Alcoa World Alumina, a majority-owned and controlled global alumina sales company of Alcoa Inc., will plead guilty and pay $223 million in criminal fines and forfeiture to resolve charges that it paid millions of dollars in bribes through an international middleman in London to officials of the Kingdom of Bahrain, in violation of the Foreign Corrupt Practices Act (FCPA).
Alcoa was represented by Evan Chesler of Cravath Swaine & Moore in New York City.
“Alcoa World Alumina today admits to its involvement in a corrupt international underworld in which a middleman, secretly held offshore bank accounts, and shell companies were used to funnel bribes to government officials in order to secure business,” said Criminal Division Chief General Mythili Raman. “The law does not permit companies to avoid responsibility for foreign corruption by outsourcing bribery to their agents, and, as today’s prosecution demonstrates, neither will the Department of Justice.”
Alcoa World Alumina will plead guilty in Pittsburgh to one count of violating the anti-bribery provisions of the FCPA in connection with a 2004 corrupt transaction, to pay a criminal fine of $209 million, and to administratively forfeit $14 million.
As part of the plea agreement, Alcoa Inc. will maintain and implement an enhanced global anti-corruption compliance program.
Alcoa also settled with the Securities and Exchange Commission (SEC) and will pay an additional $161 million in disgorgement, bringing the total amount of U.S. criminal and regulatory penalties to be paid by Alcoa and Alcoa World Alumina to $384 million.
It was the fourth largest overall FCPA settlement with the federal government behind Siemens ($800 million on December 15, 2008), KBR & Halliburton ($579 million on February 11, 2009), and Total S.A. ($398.2 million on May 29, 2013).
Federal officials alleged that Alcoa of Australia, another Alcoa-controlled entity, originally secured a long-term alumina supply agreement with Aluminium Bahrain B.S.C. (Alba), an aluminium smelter controlled by the government of Bahrain.
At the request of certain members of Bahrain’s Royal Family who controlled the tender process, Alcoa of Australia inserted a London-based middleman with close ties to certain Royal Family members as a sham sales agent and agreed to pay him a corrupt commission intended to conceal bribe payments, according to court papers.
Over time, Alcoa of Australia expanded the relationship with the middleman to begin invoicing increasingly larger volumes of alumina sales through his shell companies, which permitted the middleman to make larger bribe payments to certain government officials, federal officials alleged..
In 2004, Alcoa World Alumina corruptly secured a long-term alumina supply agreement with Alba by agreeing to purportedly sell over 1.5 million metric tons of alumina to Alba through offshore shell companies owned by the unidentified middleman.
The sham distributorship permitted Consultant A to mark up the price of alumina by approximately $188 million from 2005 to 2009, the duration of the corrupt supply agreement.
Federal officials alleged that the middleman used the mark-up to pay tens of millions in corrupt kickbacks to Bahraini government officials, including senior members of Bahrain’s Royal Family.
To conceal the illicit payments, the middleman and the government officials used various offshore bank accounts, including accounts held under aliases, at several major financial institutions around the world, including in Guernsey, Luxembourg, Liechtenstein and Switzerland.
The plea agreement and related court filings acknowledge Alcoa’s current financial condition as a factor relevant to the size of the criminal fine, as well as Alcoa’s and Alcoa World Alumina’s extensive cooperation with the department, including conducting an extensive internal investigation, making proffers to the government, voluntarily making current and former employees available for interviews, and providing relevant documents to the department.
Court filings also acknowledge subsequent anti-corruption remedial efforts undertaken by Alcoa.