENTHOUSE and TIME WARNER STORAGE UNIT. Internal Shearman
records show that these checks were linked to an internal Shearman account held for the
same client and matter associated with the incoming wire of $27,000,000 discussed
above. Specifically:
a. A check for $534,625 and a second check for $687,375, both dated
July 5, 2011, were written on the Shearman IOLA Account to Prudential Douglas
Elliman. The final settlement statement shows that $534,625 and $687,375 were
separate line items that were owed to the realtors as a broker’s fee.
b. A check for $17,750 dated July 5, 2011 was written on the Shearman
IOLA Account to New York State Sales Tax. The final settlement statement shows that
$17,750 was owed as “NY Sales Tax.”
c. A check for $15,778,071.79 dated July 5, 2011 was written on the
Shearman IOLA Account to J.P. Morgan Chase. The final settlement statement shows
that $15,778,071.79 was owed to J.P. Morgan Chase, N.A. to pay off a mortgage loan
owed by the former owner of the TIME WARNER PENTHOUSE and TIME WARNER
STORAGE UNIT.
d. A check for $9,829,634.89, dated July 5, 2011, and a second check
for $103.20, dated July 11, 2011, was written on the Shearman IOLA Account to the
former owner of the TIME WARNER PENTHOUSE and TIME WARNER STORAGE
UNIT. Real estate closing documents show that the former owner signed as the seller of
all of the personalty, namely, the furniture, furnishings, and non-fixture items, sold
during the transaction.
e. A check for $400,221.06, dated July 5, 2011, was written on the
Shearman IOLA Account to Chicago Title Insurance Company. The final settlement
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statement shows that $400,221.06 is the sum of all title charges involved in the purchase.
Chicago Title Insurance Company was the title agent on this purchase.
349. A Notice to the Board of Intention to Sell or Lease Condominium Unit was
completed in connection with the TIME WARNER PENTHOUSE and TIME WARNER
STORAGE UNIT. The signed notices for both the TIME WARNER PENTHOUSE and
TIME WARNER STORAGE UNIT identified Low Hock Peng, also known as Larry
Low, LOW’s father, as the occupant of the units. However, an unsigned version of this
notice dated May 15, 2011, identifies that LOW is the “ultimate beneficial owner of each
Sabola Limited and 80 Columbus Circle (NYC) LLC.”
350. According to a realtor involved in the sale of the TIME WARNER
PENTHOUSE and TIME WARNER STORAGE UNIT, LOW was the intended
occupant of the apartment, and Larry Low never even viewed the apartment before the
purchase.
F. LOW PURCHASED THE ORIOLE MANSION USING 1MDB
FUNDS FUNNELED THROUGH THE ADKMIC BSI ACCOUNT
351. The ORIOLE MANSION, located in Beverly Hills, California, was
purchased with funds traceable to the $700 million wire transfer and the $330 million
wire transfers from 1MDB to Good Star.
352. A grant deed transferring ownership of ORIOLE MANSION to Oriole
Drive (LA) LLC, a Delaware corporation, was signed on November 20, 2012, and filed
with the County of Los Angeles on November 30, 2012. Real estate closing documents
show that the purchase price for ORIOLE MANSION was $38,980,000. A Notice of
Completion filed with the LA Recorder’s Office on July 29, 2013, states that
construction of a gym, audio visual upgrade, and miscellaneous work was completed on
ORIOLE MANSION on July 12, 2013.
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353. An attorney at DLA Piper (“DLA Piper”), a U.S.-based law firm, signed the
Notice of Completion on behalf of Oriole Drive (LA) LLC. DLA Piper represented the
buyer in this sale.
354. J.P. Morgan Chase bank records show that on or about November 2, 2012 –
eighteen days prior to the signing of the grant deed transferring ownership of the
ORIOLE MANSION – approximately $153 million was wire transferred from the Good
Star Swiss Account to the ADKMIC BSI Account.
355. Approximately three days later, on or about November 5, 2012,
approximately $153 million was transferred from the ADKMIC BSI Account to the LHP
Account. Two days later, on or about November 7, 2012, approximately $150 million
was transferred from the LHP Singapore Bank Account to an account in LOW’s name at
BSI Bank (“LOW BSI Account”).
356. Citibank records show that on or about November 7, 2012, approximately
$110 million was wired from the LOW BSI Account to an account in the name of Selune
Ltd. at Rothschild Bank AG in Switzerland. As set forth above in paragraph 346, LOW
is the beneficial owner of Selune Ltd.
357. Bank of America records show that on or about November 29, 2012,
$37,882,800 was wired from an account at Rothschild Bank AG in the name of 1/Oriole
Drive (LA) LLC, to an account at Bank of America in the name of Chicago Title.
Records from Bank of America contain a reference notice of: “[XXX]0583-994-
X5TITLE OFFICER[].” The wire instructions for the sale of ORIOLE MANSION
required that $37,859,200 be sent to a Bank of America account in the name of Chicago
Title Company with a reference for “[XXX]0584-994-X59 Title Officer[].” The escrow
agent involved in the purchase of ORIOLE MANSION stated in an email, dated
November 29, 2012 at 11:22 p.m., that the title company had received the wire sufficient
for closing. Records from the escrow agent demonstrate that $1,849 was later credited
back to Oriole Drive (LA) LLC.
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G. LOW PURCHASED GREENE CONDOMINIUM USING 1MDB
FUNDS FUNNELED THROUGH THE ADKMIC BSI ACCOUNT
358. The GREENE CONDOMINIUM, located in New York, New York, was
purchased with funds traceable to the $700 million wire transfer and $330 million wire
transfers from 1MDB to Good Star.
359. A real property transfer report was filed regarding the sale of GREENE
CONDOMINIUM on or about March 5, 2014. The transfer report states that a contract
for the purchase of the GREENE CONDOMINIUM by 118 Greene Street (NYC) LLC, a
New York legal entity, was signed on or about February 5, 2014, that the final date of
sale was February 27, 2014, and that the final purchase price was $13,800,000.
360. On or about November 2, 2012, approximately $153 million was wire
transferred from the Good Star Account to the ADKMIC BSI Account. On or about
November 5, 2012, $153 million was transferred from the ADKMIC BSI Account to the
LHP Account. Two days later, on or about November 7, 2012, approximately $150
million was transferred from the LHP Account to the LOW BSI Account. That same
day, approximately $110 million was wired from the LOW BSI Account to an account in
the name of Selune, Ltd. which, as set forth above, belongs to LOW. This transaction
left approximately $40 million in the LOW BSI Account.
361. Citibank records show that on or about February 5, 2014, $13,800,000 was
wired from the LOW BSI Account to an account at Citibank in the name of DLA Piper.
On or about February 12, 2014, a wire in the amount of $13,721,286 was sent from DLA
Piper to Chicago Title. The payment details for that wire included the address for the
GREENE CONDOMINIUM.
362. According to a realtor familiar with this property, LOW claimed that he was
the owner of this property.
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H. LOW ACQUIRED AN INTEREST IN EMI MUSIC PUBLISHING
USING 1MDB FUNDS DIVERTED THROUGH THE GOOD STAR
ACCOUNT
363. LOW laundered at least approximately $106,666,667 in misappropriated
funds traceable to the Good Star Account to acquire a substantial interest in EMI Music
Publishing Group North America Holdings Inc. (“EMI”), a music publishing company.
Specifically, LOW used these funds to acquire an interest in an entity called Nile
Acquisition Holding Company Ltd. (“EMI Partner A”), a Cayman Islands entity that
partnered with Nile Acquisition LLC (“EMI Partner B”), a Delaware entity, to form DH
Publishing L.P. (the “EMI Partnership”), EMI’s parent company.
364. On or about October 5, 2011, the EMI Partnership, a Cayman Islands
limited partnership, was formed by a consortium of entities consisting of EMI Partner A
and EMI Partner B with the express purpose of acquiring EMI Group Global Limited’s
music publishing business. EMI Partner A is comprised of several investors, including
(i) Mubadala Development Company (“Mubadala”), a sovereign wealth entity owned by
the Government of Abu Dhabi, and (ii) JCL Media (EMI Publishing) Ltd. (also known
as JW Nile (BVI) Ltd.) (“LOW EMI Partner”), a subsidiary of Jynwel Capital Ltd.,
LOW’s financial services firm based in Hong Kong. The LOW EMI Partner was formed
in the British Virgin Islands on or about November 7, 2011. EMI Partner B is owned
jointly by Sony Music Holdings, a New York corporation, and the Estate of Michael
Jackson.
365. On or about November 11, 2011, the EMI Partnership, through BW
Publishing Ltd., an indirect, wholly-owned subsidiary of the EMI Partnership, entered
into a sale and purchase agreement with EMI Group Global Limited, a United Kingdom
company, to acquire EMI.
366. Simultaneously with this acquisition, the EMI Partnership entered into an
Administration Agreement with Sony/ATV Music Publishing LLC (“Sony/ATV”).
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Under the Administration Agreement, Sony/ATV agreed to manage EMI’s day to day
operations, including management and exploitation of EMI’s music catalog, in exchange
for an administration fee.
367. EMI is the world’s third largest music publishing company by revenue.
EMI owns or possesses the rights to publish approximately 2.3 million musical
compositions, both historic and recent, from a variety of genres and a variety of
musicians, including a number of Grammy-winning artists.
368. In connection with its vast music catalog, EMI generates revenue from
several sources including, among others: (i) royalties and fees earned when its songs are
performed publicly; (ii) royalties from paid-streaming services; (iii) royalties and fees
earned in exchange for the right to use songs for physical recordings or digital
downloads; (iv) royalties and fees paid for use of music in timed synchronization with
visual images; and (v) royalties and fees paid for use of a song in stage productions, and
rental of orchestra scores.
1. LOW’s Acquisition of an Interest in EMI PARTNER A
369. EMI Partner A was formed on or about September 29, 2011, in the Cayman
Islands. Initially, EMI Partner A’s sole shareholder was Fifty Sixth Investment
Company Ltd., an entity based in Abu Dhabi. In June 2012, Fifty Sixth Investment
Company Ltd. transferred its sole share in EMI Partner A to Mubadala.
370. On or about June 29, 2012, several entities agreed to subscribe for ordinary
shares in EMI Partner A pursuant to an Investment Agreement Relating to Nile
Acquisition Holding Company Limited (the “EMI Investment Agreement”). These
entities included: (i) Nile Cayman Holding Ltd. (“the “Mubadala Subsidiary”), an entity
owned by Mubadala; (ii) Pub West LLC, a Delaware company; (iii) GSO Capital
Opportunities Fund II (Luxembourg) S.a.r.l.; (iv) Blackstone/GSO Capital Solutions
Offshore Funding (Luxembourg) S.a.r.l.; (v) GSO SJ Partners LP; and (vi) the LOW
EMI Partner.
371. An internal EMI document described the LOW EMI Partner as follows:
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[LOW EMI Partner] is a private equity investment holding company advised by
Jynwel Capital Limited, an investment and advisory firm whose chief executive
officer is [LOW]. [LOW] is a member of [EMI’s] advisory board and served as
[EMI’s] Non-executive Chairman-Asia. Jynwel Capital Limited has advised
[EMI] that [LOW EMI Partner] is owned by trusts for the benefit of the Low
family.
372. Pursuant to the EMI Investment Agreement, several investors agreed to
subscribe for shares in EMI Partner A. Specifically:
a. The Mubadala Subsidiary agreed to acquire approximately 66.2
percent of EMI Partner A’s capital, consisting of 6,620.068965 ordinary shares, for
$320,000,000.
b. The LOW EMI Partner agreed to acquire approximately 22.06
percent of EMI Partner A’s capital, consisting of 2,206.89656 ordinary shares, for
$106,666,667. Li Lin Seet executed the EMI Investment Agreement on behalf of the
LOW EMI Partner in his capacity as its “director.”
c. GSO Capital Opportunities Fund II (Luxembourg) S.a.r.l. agreed to
acquire approximately 5.69 percent of EMI Partner A’s capital, consisting of 569.36719
ordinary shares, for $27,519,414.
d. Blackstone/GSO Capital Solutions Onshore Funding (Luxembourg)
S.a.r.l. agreed to acquire approximately 3.22 percent of EMI Partner A’s capital,
consisting of 322.68240 ordinary shares, for $15,596,316.17
e. Pub West LLC agreed to acquire approximately 1.37 percent of EMI
Partner A’s capital, consisting of 137.93104 ordinary shares, for $6,666,667.
17 Blackstone/GSO Capital Solutions Onshore Funding (Luxembourg) S.a.r.l. is an affiliate of the private investment firm Blackstone Group, an entity discussed previously in Paragraph 171.c. It is unrelated to the BVI shell corporation referred to herein as Blackstone.
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f. Blackstone/GSO Capital Solutions Offshore Funding (Luxembourg)
S.a.r.l. agreed to acquire approximately 1.2 percent of EMI Partner A’s capital,
consisting of 120.15875 ordinary shares, for $5,807,673.
g. GSO SJ Partners LP agreed to acquire approximately 0.22 percent of
EMI Partner A’s capital, consisting of 22.27442 ordinary shares, for $1,076,597.
373. Furthermore, under the EMI Investment Agreement, the LOW EMI Partner
was authorized to play a role in the management and operations of EMI through its
ownership stake in EMI Partner A. Specifically, for instance, the EMI Investment
Agreement provides that the LOW EMI Partner may participate in selecting two of EMI
Partner A’s nine directors.
374. Additionally, under the EMI Investment Agreement, the single largest
individual shareholder within the LOW EMI Partner (the “LOW EMI Principal
Shareholder”) is permitted to play a role in selecting key EMI officials, including EMI
Partner A’s chief executive officer, EMI Partner A’s general counsel, EMI Partner A’s
chief financial officer as well as the EMI Partnership’s officers. According to internal
records from Bank of New York Mellon, where the LOW EMI Partner opened a bank
account, the LOW EMI Partner is a wholly-owned subsidiary of Jynwel Capital Ltd.,
whose sole shareholder is LOW.
375. Additionally, the LOW EMI Principal Shareholder is permitted in his sole
discretion to select the EMI Partnership’s Non-Executive Chairman – Asia. This official
is responsible for “observational oversight of the business operations of the Partnership
in Asia excluding Japan.” EMI’s Non-Executive Chairman – Asia is also invited to
attend “ceremonial events relating to [EMI] and any other related music industry public
events that may be relevant to [EMI], in each case, to which all members of the board of
[the EMI Partnership] are invited.”
376. According to a document entitled “LOW FAMILY HISTORY AND
BACKGROUND, ORIGINS OF JYNWEL CAPITAL,” which was distributed to
various companies by LOW as recently as February 2015, LOW serves as the “Non-
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executive Chairman, Asia, for EMI Music Publishing, [and is] also serving as a member
of [EMI’s] advisory board.” According to this same document, LOW led recent
transactions and advised the Low family investment trusts including one relating to a
“USD2.2 billion acquisition of EMI Music Publishing Group by Sony, Mubadala,
Blackstone Group’s GSO Capital Partners and David Geffen.”
377. The proceeds of the share purchases described in Paragraph 372 above were
used by EMI Partner A to, among other things, make capital contributions to the EMI
Partnership. Each partner’s respective partnership interest in the EMI Partnership is
calculated based upon its percentage of ownership of the partnership’s Class A Units.
According to the Fourth Amended and Restated Exempted Limited Partnership
Agreement of D.H. Publishing L.P., dated March 7, 2014, EMI Partner A made a capital
contribution of $483,333,396 to the EMI Partnership in exchange for 60.166 percent of
the EMI Partnership’s Class A Units. Likewise, EMI Partner B made a capital
contribution of $320,000,038 to the partnership in exchange for 39.834 percent of the
EMI Partnership’s Class A Units.
2. Transfer of Proceeds Through the United States
378. As noted in Section II.I above, on or about June 8, 2012, approximately
$120,000,000 in funds were wired from the Good Star Account to the ADKMIC BSI
Account via a correspondent bank account in the United States at J.P. Morgan.
379. On or about June 11, 2012, a wire of approximately $120,000,000 was sent
from the ADKMIC BSI Account to the LHP Account. That same day, (i) a wire for
$118,000,000 was transmitted from the LHP Account to LOW’s personal account at BSI
Bank; (ii) a wire for $115 million was sent from LOW’s personal account at BSI Bank to
an account in the name of Jynwel Capital at BSI Bank (“Jynwel Account A”); (iii) a wire
for $115 million was sent from Jynwel Account A to another account also maintained in
the name of Jynwel Capital (“Jynwel Accont B”) at BSI Bank; and (iv) a wire for $110
million was sent from Jynwel Account B to an account in the name of the LOW EMI
Partner at BSI Bank (“LOW EMI Account”).
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380. On or about June 13, 2012, an escrow account was opened by LOW EMI
Partner with Bank of New York Mellon (the “EMI Escrow Account”) in the United
States. The account opening documents were signed by Li Lin Seet, who identified
himself as LOW EMI Partner’s director. The opening records also confirm that LOW is
the “100[%] (ultimate)” owner of the LOW EMI Partner and that Jynwel Capital Ltd. is
the “100% direct” owner.
381. On June 26, 2012, a wire for $320,000,000 was sent from Mubadala
Treasury Holding Co. LLC’s account at First Gulf Bank in Abu Dhabi to the EMI
Escrow Account. A notation on the wire instructions indicated that the funds were
intended to be sent to “NILE ACQUISITION HOLDING LTD ESCROW ACCOUNT.”
As noted above at Paragraph 363, “NILE ACQUISTION HOLDING LTD” is the name
of EMI Partner A. Furthermore, as noted above at Paragraph 372, pursuant to the EMI
Investment Agreement, Mubadala agreed to acquire its interest in EMI Partner A for
$320,000,000.
382. That same day, a wire for $106,666,667 was sent from the LOW EMI
Account to the EMI Escrow Account. A notation on this wire also read “NILE
ACQUISITION HOLDING LTD ESCROW ACCOUNT.” As noted above at Paragraph
372, pursuant to the EMI Investment Agreement, the LOW EMI Partner agreed to
acquire its interest in EMI Partner A for $106,666,667.
383. Upon information and belief, the funds transferred by LOW into the EMI
Escrow Account were used to acquire the LOW EMI Partner’s interest in EMI Partner A
and were transmitted in a manner intended to conceal the origin, source, and ownership
of criminal proceeds, based on the following facts and circumstances, among others:
a. Funds were moved through multiple accounts owned by different
entities on or about the same day in an unnecessarily complex manner with no apparent
business purpose.
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b. For instance, there is no apparent commercial reason that LOW
would layer his transaction by funneling the exact same amount of money through six
different bank accounts at the same financial institution on or about the same day.
c. Individuals engaged in money laundering and other unlawful conduct
often pass money through intermediary accounts to conceal the true source of the funds.
d. In materials that LOW submitted to entities with whom he sought to
do business, including materials described below in Paragraphs 432-434, LOW
represented that family resources were a significant source of his wealth. By funneling
money through his father’s account for a brief period of time, LOW created the
appearance that funds in his personal account, which were used to acquire an interest in
EMI Partner A, came from his father rather than from Good Star or ADKMIC.
384. Upon information and belief, at the time LOW transferred misappropriated
funds from his LOW EMI Partner account in Singapore to the EMI Escrow Account, he
knew those funds constituted misappropriated funds and intended to deprive 1MDB of
ownership of those funds.
I. TENS OF MILLIONS OF DOLLARS IN FUNDS DIVERTED FROM
1MDB WERE USED TO FUND RED GRANITE PICTURES AND TO
PRODUCE THE MOTION PICTURE “WOLF OF WALL STREET”
1. LOW Distributed Millions in 1MDB Funds from Good Star to Red
Granite Pictures to Fund “The Wolf of Wall Street”
385. As set forth below, funds from the Good Star Account were transferred into
and through various bank accounts at City National Bank in Los Angeles associated with
Red Granite Pictures, and that money was ultimately used to fund the production of “The
Wolf of Wall Street,” a motion picture produced by Red Granite Pictures and released in
the United States on December 25, 2013. These funds are directly traceable to the $700
million wire transfer and $330 million wire transfers unlawfully diverted from 1MDB to
the Good Star Account.
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386. As set forth above in Sections II.D and II.F, approximately $1.03 billion
was diverted from 1MDB to the Good Star Account between approximately September
30, 2009 and October 25, 2011.
387. Bank account records from City National Bank and correspondent bank
records from J.P. Morgan Chase show that two wires totaling $10,173,104 were sent
from the Good Star Account to a bank account at City National Bank in Los Angeles that
was designated as the “Operating Account” for Red Granite Pictures (“RGP Operating
Account”). AZIZ is a signatory on this account.
388. More specifically, first, on or about April 12, 2011, a wire for $1,173,104
was sent from Good Star to the RGP Operating Account. The notation on this wire read:
“INVESTOR ADVANCES OF USD 1 173 104 OUT OF USD 5 000 000 to RED
GRANITE (MOVIES).” Second, on or about September 10, 2012, a wire for
approximately $9,000,000 was sent from Good Star to the RGP Operating Account. The
notation on this wire read: “ADVANCES FOR WOLF OF WALL STREET MOVIE
FOR ACHL.”
389. On or about September 11, 2012, one day after this second wire transfer,
approximately $9,015,191 was transferred from the RGP Operating Account to another
City National Bank account held in the name of Red Granite Pictures (“RGP Pictures
Account”). On or about September 12, 2012, the same amount – $9,015,191 – was
transferred from the RGP Pictures Account to yet another account at City National Bank
held in the name of TWOWS LLC (“TWOWS Account #1”).
390. “TWOWS” is an acronym for “The Wolf of Wall Street,” and TWOWS
LLC was a special purpose vehicle (“SPV”) created by Red Granite Pictures to produce
“The Wolf of Wall Street.” Delaware state records show that TWOWS LLC was formed
on or about April 16, 2012, and California state records show that AZIZ is one of the
entity’s managers. It is common in the film industry to create an SPV, such as a limited
liability corporation, for the purpose of producing a film. It is also common to open a
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separate bank account or accounts in the name of that SPV and to use the funds in that
account to finance the film’s production.
391. City National Bank records show that the TWOWS Account #1 was used to
pay expenses associated with the production of “The Wolf of Wall Street.” In or around
April 2013, the TWOWS Account #1 was closed and the balance of the funds transferred
to another account at City National Bank also held in the name of TWOWS LLC
(hereinafter, “TWOWS Account #2”). The TWOWS Account #2 was also used to pay
expenses associated with the production of “The Wolf of Wall Street.” Collectively,
these two accounts are referred to herein as the “TWOWS Accounts.”
392. The TWOWS Accounts, in which funds traceable to the Good Star Account
were deposited, were used to pay for production expenses including, but not limited to,
the following: (i) between April 2013 and February 2014, 17 payments totaling
approximately $3.9 million were made to Sikelia Productions, Inc., a production
company belonging to the film’s director; (ii) between May 2012 and April 2014, at least
$48 million was paid to a company that specializes in managing payroll and production
expenses for the film industry; (iii) between July 2012 and May 2014, at least $4.1
million was paid to various visual effects companies; (iv) between May 2012 and April
2014, approximately $2.5 million was paid to the Screen Actors Guild; and (v)
approximately $80,000 was paid to a yacht charter company.
393. LOW, who distributed more than $10 million to Red Granite Pictures from
the Good Star Account, received a “special thanks” full-screen credit in the closing
credits of “The Wolf of Wall Street.”
394. In his acceptance speech upon winning a Golden Globe for his role in “The
Wolf of Wall Street,” Hollywood Actor 1 thanked “the entire production team,” singling
out in particular “Joey, Riz, and Jho,” whom he characterized as “collaborators” on the
film. Upon information and belief, this reference was to Joey McFarland, a co-founder
of Red Granite Pictures, AZIZ, and LOW.
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395. During at least part of the time during which the above-referenced transfers
were made, LOW maintained a Red Granite email account with the domain name
@redgranitepictures.com. This email account was deleted in or around April 2012.
2. Tens of Millions in 1MDB Funds Funneled Through the Aabar-BVI
Account Were Used to Fund Red Granite Pictures and “The Wolf of
Wall Street”
396. Red Granite Pictures, and its production of “The Wolf of Wall Street” in
particular, were also funded with money traceable to the proceeds of the 2012 bond sales
that were diverted through the Aabar-BVI Swiss Account.
397. As set forth in Paragraph 203 above, between June 18, 2012, and November
14, 2012, $238,000,000 in funds traceable to the diverted proceeds of the 2012 1MDB
bond sales was transferred from Aabar-BVI to AZIZ’s Red Granite Capital Account at
BSI Bank in Singapore.
398. Between on or about June 20, 2012 – roughly two days after Aabar-BVI
sent its first wire to Red Granite Capital – and November 20, 2012, eleven wires totaling
$64,000,000 were sent from AZIZ’s Red Granite Capital Account in Singapore to the
RGP Operating Account in the United States.
399. Shortly after each of these eleven wires, Red Granite Capital transferred
funds from its Operating Account to the RGP Pictures Account. Between on or about
June 26, 2012 and November 20, 2012, a total of $54,797,321 was transferred from the
RGP Operating Account to the RGP Pictures Account.
400. In a series of nine transfers between approximately June 27, 2012, and
November 23, 2012, $52,004,162 of this $54,797,321 was then transferred from the RGP
Pictures Account to the TWOWS Account #1, which, as noted above, belonged to the
SPV responsible for producing “The Wolf of Wall Street.”
401. The movement of funds from the Red Granite Capital Account in Singapore
through various accounts associated with Red Granite Pictures to the TWOWS Account
#1 occurred in very close succession. For example, in one series of transfers all
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occurring on or about August 10, 2012: (i) $3,000,000 was sent from the Red Granite
Capital Account to the RGP Operating Account; (ii) $2,831,754 was sent from the Red
Granite Operating Account to the RGP Pictures Account; and (iii) $2,831,754 was sent
from the RGP Pictures Account to the TWOWS #1 Account.
J. LOW ACQUIRED AN INTEREST IN “SYMPHONY CP (PARK
LANE) LLC” AND THE PARK LANE HOTEL USING 1MDB
FUNDS DIVERTED THROUGH THE TANORE ACCOUNT
402. LOW laundered more than $200 million in misappropriated funds traceable
to the 2013 bond sale into an account in the United States belonging to the law firm DLA
Piper. LOW and his brother Low Taek Szen (“Szen”) used those funds to acquire an
interest in an entity called “Symphony CP (Park Lane) LLC” (hereinafter, “the Park
Lane Partnership” or “the Partnership”), a limited liability partnership between the New
York real estate development company Witkoff Group and an investment entity
controlled by LOW. On or about November 25, 2013, the Park Lane Partnership,
through wholly-owned subsidiaries, acquired 36 Central Park South, New York, New
York, 10019, also known as the Park Lane Hotel, for approximately $654,316,305.
1. Transfer of Proceeds into the United States
403. On or about March 21 and 22, 2013, $835,000,000 in funds raised by
1MDB through its March 19, 2013 bond issue was transferred to the Tanore Account at
Falcon Bank in Singapore, after being routed through one of three Overseas Investment
Funds.
404. On or about March 25, 2013, a wire of approximately $378,000,000 was
sent from the Tanore Account to the Granton Account at Falcon Bank in Singapore.
405. On or about the same day the Granton Account received $378,000,000 from
Tanore (that is, March 25, 2013), Granton wired $378,000,000 to an account at RBS
Coutts in Switzerland held in the name of Dragon Market Limited (“Dragon Market”).
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LOW is the beneficial owner of this account. In early November 2013, two additional
wires were sent from the Granton Account to the RBS Coutts account belonging to
Dragon Market (“Dragon Market Account”). All three wires were processed through a
U.S. correspondent bank account at J.P. Morgan Chase. The approximate dates and
amounts of these wires, totaling $518,500,000, are summarized below:
Table 13: Relevant Wire Transfers from Granton to Dragon Dynasty
Date Sending Party Receiving Party Amount
3/25/2013 Granton Dragon Market $378,000,000
11/05/2013 Granton Dragon Market $93,300,000
11/06/2013 Granton Dragon Market $47,200,000
406. Between on or about April 25, 2013, and November 8, 2013, four wires
totaling $476,300,000 were sent from the Dragon Market Account at RBS Coutts to an
account at BSI Bank in Singapore held in the name of Dragon Dynasty Limited
(“Dragon Dynasty”). These four wires were processed through a U.S. correspondent
bank account at J.P. Morgan Chase. The approximate dates and amounts of these wires
are summarized below:
Table 14: Relevant Wire Transfers from Dragon Market to Dragon Dynasty
Date Sending Party Receiving Party Amount4/25/2013 Dragon Market Dragon Dynasty $98,000,000
7/5/2013 Dragon Market Dragon Dynasty $120,000,000
9/10/2013 Dragon Market Dragon Dynasty $9,800,000
11/8/2013 Dragon Market Dragon Dynasty $248,500,000
407. Account opening documents for the BSI Bank account maintained by
Dragon Dynasty (“Dragon Dynasty Account”) list LOW as the authorized signatory on
the account. Those documents also list Dragon Market as the director of Dragon
Dynasty.
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408. On or about November 12, 2013, $248,500,000 was wired from the Dragon
Dynasty Account to the LHP Account. On or about the same day that LOW’s father
received $248,500,000 from Dragon Dynasty, $235,500,000 was wired from the LHP
Account to the LOW BSI Account. The wire details for that transfer read: “Gift from
Low Hock Peng to Low Taek Jho.”
409. On or about November 12, 2013, $12,500,000 was wired from the LHP
Account to an account at BSI Bank in Singapore belonging to Szen.
410. On or about November 12, 2013, LOW transferred $205,900,000 from his
account at BSI to an IOLA account at Citibank New York maintained by DLA Piper
(“DLA Piper IOLA Account”). The payment details on the wire read: “LOW TAEK
JHO SETTLEM ENT OF TRUSTS.”
411. On or about November 12, 2013, Szen transferred $12,185,189.32 from his
account at BSI Bank to the same DLA Piper IOLA Account. The payment details on the
wire read: “LOW TAEK SZEN SETTLE MENT OF TRUSTS.”
412. In total, LOW and his brother Szen collectively transferred $218,085,189 to
the same DLA Piper IOLA Account on or about November 12, 2013.
413. Upon information and belief, the funds transferred by LOW and Szen into
the DLA Piper IOLA Account in the United States were moved in a manner intended to
conceal the origin, source, and ownership of criminal proceeds, based on the following
facts and circumstances, among others:
a. Funds were moved through multiple accounts owned by different
entities on or about the same day in an unnecessarily complex manner with no apparent
business purpose.
b. For example, there is no apparent commercial reason that LOW
would transfer funds from Dragon Market, an account he controlled, to Dragon
Dynasty, another account he controlled, and then to an account belonging to his father,
only to have a substantially similar amount of funds transferred from his father’s
account to LOW’s personal account on or about the same day.
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c. Individuals engaged in money laundering and other unlawful conduct
often pass money through intermediary accounts to conceal the true source of the funds.
d. In materials that LOW submitted to entities with whom he sought to
do business, including materials described in Paragraphs 432-434 below, LOW
represented that his family was a significant source of his wealth. By passing money
through his father’s account for a brief period of time, LOW created the appearance that
funds in his personal account, which were used to acquire an interest in the Park Lane
Partnership, came from his father rather than from Dragon Market, Granton, and
Tanore.
414. Upon information and belief, at the time LOW transferred misappropriated
funds (i) from his Dragon Market Account to his Dragon Dynasty Account using a
correspondent bank account at J.P. Morgan in the United States, and (ii) from his
personal account in Singapore to the DLA Piper IOLA Account in the United States, he
knew those funds constituted misappropriated funds and intended to deprive 1MDB of
ownership of those funds.
2. LOW’s Interest in Symphony CP (Park Lane) LLC and the Park Lane
Hotel
415. LOW entered into a limited liability partnership with an affiliate of the
Witkoff Group LLC (“Witkoff Group”), a New York-based real estate investment and
management company, to operate an entity called “Symphony CP (Park Lane) LLC”
(hereinafter, “Park Lane Partnership” or “Partnership”). LOW used funds traceable to
diverted 1MDB funds to invest in the Park Lane Partnership. The formation of the Park
Lane Partnership entailed the creation of numerous legal entities, including many with
similar names. LOW’s investment interest in the Park Lane Partnership was held
through two entities: Symphony CP Investments LLC and Symphony CP Investments
Holdings LLC (collectively, “LOW Investment Entities” or “the Investor”).
416. The Park Lane Partnership was formed as a Delaware limited liability
company with the filing of a Certification of Formation on July 15, 2012, and with the
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execution of an Operating Agreement dated July 16, 2013. As originally constituted, the
Park Lane Partnership represented a partnership between an affiliate of the Witkoff
Group and an entity called Symphony CP Investments LLC, which was designated as the
“Investor.” As of October 25, 2013, LOW, Szen, and Li Lin Seet were designated as the
authorized signatories on behalf of Symphony CP Investments LLC (“LOW Investment
Entity I”).
417. Transactional documents describe the Park Lane Partnership as follows:
Symphony CP (Park Lane), LLC (“Partnership”) is a partnership formed for the
purpose of developing a world class residential condominium tower and the
possibility of developing a 6-star boutique hotel property . . . on the parcels located
at 36 Central Park South (Park Lane Hotel) and 21 West 58th Street . . . . The
Parcels are currently occupied by a 607-room hotel and a 66-unit residential rental
building, respectively.
418. An Amended Operating Agreement for the Partnership was executed on or
about November 25, 2013. Pursuant to that agreement, the Partnership consisted of: (1)
WG Partners 36 CPS LLC, an affiliate of the Witkoff Group (hereinafter, collectively
referred to as “Witkoff”), and (2) Symphony CP Investments Holdings LLC. As the
“Investor,” Symphony CP Investments Holdings LLC was to contribute 85% of the
capital, and Witkoff was to contribute 15%. A then-partner at DLA Piper signed the
Amended Operating Agreement on behalf of Symphony CP Investments Holdings LLC.
419. Symphony CP Investments Holdings LLC (“LOW Investment Entity II”),
the “Investor” in the Partnership, is a Delaware limited liability company having the
same address as DLA Piper in Chicago. According to its operating agreement, also
dated November 25, 2013, it has a single member: Symphony CP Investments LLC, i.e.,
LOW Investment Entity I.
420. LOW and Szen dealt with Witkoff in connection with the Park Lane
Partnership through and on behalf of Jynwel Capital, a Hong Kong based entity founded
by LOW and Szen.
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421. On or about November 20, 2013, a Managing Director of Witkoff (“Witkoff
Managing Director”) sent an email addressed to the “Jynwel Team.” Included on that
email were LOW and Szen; other employees of Jynwel Capital and Witkoff; and lawyers
from DLA Piper and U.S.-based law firm Akin Gump Strauss Hauer & Feld LLP. The
email attached a Capital Call Notice from the Park Lane Partnership, calling for a capital
contribution of $214,776,720.27 for the closing of the Park Lane acquisition, of which
$202,206,876.48 represented the share to be contributed by the “Investor.” The email
directed payment to an account at J.P. Morgan Chase maintained by Commonwealth
Land and Title Insurance Company, the escrow agent used in connection with the
acquisition of the Park Lane Hotel.
422. Bank records obtained from Citibank show that on or about November 25,
2013, DLA Piper transferred $202,206,876.48 from a DLA Piper IOLA Account at
Citibank to a bank account at J.P. Morgan Chase maintained by Commonwealth Land
Title Insurance Company. These funds were sent from the same account into which
LOW transferred approximately $205,900,000 on or about November 12, 2013.
423. Documents pertaining to the formation of the Park Lane Partnership,
including electronic communications, reveal that the Partnership was structured to permit
the possibility that Mubadala Development Company PJSC (“Mubadala”) would join
Jynwel as an investor in the LOW Investment Entities after the initial capitalization of
the Partnership. Mubadala is an investment vehicle wholly-owned by the Government of
Abu Dhabi. An organizational chart prepared by LOW’s counsel after the initial
capitalization appears to indicate that Mubadala did subsequently acquire some indirect
interest in Symphony CP Investments LLC, and thus in the Park Lane Partnership,
through various holding companies. That same organizational chart also shows than an
entity called “Virtue Trustees (Switzerland) AG” holds an interest in Symphony CP
Investments LLC and the Partnership through various holding companies.
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424. In a May 2016 letter, the directors of Virtue Trustees (Switzerland) AG
represented that “Symphony CP Investments LLC is owned by Virtue Trustees
(Switzerland) AG as Trustee of a trust for the benefit of the Low family.”
425. The Investor’s total contribution to the Partnership to date has been
approximately $380 million.
426. As recently as February 2016, LOW paid a capital call on behalf of the
“Investor” in the amount of approximately $2,956,162.03. Specifically, on or about
February 10, 2016, LOW transferred $3,206,162.03 from an account held in his name at
Amicorp Bank and Trust in Hong Kong to the M&T Bank account held by Symphony
CP Investments LLC, one of the LOW Investment Entities. On or about February 11,
2016, Symphony CP Investments LLC sent $2,956,162.03 through an intrabank transfer
to the M&T Bank account held by the Park Lane Partnership.
427. LOW and the “Investor” failed to make the most recent capital call dated
May 5, 2016. On May 20, 2016, Witkoff notified the “Investor” that it was in default.
3. The Park Lane Partnership’s Acquisition of the Park Lane Hotel
428. On or about July 16, 2013, the Park Lane Partnership entered into a
Purchase and Sale Agreement with the Leona M. and Harry B. Helmsley Charitable
Trust and the Park Lane Hotel, Inc., for the purchase of 36 Central Park South, then
known as the Helmsley Park Lane Hotel, for $660,000,000. The Park Lane Partnership
assigned its interests in that purchase agreement to a wholly-owned subsidiary,
“Symphony CP (Park Lane) Owner LLC.”
429. Real property transfer documents from the New York City Department of
Finance, Office of the City Register, indicate that, “Symphony CP (Park Lane) Owner
LLC” acquired 36 Central Park South on November 25, 2013, for $654,316,305. The
deed was recorded on December 5, 2013. The Park Lane Partnership secured a
mortgage on the property from Wells Fargo Bank for a maximum principle amount of
$291,700,000, with an initial loan of $266,700,000. The mortgage in the amount of
$266,700,000 was recorded on December 5, 2013.
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430. “Symphony CP (Park Lane) Owner LLC,” the entity used to acquire the
Park Lane Hotel, is wholly-owned, through multiple subsidiaries, by the Park Lane
Partnership.
4. Low Acquired an Interest in the Park Lane Hotel for His Personal
Benefit Rather Than That of 1MDB
431. LOW, Szen, and Jynwel Capital did not invest in the Park Lane Partnership
for the benefit of 1MDB or ADMIC. Neither 1MDB nor ADMIC holds any interest in
the Park Lane Partnership, and there is no indication that any proceeds of the investment
in the Partnership have been returned to 1MDB or ADMIC. Rather, LOW and Szen
invested in the Partnership, through Jynwel, solely on behalf of themselves and their
family, and LOW falsely claimed to be investing personal family funds, not 1MDB
funds.
432. On October 16, 2013, a Principal at Witkoff who worked on the Partnership
deal sent an email to LOW and Szen stating in relevant part:
We are getting down to the end with the lender, they are asking for specifics
on where the money on your side of the deal is coming from given it is
international money . . ., can you please provide specifics to me so I can
forward it to the lender.
LOW responded the same day: “Low Family Capital built from our Grandparents, down
to the third generation now.” In reply, the Witkoff Principal wrote: “Ok, thanks Jho, just
didn’t know if there were any other minority investors on your side, I will let the bank
know.” LOW confirmed in response, in relevant part: “Just all the family.”
433. In an email dated October 17, 2013, the Witkoff Managing Director advised
individuals at Wells Fargo, where the Park Lane Partnership was at the time seeking a
mortgage, that “Jynwel serves as the advisory team to the Investor (Jho and Szen Low).
Their capital derives from a family trust which Jho and Szen control.”
434. Promotional material about Jynwel Capital, which LOW relied on to
demonstrate the purported nature and source of his wealth to other entities with which he
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sought to do business, characterized Jynwel’s investment in the Park Lane Hotel as one
of its “key investments.” Another background document relied on by LOW to show the
origins of his wealth indicated that Jynwel “provides services to the Low Family
Investment Trusts” and “does not manage third party funds.” This same material claims
that LOW is a “third generation steward” of family wealth.
K. LOW PURCHASED THE VAN GOGH ARTWORK USING 1MDB
FUNDS FUNNELED THROUGH THE DRAGON MARKET
ACCOUNT, DRAGON DYNASTY ACCOUNT, AND ADKMIC BSI
ACCOUNT
435. LOW used funds traceable to the Tanore Phase in 2013 to acquire the VAN
GOGH ARTWORK, a 76 x 54 cm pen and ink drawing by Vincent Van Gogh entitled
La maison de Vincent a Arles.
436. As noted in Paragraphs 277-278 above, Tanore successfully bid on the
VAN GOGH ARTWORK at a November 5, 2013, Christie’s auction, for a purchase
price of $5,485,000. After Tanore was unable to make payments for the artwork, TAN
informed Christie’s that LOW would be purchasing the artwork instead. Christie’s
issued LOW an invoice for $5,485,000 on December 20, 2013.
437. LOW purchased the VAN GOGH ARTWORK using funds diverted from
the 2013 bond sale. As noted above in Paragraphs 404-405, on or about March 25, 2013,
a wire of $378,000,000 was sent from the Tanore Account to the Granton Account at
Falcon Bank in Singapore. On or about that same day, a wire of $378,000,000 was sent
from the Granton Account to the Dragon Market Account. As noted above in Paragraph
408 and Table 13, on November 5 and 6, 2013, two additional wires totaling
$140,500,000 were sent from the Granton Account to the Dragon Market Account. In
total $518,500,000 was transferred from the Granton Account to the Dragon Market
Account between March 25, 2013 and November 6, 2013.
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438. As noted above in Paragraph 406, between April 25, 2013 and November 8,
2013, four wires totaling $476,300,000 were sent from the Dragon Market Account to
the Dragon Dynasty Account. This included a wire in the amount of $9,800,000 on or
about September 10, 2013. Three days later, on or about September 13, 2013, a wire of
$9,300,000 was sent from the Dragon Dynasty Account to the ADKMIC BSI Account.
That same day, $9,300,000 was sent from the ADKMIC BSI Account to LOW’s
personal account at BSI Bank in Singapore.
439. As noted in Paragraph 408 above, LOW also received funds into his
personal account at BSI Bank in Singapore indirectly from the Dragon Dynasty Account
via his father’s account. On or about November 12, 2013, $248,500,000 was wired from
the Dragon Dynasty Account to the LHP Account, which, on the same day, transferred
$235,500,000 to LOW’s personal bank account at BSI Bank in Singapore.
440. On or about December 20, 2013, a wire of $7,288,667 was sent from the
LOW BSI Account to Christie’s bank account at J.P. Morgan Chase in the United States.
A second wire of $5,120,000 was sent on or about January 22, 2014, to the same
Christie’s account. The payment details for that wire read: “NOTES: NOV 2013
AUCTIONS: VAN GOGH (2ND PAYMENT USD1,583,333.00) AND BASQUIAT
(2ND PAYMENT USD3,533,333.33.) A third wire of $5,117,000 was sent from the
LOW BSI Account to Christie’s on or about February 5, 2014, with the payment details:
“NOTES: FINAL PAYMENT FOR AUCTION 2013 (VAN GOGH AND
BASQUIAT.)18
441. A Christie’s invoice for the VAN GOGH ARTWORK, marked “PAID,”
reflects that LOW paid $5,485,000 for the VAN GOGH ARTWORK.
442. On March 13, 2014, LOW sent an email to an employee at SNS Fine Art
(the “SNS Employee”), an art dealer, inquiring: “Do you know of any banks, financiers
18 On February 4, 2014, the LOW BSI Account received a wire transfer of $334,102,534 from the LHP Account.
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who take art as security for raise bank loans for investments/acquisitions of more
artwork?” Later that same day, LOW explained further in another email to the SNS
Employee which read in relevant part, “Just looking to borrow based on asset value. . .
Abt usd 330m, so looking for 50%. Only would like facility for 6 months to a year, so I
free up cash . . . Can you let me know who can do it? And the top 2 or 3 that would be v
aggressive.”
443. That same day, the SNS Employee responded to LOW, stating in relevant
part, “I think those sort of numbers would scare off Sotheby’s . . .” and suggested that
LOW consider other financial institutions. LOW responded in an email, “Yes pls. Prefer
the boutique banks that can move fast vs the large ones like JPM.” In another email
dated March 13, 2014, LOW explained to the SNS Employee what types of lenders he
would be looking to utilize. Specifically, LOW requested that the SNS Employee look
for “Quick, fast and aggressive and ones you know v well. Out of Europe or usa or
middle east not asia. Have abt usd350m and looking for line of 50% so I can buy more.”
444. In discussing the issue of using artworks as collateral to obtain funding
from a creditor, LOW sent another email to the SNS Employee on March 14, 2014,
explaining that the lender “can take all the art no problems. All in Geneva free port.
Speed is the most important and one with a fairly quick and relaxed kyc process.
Thanks!”
445. In April 2014, LOW used several pieces of art, including the VAN GOGH
ARTWORK, to secure a loan from Sotheby’s Financial Services, Inc. (“Sotheby’s
Financial”), a Sotheby’s affiliate. The loan, with a principal amount of $107 million,
was obtained by Triple Eight Ltd., a Cayman Island entity wholly-owned by LOW.
LOW secured the loan by pledging to Sotheby’s, as collateral, all right and title to 17
pieces of art, which the April 14, 2014 Loan Agreement estimated to be worth between
$191.6 and $258.3 million. The list of art used as collateral to secure the loan included
the VAN GOGH ARTWORK, as well as several works originally purchased by Tanore
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in May and June 2012 and “gifted” to LOW in October 2013, as described in Section
IV.E above.
446. Disbursement records show that Sotheby’s Financial disbursed
$105,188,721.95 to an account at Caledonia Bank Ltd. in the Cayman Islands held in the
name of Triple Eight Ltd. on or about April 10, 2014.
447. After disbursing the loan amount to LOW, Sotheby’s sold some of the
paintings that LOW had pledged as collateral for the loan at LOW’s direction. By May
2016, Sotheby’s had recovered sufficient funds from the proceeds of the sale of certain
pledged art, including the painting Dustheads discussed in Paragraph 268, to cover the
outstanding balance of the loan. Upon repayment of the loan, Sotheby’s released its
security interest in the artwork. As of June 7, 2016, Sotheby’s still had the VAN GOGH
ARTWORK in its possession.
L. LOW PURCHASED THE SAINT GEORGES PAINTING USING
1MDB FUNDS FUNNELED THROUGH THE DRAGON MARKET
AND DRAGON DYNASTY ACCOUNTS
448. LOW used funds traceable to the Tanore Phase in 2013 to acquire the
SAINT GEORGES PAINTING, a 25½ x 36¼ inch (65 x 92 cm) oil on canvas painting
entitled “Saint-Georges Majeur.” The painting was signed and dated “Claude Monet
1908” in the lower left-hand corner of the painting.
449. LOW purchased the SAINT GEORGES PAINTING from SNS Fine Arts
(“SNS”), an art dealer, for a purchase price of $35,000,000 on December 18, 2013.
450. SNS issued LOW an invoice for the SAINT GEORGES PAINTING, stating
that LOW owed SNS an initial down payment of $5,000,000 on or before December 25,
2013. The remaining $30,000,000 was due on or before January 31, 2014.
451. On December 20, 2013, LOW sent an email to the SNS Employee asking,
“Wld you be kind enough to send me an image of this artwork so I can show my family?
Thank you.”
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452. On December 22, 2013, the SNS Employee sent an email to LOW stating in
pertinent part, “Dear Jho, Congratulations on acquiring Monet’s stunning “Saint-Georges
Majeur’ . . . which, as you know, once belonged to the Art Institute of Chicago and is
also on the cover of Phillipe Piguet’s book, ‘Monet et Venise.’”
453. LOW paid for the VAN GOGH ARTWORK using funds diverted from the
2013 bond sale. As noted in Paragraphs 404-405 above: (i) a wire in the amount of
$378,000,000 was sent from the Tanore Account to the Granton Account on March 25,
2013; and (ii) three wires totaling $518,500,000 were sent from the Granton Account to
the Dragon Market Account between March 25, 2013 and November 6, 2013.
454. As noted above in Paragraph 406, between April 25, 2013 and November 8,
2013, four wires totaling $476,300,000 were sent from the Dragon Market Account to
the Dragon Dynasty Account. This included a wire in the amount of $9,800,000 on or
about September 10, 2013. Three days later, on or about September 13, 2013, a wire of
$9,300,000 was sent from the Dragon Dynasty Account to the ADKMIC BSI Account.
That same day, $9,300,000 was sent from the ADKMIC BSI Account to the LOW BSI
Account.
455. As noted in Paragraph 408 above, LOW also received funds into his
personal account at BSI Bank in Singapore indirectly from the Dragon Dynasty Account
via his father’s account. On or about November 12, 2013, $248,500,000 was wired from
the Dragon Dynasty Account to the LHP Account, which, on the same day, transferred
$235,500,000 to the LOW BSI Account.
456. On December 23, 2013, a $5,000,000 wire was sent from the LOW BSI
Account to SNS Fine Arts’ account at J.P. Morgan Chase in connection with the
purchase of the SAINT GEORGES PAINTING.
457. On December 23, 2013, the SNS Employee sent an email to LOW
confirming that SNS received the $5 million payment. The subject line of the email
read, “Re: Fw: Swift advice on USD 5 mio value 23.12.2013.” The email stated in
pertinent part, “Dear Jho— I just received notification that the $5M are pending in our
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account. Congratulations, it’s a marvelous painting. I would love to send you a copy of
the Monet in Venice book, should I send it to the address of your invoice in HK?”
458. On February 5, 2014, a wire for $30,000,000 was sent from the LOW BSI
Account to SNS Fine Arts’ account at J.P. Morgan Chase.
459. On January 28, 2014, the SNS employee sent an email to LOW. The email
read in relevant part, “Dear Jho, . . . We are currently preparing the crate and shipment
for Claude Monet’s stunning Venice view ‘Saint-Georges Majeur’. Could you kindly
confirm the name, address and contact information of where you would like us to
arrange to send it please.” The following day, LOW responded to the SNS employee
and informed him that he would like to have the painting placed in LOW’s storage in
“Geneva Free Port,” in Switzerland.
460. The SAINT GEORGES PAINTING was one of the pieces of art that LOW
used as collateral to secure the loan from Sotheby’s Financial to Triple Eight in April
2014, as referenced in Paragraph 445. After the balance of that loan was paid through
the sale of other pledged artwork, as set forth in Paragraph 447, Sotheby’s released its
security interest in the SAINT GEORGES PAINTING. As of June 7, 2016, Sotheby’s
still had the SAINT GEORGES PAINTING in its possession.
M. LOW PURCHASED THE NYMPHEAS PAINTING USING 1MDB
FUNDS FUNNELED THROUGH THE DRAGON MARKET AND
DRAGON DYNASTY ACCOUNTS
461. LOW used funds traceable to the Tanore Phase in 2013 to acquire the
NYMPHEAS PAINTING, a 130 x 200 cm oil on canvas painting entitled “Nympheas
avec Reflets de Hautes Herbes.” The painting was stamped “Claude Monet” in the lower
right-hand corner of the painting.
462. LOW purchased the NYMPHEAS PAINTING on June 23, 2014, from
Sotheby’s for a purchase price of £33,829,500 British Pounds (“GBP”) (equivalent to
approximately $57.5 million).
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463. As noted in Paragraphs 404-405 above: (i) a wire in the amount of
$378,000,000 was sent from the Tanore Account to the Granton Account on March 25,
2013; and (ii) three wires totaling $518,500,000 were sent from the Granton Account to
the Dragon Market Account between March 25, 2013 and November 6, 2013.
464. As noted above in Paragraph 406, between April 25, 2013 and November 8,
2013, four wires totaling $476,300,000 were sent from the Dragon Market Account to
the Dragon Dynasty Account. This included a wire in the amount of $9,800,000 on or
about September 10, 2013. Three days later, on or about September 13, 2013, a wire of
$9,300,000 was sent from the Dragon Dynasty Account to the ADKMIC BSI Account.
That same day, $9,300,000 was sent from the ADKMIC BSI Account to the LOW BSI
Account.
465. As noted in Paragraph 408 above, LOW also received funds into his
personal account at BSI Bank in Singapore indirectly from the Dragon Dynasty Account
via his father’s account. On or about November 12, 2013, $248,500,000 was wired from
the Dragon Dynasty Account to the LHP Account, which, on the same day, transferred
$235,500,000 to the LOW BSI Account.
466. On July 31, 2014, a wire for £3,183,997 GBP (equivalent to approximately
$5.4 million) was sent from the LOW BSI Account to an account maintained by
Sotheby’s as an initial payment for the NYMPHEAS PAINTING.
467. On October 21, 2014, another wire for $65,000,000 was sent from the
Dragon Market Account to the Dragon Dynasty Account. This wire was processed
through a U.S. correspondent bank account at J.P. Morgan Chase.19
468. Two days later, on October 23, 2014, a wire for $65,000,000 was sent from
the Dragon Dynasty Account to the LOW BSI Account. That same day, a wire for
£28,500,000 GBP (equivalent to approximately $45.7 million) was wired from the LOW
19 On October 16, 2014, a wire for $72,510,000 was sent from an account in the name of TKIL Capital Partners Ltd. at AmiCorp Bank in Barbados to the Dragon Market Account.
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BSI Account to Sotheby’s in the United Kingdom to acquire the NYMPHEAS
PAINTING.
469. On or about March 17, 2015, LOW, Triple Eight, and Sotheby’s Financial
executed an amendment to the April 2014 loan agreement discussed in Paragraph 445
(“Loan Amendment”). Among other things, the Loan Amendment extended the maturity
date of the loan, released certain pledged artwork, and added additional artwork as
collateral to secure the original loan. The NYMPHEAS PAINTING was among the
works of art that LOW added as collateral in that Loan Amendment. Pursuant to the
Loan Amendment, LOW was required to surrender possession of the NYMPHEAS
PAINTING to Sotheby’s. After the balance of the loan was paid through the sale of
other pledged artwork, as set forth in Paragraph 447, Sotheby’s released its security
interest in the NYMPHEAS PAINTING. As of June 7, 2016, Sotheby’s still had the
NYMPHEAS PAINTING in its possession.
N. QUBAISI ACQUIRED THE WALKER TOWER PENTHOUSE
USING FUNDS DIVERTED THROUGH THE AABAR-BVI SWISS
ACCOUNT
470. Funds traceable to the proceeds of the 2012 bond sales, which were diverted
from 1MDB and/or IPIC, were used by QUBAISI to acquire a penthouse condominium
unit in the Walker Tower in New York, New York. The property was purchased by an
entity called 212 West 18th Street LLC on January 21, 2014 for approximately
$50,912,500. Greenberg Traurig, LLP, a U.S.-based law firm, represented 212 West
18th Street LLC in connection with the purchase.
471. As noted in Paragraphs 143-154 above, beginning on or about May 22,
2012, the Aabar-BVI Swiss Account received approximately $1.367 billion in funds
traceable to the 2012 bond sales. And, as set forth in Section III.D above, between May
and November 2012, Aabar-BVI, of which QUBAISI was a purported director, sent five
wires totaling approximately $637,000,000 from its account at BSI Lugano in
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Switzerland to the Blackstone Account at Standard Chartered in Singapore. On or about
October 24, 2012, Aabar-BVI also caused an additional $366,000,000 to be sent to
Blackstone via intermediaries.
472. As described in Paragraph 181 above, between on or about May 29, 2012,
and November 30, 2012, four wires totaling $472,750,000 were sent from the Blackstone
Account to the Vasco Account.
473. On or about February 20, 2013, $20,750,000 was wired from the Good Star
Account to the Vasco Account.
474. On October 28, 2013, a wire of $15,000,000 was sent from the Vasco
Account to an account at Citibank in the United States maintained by Greenberg Traurig.
The payment details on the wire read: “WALKER TOWER, PH1 CLIENT/MATTER
NO: 148376/010100 ATTORNEY NAME:” followed by the name of the attorney at
Greenberg Traurig who represented the buyer in the transaction.
475. On January 21, 2014, another wire of $36,596,281 was sent from the Vasco
Account to the same Citibank account maintained by Greenberg Traurig. The payment
details on the wire indicated, in relevant part: “WALKER TOWER ON BEHALF AL
QUBAISI FAMILY TRUST FOR LOAN TO AL QUBAISI212 WEST 18 STREET
LLC”; the payment details also included the name of the attorney at Greenberg Traurig
who represented the buyer in the transaction.
476. On October 30, 2013, QUBAISI entered into a Purchase Agreement with
“SMJ 210 West 18 LLC,” a Delaware limited liability company, for the purchase of
THE WALKER TOWER PENTHOUSE for the price of $50,000,000. The agreement is
signed by QUBAISI as the purchaser.
477. On January 21, 2014, QUBAISI assigned his interest in the Purchase
Agreement to “212 West 18th Street LLC f/k/a Al Qubaisi 212 West 18th Street LLC.”
QUBAISI signed on behalf of himself as the assignor, and also on behalf of “Al Qubaisi
212 West 18th Street LLC” as the assignee. Neil Moffitt (“Moffitt”) signed as the
Manager of “Al Qubaisi 212 West 18th Street LLC.”
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478. The property was purchased by “212 West 18th Street LLC” by deed dated
January 21, 2014, for a purchase price of $50,912,500. Moffitt signed as the Manager of
“212 West 18th Street LLC.” Moffitt manages or managed several properties on behalf
of QUBAISI.
479. On March 9, 2015, $158,664.71 was transferred from the Vasco Account to
an account at J.P. Morgan Chase maintained by Moffitt. Payment details on the wire
read: “WALKER TOWER COMPLETE EXPENSES . . . TOTAL TO 2.20.2015.”
O. QUBAISI ACQUIRED THE LAUREL BEVERLY HILLS MANSION
USING FUNDS DIVERTED THROUGH THE AABAR-BVI SWISS
ACCOUNT
480. As described below, QUBAISI used funds from the Vasco Account, which
are traceable to the proceeds of the 2012 bond sales, to purchase THE LAUREL
BEVERLY HILLS MANSION in Beverly Hills, California. The property was
purchased for $31,000,000 on or about February 5, 2014, by Laurel Beverly Hills
Holdings LLC, a Delaware limited liability company. The property is currently on the
market and is listed for $38,000,000.
481. On or about January 10, 2014, QUBAISI transferred $930,000 from an
account at Falcon Bank in Switzerland held in his name to an account at Chase
Manhattan Bank belonging to Escrow of the West. The Buyer’s Final Settlement
Statement for the property acquisition, dated February 5, 2014, characterizes this transfer
as a deposit for the purchase of the LAUREL BEVERLY HILLS MANSION “from
Khadem Al-Qubaisi FBO Neil Moffitt.”
482. On or about January 30, 2014, $31,050,387.75 was wired from the Vasco
Account to an account at City National Bank in New York held in the name Escrow of
the West. The wire notations indicate: “7 M. FOR EQUITY TO AL QUBAISI
WALKER TOWER TRUST AND 24 M. FOR LOAN CONTRIB. FROM AL QUBAISI
TO LAUREL BEVERLY HOLDING LLC.”
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483. Escrow of the West recorded a deposit of $31,050,387.75 for the purchase
of the LAUREL BEVERLY HILLS MANSION from Vasco Investments “FBO Laurel
Beverly” on the Buyer’s Final Settlement Statement for the property acquisition.
484. LAUREL BEVERLY HILLS MANSION was purchased by Laurel Beverly
Hills Holdings LLC by deed dated January 14, 2014, which was recorded in the land
records on February 5, 2014. The purchase price was $31,000,000. Neil Moffitt was an
authorized signor for Laurel Beverly Hills Holdings LLC.
P. QUBAISI ACQUIRED HILLCREST PROPERTY 2 USING FUNDS
DIVERTED THROUGH THE AABAR-BVI SWISS ACCOUNT
485. QUBAISI used funds traceable to the proceeds of the 2012 bond sales to
purchase HILLCREST PROPERTY 2 in Beverly Hills, California. The property was
purchased on or about March 24, 2014 by 1169 Hillcrest LLC, a Nevada limited liability
company, for $15,000,000.
486. On or about March 21, 2014, $14,749,071.51 was wired from the Vasco
Account to an account at First American Trust, F.F.B. in the United States, held in the
name of First American Title Company. The payment details on the wire contain the
address for HILLCREST PROPERTY 2.
487. First American Title Company is the title company used in connection with
the acquisition of HILLCREST PROPERTY 2. First American Title Company recorded
the receipt of a deposit in the amount of $14,749,071.51 from Vasco Investments on
March 21, 2014 for the purchase of HILLCREST PROPERTY 2.
488. Land records maintained by the LA Recorder’s Office show that a Nevada
limited liability company called 1169 Hillcrest LLC purchased the property by deed
dated March 20, 2014, which was recorded in the land records on March 24, 2014.
489. According to the final closing statement for the transaction, dated March 24,
2014, 1169 Hillcrest LLC acquired the property for the purchase price of $15,000,000.
This included a deposit of $14,749,071.51 from First American Title Company.
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490. The Operating Agreement for 1169 Hillcrest LLC, dated March 20, 2014,
lists Neil Moffitt as the manager and sole member of the entity.
491. On or about January 8, 2016, a wire of $490,522.79 was sent from the
Vasco Account to an account at J.P. Morgan Chase in the United States held in the name
of 1169 Hillcrest LLC. The wire details read: “OUTSTANDING INVOICES FOR
WALKER TOWER (USD 26.194,81) AND BEVERLY LAUREL (USD 463.327,98)
PERIOD FROM SEPTEMBER TO DECEMBER.”
Q. AZIZ ACQUIRED THE QENTAS TOWNHOUSE & PARKING
SPACE 2 USING FUNDS DIVERTED THROUG THE AABAR-BWI
SWISS ACCOUNT
492. Funds traceable to proceeds of the 2012 bond sales were used by AZIZ to
purchase the QENTAS TOWNHOUSE, Belgravia, London, United Kingdom – together
with a leasehold for PARKING SPACE 2. The property was purchased by Qentas
Holdings Limited on or about July 12, 2012, for £23,250,000. In accounting records for
AZIZ, the amount he paid for the QENTAS TOWNHOUSE is recorded as equivalent to
$41,799,886.
493. As noted in Paragraphs 203 and 206 above, on or about June 18, 2012,
Aabar-BVI transferred $133,000,000 in funds traceable to the proceeds of the 2012
Project Magnolia bond sale to AZIZ’s Red Granite Capital Account at BSI Bank in
Singapore. On or about June 20, 2012—approximately two days later—AZIZ
transferred $58,500,000 from his Red Granite Capital Account to the Shearman IOLA
Account at Citibank.
494. One day later, on June 21, 2012, the Shearman IOLA Account wired
$43,000,000 from the same Shearman IOLA Account funds held on behalf of AZIZ to
an account maintained by Shearman & Sterling’s London office.
495. A purchase agreement for the QENTAS TOWNHOUSE was signed on July
2, 2012. An entity called “Lygon Place (London) Limited,” is listed as the seller; Qentas
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Holdings Limited (“Quentas”), a British Virgin Islands entity, is listed as the purchaser;
and Shearman & Sterling’s London office is listed as the purchaser’s counsel. The
purchase price was £23,250,000.
496. Qentas acquired the QENTAS TOWNHOUSE from “Lygon Place
(London) Limited” by deed dated July 27, 2012, for £23,250,000. AZIZ signed the deed
on behalf of Qentas, and the Red Granite Business Manager signed as a witness.
497. Qentas also acquired leasehold rights to PARKING SPACE 2 as part of the
transaction. Closing documents indicate that a lease agreement was originally entered on
August 9, 2010 between O & H Properties Developments Limited and “Lygon Place
(London) Limited,” the entity that sold the property to Qentas. The lease agreement
granted “Lygon Place (London) Limited” a 999 year lease, beginning on January 1,
2009, to Parking Space 2 for rent of “a peppercorn per annum.” “Lygon Place (London)
Limited” conveyed this leasehold interest to Qentas by the same deed that transferred
title to the QENTAS TOWNHOUSE.
498. AZIZ claimed beneficial ownership of Qentas in his 2012 tax return. That
tax return lists a Los Angeles address for Qentas.
FOREIGN LAW BASES FOR FORFEITURE
499. Misappropriating public funds by a public official is a criminal offense
under Malaysian law, as enumerated by the Penal Code of Malaysia, including but not
limited to sections 403 (dishonest misappropriation of property), 405 (criminal breach of
trust), 409 (criminal breach of trust by public servant or agent), 166 (Public servant
disobeying a direction of the law, with intent to cause injury to any person (including a
company)), 415 (cheating), 418 (cheating with knowledge that wrongful loss may be
thereby caused to a person whose interest the offender is bound to protect), and 420
(cheating and dishonestly inducing delivery of property); and the Malaysian Anti-
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Corruption Act 2009, including sections 16, 17, and 23. Copies of these laws are set
forth in Attachment A.
500. Bank fraud is a criminal offense under Malaysian law, as enumerated by the
Penal Code of Malaysia, including but not limited to section 415 (cheating), 418
(cheating with knowledge that wrongful loss may be thereby caused to a person whose
interest the offender is bound to protect), and 420 (cheating and dishonestly inducing
delivery of property).
501. Misappropriating public funds by a public official is a criminal offense
under U.A.E. law, as enumerated in Federal Law No. (3) of 1987 on Issuance of the
Penal Code, including but not limited to Articles 224, 225, 227, 228, 229, and 399.
Copies of these laws, translated into English, are set forth in Attachment A.
FIRST CLAIM FOR RELIEF
(18 U.S.C. § 981(a)(1)(C))
502. Paragraphs 1 through 501 above are incorporated by reference as if fully set
forth herein.
503. The Defendant Asset is property that constitutes, and is derived from,
proceeds traceable to one or more violations of: (i) a foreign offense involving the
misappropriation of public funds by or for the benefit of a public official (18 U.S.C.
§ 1956(c)(7)(B)(iv)); (ii) fraud by or against a foreign bank (18 U.S.C.
§ 1956(c)(7)(B)(iii)); (iii) wire fraud (18 U.S.C. § 1343); and/or (iv) international
transportation or receipt of stolen or fraudulently obtained property (18 U.S.C. § 2314),
and receipt of stolen money (18 U.S.C. § 2315), each of which is a specified unlawful
activity under 18 U.S.C. §§ 1956(c)(7)(A), 1956(c)(7)(B)(iv) and 1956(c)(7)(D), and a
conspiracy to commit such offenses.
504. The Defendant Asset is therefore subject to forfeiture to the United States
pursuant to 18 U.S.C. § 981(a)(1)(C).
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SECOND CLAIM FOR RELIEF
(18 U.S.C. § 981(a)(1)(A))
505. Paragraphs 1 through 501 above are incorporated by reference as if fully set
forth herein.
506. The Defendant Asset was involved in, and is traceable to property involved
in, one or more transactions or attempted transactions in violation of section 18 U.S.C.
§ 1957 and a conspiracy to commit such offenses in violation of section 18 U.S.C.
§ 1956(h). Specifically, the Defendant Asset was involved in and is traceable to
property involved in one or more financial transactions, attempted transactions, and a
conspiracy to conduct or attempt to conduct such transactions in criminally derived
property of a value greater than $10,000 that was derived from specified unlawful
activities, that is: (i) a foreign offense involving the misappropriation of public funds by
or for the benefit of a public official (18 U.S.C. § 1956(c)(7)(B)(iv)); (ii) fraud by or
against a foreign bank (18 U.S.C. § 1956(c)(7)(B)(iii)); (iii) wire fraud (18 U.S.C.
§ 1343); and/or (iv) international transportation or receipt of stolen or fraudulently
obtained property (18 U.S.C. § 2314), and receipt of stolen money (18 U.S.C. § 2315).
507. The Defendant Asset is therefore subject to forfeiture pursuant to 18 U.S.C.
§ 981(a)(1)(A).
THIRD CLAIM FOR RELIEF
(18 U.S.C. § 981(a)(1)(A))
508. Paragraphs 1 through 501 above are incorporated by reference as if fully set
forth herein.
509. The Defendant Asset was involved in, and is traceable to property involved
in, one or more transactions, or attempted transactions in violation of section 18 U.S.C.
§ 1956(a)(1)(B)(i) and a conspiracy to commit such offenses in violation of section 18
U.S.C. § 1956(h). Specifically, the Defendant Asset was involved in and is traceable to
property involved in one or more financial transactions, attempted transactions, and a
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conspiracy to conduct or attempt to conduct such transactions involving the proceeds of
specified unlawful activity, that is: (i) a foreign offense involving the misappropriation
of public funds by or for the benefit of a public official (18 U.S.C. § 1956(c)(7)(B)(iv));
(ii) fraud by or against a foreign bank (18 U.S.C. § 1956(c)(7)(B)(iii)); (iii) wire fraud
(18 U.S.C. § 1343); and/or (iv) international transportation or receipt of stolen or
fraudulently obtained property (18 U.S.C. § 2314), and receipt of stolen money (18
U.S.C. § 2315), and were designed in whole or in part to conceal or disguise the nature,
the location, the source, the ownership or the control of the proceeds of the specified
unlawful activities in violation of 18 U.S.C. § 1956(a)(1)(B)(i).
510. The Defendant Asset is therefore subject to forfeiture pursuant to 18 U.S.C.
§ 981(a)(1)(A).
FOURTH CLAIM FOR RELIEF
(18 U.S.C. § 981(a)(1)(A))
511. Paragraphs 1 through 501 above are incorporated by reference as if fully set
forth herein.
512. The Defendant Asset was involved in, and is traceable to property involved
in, one or more transactions or attempted transactions in violation of section 18 U.S.C.
§ 1956(a)(2)(B) and a conspiracy to commit such offenses in violation of section 18
U.S.C. § 1956(h). Specifically, the Defendant Asset was involved in and are traceable to
funds that were and were attempted to be, transported, transmitted, or transferred, and a
conspiracy to transport, transmit, or transfer, to a place in the United States from or
through a place outside the United States, with the knowledge that the funds involved in
the transportation, transmission, or transfer represented the proceeds of some form of
unlawful activity and knowledge that such transportation, transmission, or transfer was
designed in whole or in part to conceal or disguise the nature, the location, the source,
the ownership, or the control of the proceeds of specified unlawful activities, that is: (i) a
foreign offense involving the misappropriation of public funds by or for the benefit of a
public official (18 U.S.C. § 1956(c)(7)(B)(iv)); (ii) fraud by or against a foreign bank (18
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U.S.C. § 1956(c)(7)(B)(iii)); (iii) wire fraud (18 U.S.C. § 1343); and/or (iv) international
transportation or receipt of stolen or fraudulently obtained property (18 U.S.C. § 2314),
and receipt of stolen money (18 U.S.C. § 2315).
513. The Defendant Asset is therefore subject to forfeiture pursuant to 18 U.S.C.
§ 981(a)(1)(A).
WHEREFORE, plaintiff United States of America prays that:
(a) due process issue to enforce the forfeiture of the Defendant Asset;
(b) due notice be given to all interested parties to appear and show cause why
forfeiture should not be decreed;
(c) this Court decree forfeiture of the Defendant Asset to the United States of
America for disposition according to law; and
(d) for such other and further relief as this Court may deem just and proper,
together with the costs and disbursements of this action.
Dated: July 20, 2016 Respectfully submitted,
M. KENDALL DAY Chief, AFMLS
EILEEN M. DECKER United States Attorney
/s/John J. Kucera JOHN J. KUCERA CHRISTEN A. SPROULE Assistant United States Attorneys
WOO S. LEE Deputy Chief, AFMLS KYLE R. FREENY Trial Attorney, AFMLS
Attorneys for Plaintiff UNITED STATES OF AMERICA
Case 2:16-cv-05362 Document 1 Filed 07/20/16 Page 135 of 136 Page ID #:135
Case 2:16-cv-05362 Document 1 Filed 07/20/16 Page 136 of 136 Page ID #:136
12. Link utili
Le ultime Relazioni d’esercizio di BSIhttps://www.bsibank.com/Download.html#tab-02
Il Department of Justice su BSI (30.03.2015)https://www.justice.gov/opa/pr/bsi-sa-lugano-switzerland-first-bank-reach-resolution-under-justice-department-s-swiss-bank
Il Department of Justice su 1MDB (20.07.2016)https://www.justice.gov/opa/pr/united-states-seeks-recover-more-1-billion-obtained-corruption-involving-malaysian-sovereign
Comunicato MPC – BSI per 1MDB (24.05.2016)https://www.admin.ch/gov/it/pagina-iniziale/documentazione/comunicati-stampa.msg-id-61830.html
Il Sarawak Reporthttp://www.sarawakreport.org/
La Fondazione Bruno Manserhttp://www.bmf.ch/fr/homepage/