Unites States of America v. Apple, Inc. et al
Filing
424
DECLARATION of Michael R. Bromwich in Opposition re: 416 Order,,,,,,. Document filed by United States of America. (Attachments: # 1 Exhibits A-Z to Declaration of Michael R. Bromwich, # 2 Exhibits AA-PP to Declaration of Michael R. Bromwich)(Buterman, Lawrence)
BROMWICH EXHIBIT AA
From:
Sent:
To:
Cc:
Subject:
Michael Bromwich [michael.bromwich@bromwichgroup.com]
Monday, November 11, 2013 11:34 AM
Boutrous Jr., Theodore J.; Carroll, Sarah
Nigro, Barry; Cirincione, Maria; Swanson, Daniel G.; Richman, Cynthia
Re: Apple -- Expense Guidelines
Ted, let's see if we can make some progress on a phone call this afternoon rather than exchanging
additional e-mails. We don't think a slate of interviews and meetings next week, almost a full month
after we identified it as the time we would like to begin our on site work, is at all unreasonable,
especially because we have made clear that we will understand if some of the people we want to meet
are unavailable next week. I'm hopeful that we can work something out that isn't overly burdensome
to the company but that doesn't cause us further delay. I think we can.
Please let us know what times this afternoon would work for you. Thanks.
MRB
On Mon, Nov 11, 2013 at 10:48 AM, Boutrous Jr., Theodore J. wrote:
Dear Michael:
I am very surprised and disappointed in your email below. I thought that we had set things on a
productive and collaborative path in our call last week and with my follow up list of potential
interviewees (which was much broader and longer than the one I had suggested during the cordial
November 6 call). During our call, I specifically noted that the week of November 18 might not be
feasible or convenient and suggested that the week of December 2 (the week after the intervening
Thanksgiving holiday week) might work well. When I then followed up and proposed December 2,
you responded in your November 7 email that you would be in Europe the week of December 2 and
had some other scheduling conflicts that week and the week of December 9. I then simply wrote back
and asked if you could reshuffle your schedule so that we could make the December 9 timeframe
work.
Your response below was not in the spirit of our efforts and offer to host you at Apple
headquarters for a full slate of interviews and provide other information well in advance of the date on
which your review of the new compliance and training programs is to commence under the Final
Judgment (January 14). As set forth in my October 31 letter, Judge Cote and the Final Judgment could
not have been clearer regarding the timing and scope of your review and the need to avoid unduly
intruding on Apple’s business operations. The Final Judgment is also clear that any “interview [is] to
be subject to the reasonable convenience of such personnel….” Final Judgment at VI.G.1. Contrary to
your suggestions below, and as Apple’s General Counsel Bruce Sewell made clear in his letter to you
and I emphasized when we spoke and in my letter to you and in my conversations with the Justice
Department and States on these issues, Apple takes its obligations and responsibilities under the Final
Judgment very seriously. To that end, and among the other things it is doing on this front, Apple has
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made a reasonable proposal regarding the requested interviews and for working collaboratively and
productively with you. Under the circumstances, your demands and approach are unreasonable,
unnecessary and unwarranted, and go well beyond the scope of the Final Judgment and Judge Cote’s
guidance.
Ted
Theodore J. Boutrous Jr.
GIBSON DUNN
Gibson, Dunn & Crutcher LLP
333 South Grand Avenue, Los Angeles, CA 90071-3197
Tel +1 213.229.7804 • Fax +1 213.229.6804
TBoutrous@gibsondunn.com • www.gibsondunn.com
From: Michael Bromwich [mailto:michael.bromwich@bromwichgroup.com]
Sent: Saturday, November 09, 2013 2:48 PM
To: Boutrous Jr., Theodore J.
Cc: Nigro, Barry; Cirincione, Maria; Swanson, Daniel G.; Richman, Cynthia; scarroll@robbinsrussell.com
Subject: Re: Apple -- Expense Guidelines
Ted,
This is a very disappointing response, and very much at odds with what my understanding was during
and after our call last Wednesday. The company was put on notice on October 22 that we intended to
make our initial visit the week of November 18. Your response suggests that our request was not -and is not -- taken seriously by the company. Apple is a can-do company, and I am confident that
they can pull this together. If they maintain that they cannot, that suggests to me that they do not
take its obligations and my responsibilities under the Final Judgment very seriously. The questions
below need only be answered if the company maintains that that it unable to comply with our request
for a series of interviews and meetings the week of November 18.
Please advise which of the 15 people (Sewell, Moyer, Levoff, Vetter, Andeer, Said, Persamperi, Moerer,
McDonald, Cook, Schiller, Cue) identified in your e-mail and my response are unavailable for as little
as an hour any day the week of November 18 (Monday through Friday). Be prepared to support any
representations concerning their unavailability with detailed copies of their schedules for that entire
week.
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Please confirm that contact has been made with the 2-3 Board members identified in my e-mail who
appear to work in the vicinity of Apple's headquarters, and that they are also unavailable for a
meeting/interview of similar length.
Please advise which of the subjects identified in my recent e-mail cannot be addressed in a
presentation/discussion (with almost two weeks notice) and why that is the case.
I remain willing to upend my schedule and make the trip this coming week rather than the week of
November 18 if that will mean the company is better able to comply with our quite reasonable
requests. I am not prepared to drag things out any longer than that.
Thanks.
MRB
On Sat, Nov 9, 2013 at 4:01 PM, Boutrous Jr., Theodore J. wrote:
Michael:
I have now heard back and, unfortunately, that week is very bad in terms of scheduling.
I know you will be out of the country the week of December 2, but we would very much appreciate it if
you could work on your scheduling conflicts the week of December 9 and make the trip that week.
Apple will be able to have a full slate of interviewees for you to meet with that week along the lines of
my prior email and the new ACO will have had time to get acclimated and up and running. This will
get things off to a strong start and would be much better from the standpoints of efficiency and
effectiveness. It doesn’t make sense to have you fly all the way to California only to meet with a few
people the week of November 18. In the meantime, we can start getting you some of the information
you have requested. We are also working on a new confidentiality arrangement based on the protective
order. Can we make this work?
Theodore J. Boutrous Jr.
GIBSON DUNN
Gibson, Dunn & Crutcher LLP
333 South Grand Avenue, Los Angeles, CA 90071-3197
3
BROMWICH EXHIBIT AA
Tel +1 213.229.7804 • Fax +1 213.229.6804
TBoutrous@gibsondunn.com • www.gibsondunn.com
From: Michael R. Bromwich [mailto:michael.bromwich@bromwichgroup.com]
Sent: Saturday, November 09, 2013 11:30 AM
To: Boutrous Jr., Theodore J.
Cc: Nigro, Barry; Cirincione, Maria; Swanson, Daniel G.; Richman, Cynthia; scarroll@robbinsrussell.com
Subject: Re: Apple -- Expense Guidelines
Thanks, Ted. We appreciate it. We will plan to fly in late Sunday and be ready to go first thing Monday
morning unless a Tuesday start would be significantly better for the company.
Also, we would be grateful for any of the materials we originally requested October 22.
Best.
MRB
On Nov 9, 2013, at 2:13 PM, "Boutrous Jr., Theodore J." wrote:
Checking to see what can be pulled together for that week Will report back
Theodore J. Boutrous Jr.
GIBSON DUNN
Gibson, Dunn & Crutcher LLP
333 South Grand Avenue, Los Angeles, CA 90071-3197
Tel +1 213.229.7804 • Fax +1 213.229.6804
TBoutrous@gibsondunn.com • www.gibsondunn.com
From: Michael Bromwich [mailto:michael.bromwich@bromwichgroup.com]
Sent: Thursday, November 07, 2013 12:58 PM
To: Boutrous Jr., Theodore J.
Cc: Nigro, Barry; Cirincione, Maria; Swanson, Daniel G.
Subject: Re: Apple -- Expense Guidelines
Thanks, Ted. Let's keep trying for the week of November 18. The following two weeks
are bad for me -- I'm out of the country and otherwise committed the week of December
2 and have some real scheduling difficulties the following week as well. And then we're
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into the holidays when we can expect people to be traveling everywhere.
We have always understood that we would not be able to grab everyone we would like to
meet or interview the week of the 18th, but let's resolve to do the best we can. The list
you have generated is an excellent start.
In addition to the people on this list, all of whom we want to meet/interview either the
week of the 18th or at some point soon thereafter, we would like to interview/meet Tim
Cook, Phil Schiller, and Eddie Cue. If there are other Senior VPs who touch antitrustrelated issues in a meaningful way, we would like to add them to the list as well.
In addition, we would be very interested in gathering information while we are out there
on the following.
1. A discussion of the overall compliance structure at Apple -- spheres of responsibility,
reporting structure, and personnel involved in compliance.
2. Overview of the compliance activities that were commenced after the Final
Judgment, as referred to in Bruce Sewell's November 4 letter.
3. Overview of the structure and operation of the Risk Management Committee.
4. Overview of the role of the Audit Committee in compliance
5. Overview of the evaluative tools -- e.g., outside audits and reviews -- currently used to
review and monitor the compliance program.
6. Discussion of the tools and methods currently used within the company to promote
compliance.
7. Structure for reporting and investigating suspected compliance violations (antitrust
and other issues).
8. Existing system for imposing discipline on company personnel who violate
compliance policies.
9. Mechanisms for reporting compliance violations and preventing retaliation.
These are just a few ideas about topics that I have found very worthwhile to explore at
the outset of monitoring. I will leave to Apple which of these it wants to take up the
week of 11/18 and which it would prefer to defer until our next trip -- realistically,
probably in early January. I am open to interviewing people who are the most
knowledgeable on these subjects, or receiving presentations, which can then be later
followed up on with interviews. I want to be as flexible as possible about this, but I have
no doubt we will be able to usefully fill 2-3 days the week of 11/18.
We would also very much ask for the company's assistance in arranging interviews with
its Board members. In addition to Mr. Cook, I note that Mr. Levenson and Mr.
Campbell, both of whom are members of the Audit Committee, are based in Mountain
View (Campbell) and South San Francisco (Levenson). My understanding is that Mr.
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Gore either lives of frequently visits Northern California. If one or more of these outside
directors are available the week of the 18th, we would very much like to meet with them.
Thanks very much for your continued assistance and cooperation on this.
Best.
MRB
On Thu, Nov 7, 2013 at 3:16 PM, Boutrous Jr., Theodore J.
wrote:
Thank you Michael. I look forward to reviewing this and very much appreciated our call
yesterday. The week of November 18 is looking bad from a scheduling standpoint (including
because the new Antitrust Compliance Officer will be officially starting work that week and a
number of other folks will be traveling), so we would like to propose the week of December 2. I
am still working to confirm, but interviewees could potentially include:
Bruce Sewell, Senior Vice President, General Counsel, and Secretary Member of Management
Risk Oversight Committee
Tom Moyer, Chief Compliance Officer and Head of Global Security
Gene Levoff, Senior Director, Associate General Counsel - Corporate Law and Assistant
Secretary, Legal Counsel to Audit and Nominating and Corporate Governance Committee,
Liaison to Board of Directors, Counsel Risk Management Committee
Doug Vetter, Vice President, Associate General Counsel Product Law and Assistant Secretary.
Assumed responsibility in July 2013 for legal groups supporting hardware, software, and iTunes
(including App Store and iBooks Store).
Kyle Andeer, Senior Director, Competition Law & Policy
Deena Said, Antitrust Compliance Officer
Annie Persamperi, Legal Counsel, iBooks Store
Keith Moerer, Director, iTunes content
Rob McDonald, Head of iBooks Store for the United States
I hope we can work together to make this a productive first trip for you to Apple and sets us on a
joint path to achieving the objectives of this effort.
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BROMWICH EXHIBIT AA
Ted
Sent from my iPad
On Nov 7, 2013, at 1:00 PM, "Michael Bromwich"
wrote:
Dear Ted,
As promised during our call yesterday afternoon, attached please find a
letter that sets forth the items included in Apple's expense policies that we
feel comfortable signing on to. As you will see, we have no objection to
agreeing to follow those polices that don't raise independence concerns or
otherwise seem inappropriate. Please let us know if you have any
questions or need to discuss any of the specific items.
Again, I want to thank you for the very productive discussion we had
yesterday. We look forward to receiving the list of people and groups the
company is proposing we meet and/or interview the week of November 18
so we can reach closure on the issue as soon as possible and schedule the
trip.
Best regards.
MRB
This message may contain confidential and privileged information. If it has been sent to you in
error, please reply to advise the sender of the error and then immediately delete this message.
7
BROMWICH EXHIBIT BB
From:
Sent:
To:
Cc:
Subject:
Boutrous Jr., Theodore J. [TBoutrous@gibsondunn.com]
Tuesday, November 12, 2013 4:55 PM
Michael R. Bromwich (michael.bromwich@bromwichgroup.com)
Nigro, Barry; Cirincione, Maria; Richman, Cynthia; Swanson, Daniel G.
Apple
Dear Michael:
It was good speaking with you yesterday. I have
confirmed that Apple would be able to make available for 1-hour
intenrviews on Monday November 18 Tom Moyer, who is Chief
Compliance Officer and Head of Global Security, and Gene Levoff,
who serves as Senior Director, Associate General Counsel - Corporate
Law - and Assistant Secretary, Legal Counsel to Audit and
Nominating and Corporate Governance Committee, Liaison to Board
of Directors, and Counsel to Risk Management Committee. While
they would be able to cover many of the topics you have expressed
interest in discussing at the outset of your work, we strongly
encourage you to hold off and make the trip the week of December 2
or December 9, when Apple can make a fuller slate of folks available
to you, including Bruce Sewell, who will be attending the Samsung
trial next week, and Deena Said, the new Antitrust Compliance
Officer, who will be starting her job at the company and attending
new employee orientation next week, along with other relevant
members of the legal and business teams mentioned in my prior
correspondence. Apple respectfully submits that this will be more
efficient and effective in getting you the information you seek and in
working together to ensure that the company has comprehensive and
effective antitrust compliance and training programs. Regards,
Ted
This message may contain confidential and privileged information. If it has been sent to you in error, please
reply to advise the sender of the error and then immediately delete this message.
1
BROMWICH EXHIBIT CC
From:
Sent:
To:
Cc:
Subject:
Michael Bromwich [michael.bromwich@bromwichgroup.com]
Tuesday, November 12, 2013 6:10 PM
Boutrous Jr., Theodore J.
Nigro, Barry; Cirincione, Maria; Richman, Cynthia; Swanson, Daniel G.
Re: Apple
Ted,
Thanks very much for your timely response and the offer of interviews with Mr. Moyer and Mr. Levoff
next Monday, November 18. We accept. We are hopeful that once you advise the company that we
will be conducting these interviews on Monday, other people whom we have identified, or whom you
have suggested, will become available on Monday, Tuesday, or even Wednesday. I think it is very
much in the company's interests for us to meet, if only briefly, those people with whom we will be
having the most contact over the next two years.
Please let us know whether we should be prepared to conduct the interviews Monday morning or
Monday afternoon. Also, we would very much appreciate obtaining the materials we originally
requested on October 22, especially those most relevant to Mr. Moyer's and Mr. Levoff's
responsibilities, as soon as possible.
Please let us know if the company has any suggestions on hotels where we should try to make
reservations.
Again, thanks very much for your cooperation in this matter.
Best regards.
MRB
On Tue, Nov 12, 2013 at 4:55 PM, Boutrous Jr., Theodore J. wrote:
Dear Michael:
It was good speaking with you yesterday. I have
confirmed that Apple would be able to make available for 1-hour
intenrviews on Monday November 18 Tom Moyer, who is Chief
Compliance Officer and Head of Global Security, and Gene Levoff,
who serves as Senior Director, Associate General Counsel - Corporate
Law - and Assistant Secretary, Legal Counsel to Audit and
Nominating and Corporate Governance Committee, Liaison to Board
of Directors, and Counsel to Risk Management Committee. While
they would be able to cover many of the topics you have expressed
interest in discussing at the outset of your work, we strongly
1
BROMWICH EXHIBIT CC
encourage you to hold off and make the trip the week of December 2
or December 9, when Apple can make a fuller slate of folks available
to you, including Bruce Sewell, who will be attending the Samsung
trial next week, and Deena Said, the new Antitrust Compliance
Officer, who will be starting her job at the company and attending
new employee orientation next week, along with other relevant
members of the legal and business teams mentioned in my prior
correspondence. Apple respectfully submits that this will be more
efficient and effective in getting you the information you seek and in
working together to ensure that the company has comprehensive and
effective antitrust compliance and training programs. Regards,
Ted
This message may contain confidential and privileged information. If it has been sent to you in error, please
reply to advise the sender of the error and then immediately delete this message.
2
BROMWICH EXHIBIT DD
Subject:
Boutrous Jr., Theodore J. [TBoutrous@gibsondunn.com]
Wednesday, November 13, 2013 10:03 AM
Michael Bromwich
Nigro, Barry; Cirincione, Maria; Richman, Cynthia; Swanson, Daniel G.; Matthew J. Reilly
(Matt.Reilly@stblaw.com)
RE: Apple
Follow Up Flag:
Flag Status:
Follow up
Flagged
From:
Sent:
To:
Cc:
Thanks Michael. Confirmed for Monday morning with Messrs. Moyer and Levoff. I am traveling
today but we will get you logistical details (including hotel info) as soon as possible. Apple also plans
to get you materials in response to your 10/22 request (adding Matt Reilly who will be coordinating
that). Best,
Ted
Theodore J. Boutrous Jr.
GIBSON DUNN
Gibson, Dunn & Crutcher LLP
333 South Grand Avenue, Los Angeles, CA 90071-3197
Tel +1 213.229.7804 • Fax +1 213.229.6804
TBoutrous@gibsondunn.com • www.gibsondunn.com
From: Michael Bromwich [mailto:michael.bromwich@bromwichgroup.com]
Sent: Tuesday, November 12, 2013 3:10 PM
To: Boutrous Jr., Theodore J.
Cc: Nigro, Barry (Barry.Nigro@friedfrank.com); Cirincione, Maria (Maria.Cirincione@friedfrank.com); Richman, Cynthia;
Swanson, Daniel G.
Subject: Re: Apple
Ted,
Thanks very much for your timely response and the offer of interviews with Mr. Moyer and Mr. Levoff
next Monday, November 18. We accept. We are hopeful that once you advise the company that we
will be conducting these interviews on Monday, other people whom we have identified, or whom you
have suggested, will become available on Monday, Tuesday, or even Wednesday. I think it is very
much in the company's interests for us to meet, if only briefly, those people with whom we will be
having the most contact over the next two years.
Please let us know whether we should be prepared to conduct the interviews Monday morning or
Monday afternoon. Also, we would very much appreciate obtaining the materials we originally
requested on October 22, especially those most relevant to Mr. Moyer's and Mr. Levoff's
responsibilities, as soon as possible.
Please let us know if the company has any suggestions on hotels where we should try to make
reservations.
1
BROMWICH EXHIBIT DD
Again, thanks very much for your cooperation in this matter.
Best regards.
MRB
On Tue, Nov 12, 2013 at 4:55 PM, Boutrous Jr., Theodore J. wrote:
Dear Michael:
It was good speaking with you yesterday. I have
confirmed that Apple would be able to make available for 1-hour
intenrviews on Monday November 18 Tom Moyer, who is Chief
Compliance Officer and Head of Global Security, and Gene Levoff,
who serves as Senior Director, Associate General Counsel - Corporate
Law - and Assistant Secretary, Legal Counsel to Audit and
Nominating and Corporate Governance Committee, Liaison to Board
of Directors, and Counsel to Risk Management Committee. While
they would be able to cover many of the topics you have expressed
interest in discussing at the outset of your work, we strongly
encourage you to hold off and make the trip the week of December 2
or December 9, when Apple can make a fuller slate of folks available
to you, including Bruce Sewell, who will be attending the Samsung
trial next week, and Deena Said, the new Antitrust Compliance
Officer, who will be starting her job at the company and attending
new employee orientation next week, along with other relevant
members of the legal and business teams mentioned in my prior
correspondence. Apple respectfully submits that this will be more
efficient and effective in getting you the information you seek and in
working together to ensure that the company has comprehensive and
effective antitrust compliance and training programs. Regards,
Ted
2
BROMWICH EXHIBIT DD
This message may contain confidential and privileged information. If it has been sent to you in error, please
reply to advise the sender of the error and then immediately delete this message.
3
BROMWICH EXHIBIT EE
From:
Sent:
To:
Cc:
Subject:
Michael Bromwich [michael.bromwich@bromwichgroup.com]
Friday, November 15, 2013 12:51 PM
Theodore J. Boutrous Jr.
Swanson, Daniel G.; Richman, Cynthia; Nigro, Barry; Cirincione, Maria; Carroll, Sarah;
Matthew J. Reilly
Apple -- Trip to CA
Dear Ted,
1. The hotel you recommended was sold out. We're staying at the Sheraton in Sunnyvale.
2. Our return flight is late afternoon Tuesday. We remain hopeful that you will identify additional
people for us to meet Monday or Tuesday.
3. We think it would be useful for us to meet Deena Said if only briefly during our visit.
4. You had mentioned that Bruce Sewell will be attending the Apple-Samsung trial next week. I
would be happy to stop by the courthouse and meet him briefly over a cup of coffee at the courthouse
on Monday or Tuesday if that's convenient for him. I think it's important that the two of us meet as
soon as possible.
5. We were not planning to have a court reporter attend next week's interviews, unless that is your
preference.
6. Please advise who, if anyone, will be attending the interviews along with the witnesses.
7. We still have not received any of the written materials we have been promised since October 22.
We would appreciate receiving these as soon as possible.
Please let me know if you have any questions.
MRB
1
BROMWICH EXHIBIT FF
From:
Sent:
To:
Cc:
Subject:
Attachments:
Swanson, Daniel G.
Sunday, November 17, 2013 3:11 AM
'Michael Bromwich'
Richman, Cynthia; Nigro, Barry; Cirincione, Maria; Carroll, Sarah; Matthew J. Reilly;
Boutrous Jr., Theodore J.
RE: Apple -- Trip to CA
AppleAgenda.docx; ECM Stipulated Protective Order.docx
Michael: Ted is out of pocket today but we wanted to get you a copy of Monday’s agenda. Matt Reilly will be
in attendance and Ted will dial in as soon as he gets out of a morning court hearing. Also attached is a draft
protective order reflecting Apple’s changes.
Daniel G. Swanson
GIBSON DUNN
Gibson, Dunn & Crutcher LLP
333 South Grand Avenue, Los Angeles, CA 90071-3197
Tel +1 213.229.7430 • Fax +1 213.229.6430
Avenue Louise 480, Brussels, 1050
Tel +32 2 554 70 00 • Fax +32 2 554 70 33
DSwanson@gibsondunn.com • www.gibsondunn.com
From: Michael Bromwich [mailto:michael.bromwich@bromwichgroup.com]
Sent: Friday, November 15, 2013 9:51 AM
To: Boutrous Jr., Theodore J.
Cc: Swanson, Daniel G.; Richman, Cynthia; Nigro, Barry; Cirincione, Maria; Carroll, Sarah; Matthew J. Reilly
Subject: Apple -- Trip to CA
Dear Ted,
1. The hotel you recommended was sold out. We're staying at the Sheraton in Sunnyvale.
2. Our return flight is late afternoon Tuesday. We remain hopeful that you will identify additional
people for us to meet Monday or Tuesday.
3. We think it would be useful for us to meet Deena Said if only briefly during our visit.
4. You had mentioned that Bruce Sewell will be attending the Apple-Samsung trial next week. I
would be happy to stop by the courthouse and meet him briefly over a cup of coffee at the courthouse
on Monday or Tuesday if that's convenient for him. I think it's important that the two of us meet as
soon as possible.
5. We were not planning to have a court reporter attend next week's interviews, unless that is your
preference.
6. Please advise who, if anyone, will be attending the interviews along with the witnesses.
1
BROMWICH EXHIBIT FF
7. We still have not received any of the written materials we have been promised since October
22. We would appreciate receiving these as soon as possible.
Please let me know if you have any questions.
MRB
This message may contain confidential and privileged information. If it has been sent to you in error, please
reply to advise the sender of the error and then immediately delete this message.
2
BROMWICH EXHIBIT FF
AGENDA
9:00-9:40: Noreen Krall, Apple Vice President Litigation
Confidentiality and Engagement Agreements
10:15-11:15: Tom Moyer, Chief Compliance Officer and Head of Global Security
Compliance Program Overview
11:15-12:15: Gene Levoff , Senior Director, Associate General Counsel Corporate Law - and Assistant Secretary, Legal Counsel to Audit and Nominating
and Corporate Governance Committee, Liaison to Board of Directors, and Counsel
to Risk Management Committee.
Audit Committee Overview
BROMWICH EXHIBIT GG
From:
Sent:
To:
Cc:
Subject:
Michael R. Bromwich [michael.bromwich@bromwichgroup.com]
Monday, November 18, 2013 4:30 PM
nkrall@apple.com
Matthew J. Reilly; Cirincione, Maria
Interviews
Dear Noreen,
It was good to meet you this morning. As Matt will confirm, our interviews of Tom and Gene
went very smoothly and were very informative. I am hopeful that you can help facilitate
additional meetings/ interviews either this afternoon or tomorrow. Although we are scheduled
to depart tomorrow afternoon, we could delay that until Wednesday morning if we are able to
schedule some things for tomorrow afternoon.
I'm hopeful that we can work out a productive set of meetings and interviews for December 46.
Speak to you soon.
Best regards.
MRB
1
BROMWICH EXHIBIT HH
From:
Sent:
To:
Cc:
Subject:
Noreen Krall [nkrall@apple.com]
Monday, November 18, 2013 7:08 PM
Michael R. Bromwich
Matthew J. Reilly; Cirincione, Maria
Re: Interviews
Hi Michael,
It was nice to meet with you and Maria this morning, and I trust the meetings today have
started us down a productive path. Due to preexisting schedule conflicts, I am unable to set
up further meetings for tomorrow. However we have already started working on calendar holds
for Dec. 4-6. A full agenda will be forthcoming.
Best regards,
Noreen
Sent from my iPhone
> On Nov 18, 2013, at 1:30 PM, "Michael R. Bromwich"
wrote:
>
> Dear Noreen,
>
> It was good to meet you this morning. As Matt will confirm, our interviews of Tom and Gene
went very smoothly and were very informative. I am hopeful that you can help facilitate
additional meetings/ interviews either this afternoon or tomorrow. Although we are scheduled
to depart tomorrow afternoon, we could delay that until Wednesday morning if we are able to
schedule some things for tomorrow afternoon.
>
> I'm hopeful that we can work out a productive set of meetings and interviews for December
4-6.
>
> Speak to you soon.
>
> Best regards.
>
> MRB
1
BROMWICH EXHIBIT II
From:
Sent:
To:
Cc:
Subject:
Michael Bromwich [michael.bromwich@bromwichgroup.com]
Tuesday, November 19, 2013 12:28 PM
Matthew J. Reilly; nkrall@apple.com; Theodore J. Boutrous Jr.
Cirincione, Maria; Nigro, Barry; Carroll, Sarah
Interview Requests
I am going to be in New York on Thursday and Friday and would very much like to meet with Andrea
Jung of the Apple Board. I am going to be in DC on Monday and would very much like to meet with
Ronald Sugar, the Chair of the Audit and Finance Committee. I agree to limit the meetings to an hour
so as not to impose on their time. I know they are busy. If they are unavailable those dates, please
propose alternative dates.
Thanks very much.
MRB
1
BROMWICH EXHIBIT JJ
From:
Sent:
To:
Cc:
Subject:
Noreen Krall [nkrall@apple.com]
Thursday, November 21, 2013 8:46 AM
Michael Bromwich
Matthew J. Reilly; Theodore J. Boutrous Jr.; Cirincione, Maria; Nigro, Barry; Carroll, Sarah
Re: Interview Requests
Michael,
We are checking Mr. Sugar's availability to meet with you when you return to California for interviews Dec. 4 6. As I mentioned during our meeting on Monday, Nov. 18, and in my follow up email
that same day, a full agenda of meetings and interviews will be forthcoming. Please be patient as we check
schedules, we should have something to you by the end of this week.
Best regards,
Noreen
On Nov 21, 2013, at 5:28 AM, Michael Bromwich wrote:
I would appreciate a response.
Thank you.
MRB
On Tue, Nov 19, 2013 at 12:27 PM, Michael Bromwich wrote:
I am going to be in New York on Thursday and Friday and would very much like to meet with Andrea
Jung of the Apple Board. I am going to be in DC on Monday and would very much like to meet with
Ronald Sugar, the Chair of the Audit and Finance Committee. I agree to limit the meetings to an hour
so as not to impose on their time. I know they are busy. If they are unavailable those dates, please
propose alternative dates.
Thanks very much.
MRB
Noreen Krall
nkrall@apple.com
408-862-5159 Office
408-203-1074 Cell
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BROMWICH EXHIBIT KK
From:
Sent:
To:
Cc:
Subject:
Attachments:
Cirincione, Maria
Friday, November 22, 2013 10:05 PM
'Noreen Krall'
'Michael Bromwich'; Nigro, Barry; Carroll, Sarah; 'Matt.Reilly@stblaw.com'; 'Boutrous Jr.,
Theodore J.'
Apple - Letter to the Board
Apple -- Letter to Board of Directors -- 11-22-13.pdf
Dear Noreen,
Please see the attached letter from Mr. Bromwich to the Apple Board of Directors. We request that you
circulate it to them as promptly as possible. We will separately send it to their business addresses. Please
advise regarding hardcopy mailing procedures to avoid disclosure to anyone other than the intended Board
member.
A response to your November 21 letter will be forthcoming.
Thank you,
Maria
Maria R. Cirincione
maria.cirincione@friedfrank.com | Tel: +1.202.639.7044
Fried, Frank, Harris, Shriver & Jacobson LLP
801 17th St., NW, Washington, DC 20006
friedfrank.com
Please consider the environment before printing this email
_______________________
Confidentiality Notice: The information contained in this e-mail and any attachments may be legally privileged and confidential. If you are not an intended recipient,
you are hereby notified that any dissemination, distribution or copying of this e-mail is strictly prohibited. If you have received this e-mail in error, please notify the
sender and permanently delete the e-mail and any attachments immediately. You should not retain, copy or use this e-mail or any attachment for any purpose, nor
disclose all or any part of the contents to any other person. Thank you.
1
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BROMWICH EXHIBIT LL
From:
Sent:
To:
Cc:
Subject:
Attachments:
Reilly, Matt
Friday, November 22, 2013 10:32 PM
'Michael Bromwich'
Nigro, Barry; Carroll, Sarah; 'Boutrous Jr., Theodore J.'; 'Cirincione, Maria'; Arquit, Kevin;
'Noreen Krall'; Reilly, Matt
Letter and Confidentiality Agreement
Letter from M. Reilly to M. Bromwich 11-22-13.pdf; Confidentiality Agreement.pdf
Michael,
Please see the attached letter and confidentiality agreement pursuant to our discussion at Monday’s meeting.
Best,
Matt
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BROMWICH EXHIBIT MM
From: Bruce Sewell
Date: Mon, Nov 25, 2013 at 3:32 PM
Subject: Apple Board of Directors Notification
To: michael.bromwich@bromwichgroup.com
By E-mail
November 25, 2013
Re: External Antitrust Compliance Monitoring
Michael R. Bromwich
The Bromwich Group LLC
901 New York Avenue, NW 5th Floor
Washington, D.C. 20001
Dear Michael,
Thank you for your letter of November 22, 2013, to Apple’s Board of Directors, which we have provided
electronically to the entire Board. It appears that our letters may have crossed; as set out in our correspondence
of November 22, we have now laid out in great detail proposed next steps, including confirming the interviews
of approximately a dozen senior Apple witnesses over two-and-a-half days during the first week of
December. I hope that we can continue to work cooperatively to conduct those interviews as efficiently and
effectively as possible and to address any further requests that you may have.
Feel free to contact me with any questions.
Sincerely,
1
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Bruce Sewell
2
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From: Michael Bromwich
Date: Mon, Nov 25, 2013 at 4:16 PM
Subject: Re: Apple Board of Directors Notification
To: Bruce Sewell
Dear Bruce,
Thanks very much for your note. We are looking forward to meeting with the people identified in
Matt Reilly's November 22 letter when we come out to California the week of December 2. Several of
the names on the list are not familiar to me (Doug Vetter, Annie Pesampieri), and others on the list
are people we've met with but did not request to interview (Kyle Andeer, Noreen Krall). I am hopeful
that we will learn in advance the reasons that they are on the list so that we can prepare more
efficiently and make the best use of our time with them. We have also asked whether these will be
interviews or presentations because that will determine how we staff the trip.
I am very sorry that you will not be available to meet with us that week, but I understand we will be
speaking with you by phone the week of December 9. I am very much looking forward to it. I'm also
hopeful that you can help set up interviews with the other senior executives and Board members we
have requested to interview. I think it's very much to the company's advantage to help facilitate those
interviews as soon as reasonably possible.
Thanks again.
Best regards.
MRB
On Mon, Nov 25, 2013 at 3:32 PM, Bruce Sewell wrote:
By E-mail
November 25, 2013
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BROMWICH EXHIBIT NN
Re: External Antitrust Compliance Monitoring
Michael R. Bromwich
The Bromwich Group LLC
901 New York Avenue, NW 5th Floor
Washington, D.C. 20001
Dear Michael,
Thank you for your letter of November 22, 2013, to Apple’s Board of Directors, which we have provided
electronically to the entire Board. It appears that our letters may have crossed; as set out in our correspondence
of November 22, we have now laid out in great detail proposed next steps, including confirming the interviews
of approximately a dozen senior Apple witnesses over two-and-a-half days during the first week of
December. I hope that we can continue to work cooperatively to conduct those interviews as efficiently and
effectively as possible and to address any further requests that you may have.
Feel free to contact me with any questions.
Sincerely,
Bruce Sewell
2
BROMWICH EXHIBIT OO
From:
Sent:
To:
Cc:
Subject:
Attachments:
Cirincione, Maria
Sunday, December 01, 2013 6:52 PM
Buterman, Lawrence; Kully, David; McCuaig, Daniel; Sutton, Nathan;
gabriel.gervey@texasattorneygeneral.gov; eric.lipman@texasattorneygeneral.gov;
joseph.nielsen@ct.gov; Gary.Becker@ct.gov; eric.stock@ag.ny.gov;
Robert.Hubbard@ag.ny.gov; 'Noreen Krall'; 'TBoutrous@gibsondunn.com';
'Matt.Reilly@stblaw.com'
michael.bromwich@bromwichgroup.com; Nigro, Barry; Carroll, Sarah
Apple
Emails.pdf
Attached are communications received by Mr. Bromwich following Apple's November 27 filing.
Maria R. Cirincione
maria.cirincione@friedfrank.com | Tel: +1.202.639.7044
Fried, Frank, Harris, Shriver & Jacobson LLP
801 17th St., NW, Washington, DC 20006
friedfrank.com
Please consider the environment before printing this email
_______________________
Confidentiality Notice: The information contained in this e-mail and any attachments may be legally privileged and confidential. If you are not an intended recipient,
you are hereby notified that any dissemination, distribution or copying of this e-mail is strictly prohibited. If you have received this e-mail in error, please notify the
sender and permanently delete the e-mail and any attachments immediately. You should not retain, copy or use this e-mail or any attachment for any purpose, nor
disclose all or any part of the contents to any other person. Thank you.
1
BROMWICH EXHIBIT OO
Sunday,(December(1,(2013(5:26:24(PM(Eastern(Standard(Time
Subject: apple%case
Date: Saturday,%November%30,%2013%12:36:40%PM%Eastern%Standard%Time
From:
To:
j
info@bromwichgroup.com
WOW
Just saw you people want over $1,000
an hour.
How do I apply?
thanks
John
Page(1(of(1
BROMWICH EXHIBIT OO
Sunday,(December(1,(2013(5:27:10(PM(Eastern(Standard(Time
Subject: Piece%of%Shit
Date: Saturday,%November%30,%2013%12:17:54%PM%Eastern%Standard%Time
From:
To:
My%Site
info@bromwichgroup.com
Name:%Steve
Email:%Blowme@gmail.com
Subject:%Piece%of%Shit
Comments:
You%are%a%thieving%schiester%piece%of%shit.%There%enough%misery%that%beset
you%for%the%rest%of%your%life.
Steve%Jobs
Page(1(of(1
BROMWICH EXHIBIT OO
Sunday,(December(1,(2013(5:27:25(PM(Eastern(Standard(Time
Subject: You$make$your$profession$proud!
Date: Saturday,$November$30,$2013$12:01:21$PM$Eastern$Standard$Time
From:
To:
My$Site
info@bromwichgroup.com
Name:$Charles$Rost
Email:$chuckrost@aol.com
Subject:$You$make$your$profession$proud!
Comments:
From$Bloomberg$.$.$.$\"Bromwichâs$invoice$for$his$first$two$weeks$of$work
was$$138,432,$the$equivalent$of$75$percent$of$a$federal$judgeâs$annual
salary$.$.$.$proposed$hourly$fee$of$$1,100\"
Never$has$an$\'officer$of$the$court\'$attempted$to$steal$as$much$in$\'one
fell$swoop\'$as$you.
HUGH$BALLS!$$ABSOLUTELY$HUMONGOUS!!!
Congratulations!
You$have$reaffirmed$what$everyone$has$always$known.
Both$about$you,$and$your$profession.
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Sunday,(December(1,(2013(5:28:14(PM(Eastern(Standard(Time
Subject: Would&like&to&hire&your&firm
Date: Saturday,&November&30,&2013&3:48:23&PM&Eastern&Standard&Time
From:
To:
My&Site
info@bromwichgroup.com
Name:&Gary&Whitley
Email:&gary.whitley@gmail.com
Subject:&Would&like&to&hire&your&firm
Comments:
...never.&You&arrogant&pieces&of&shit.&You&think&we\'re&going&to&hire&your
slimy&firm&after&what&sort&of&character&you\'re&truly&showing&with&the&Apple
\"victory\"&you&scored.&Honestly.&Pieces&of&shit.
Page(1(of(1
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From: Leslie Sun
Date: November 30, 2013 at 2:59:48 AM GMT
To: "mbromwich@goodwinprocter.com"
No matter how good your resume looks like. It is already tarnished by the back and forth
statements you exchanged with Apple. You are just another greedy lawyer. Precisely the
character of Dolores Umbridge in Harry Potter.
Best Regards,
Sun
1
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From: Frank Osborn
Date: November 29, 2013 at 5:56:56 PM GMT
To: "mbromwich@goodwinprocter.com"
Subject: Racket
I'm shocked by your extortion racket at Apple.
Sent from my iPad
1
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From:
Sent:
To:
Cc:
Subject:
Michael R. Bromwich
Tuesday, December 10, 2013 1:30 PM
Matt Reilly
barry.nigro@friedfrank.com; maria.cirincione@friedfrank.com; Carroll, Sarah
Apple
Dear Matt,
Thanks for your assistance in setting up the interviews we conducted last week. I thought they were constructive and
very helpful in providing some of the necessary background to our work. They will serve as part of a strong foundation
for the additional work we will be doing. We also very much appreciate the introduction to Deena Said and look forward
to working with her.
In looking ahead to the next several weeks, I wanted to get the company's and your views on a schedule for the
remainder of December and January that is most efficient and productive. The holiday season begins soon and will
extend through the end of the year, and we are well aware that Apple's revised antitrust policies and procedures are
due to be completed on January 14.
Please provide a proposal for when it would be convenient for us to schedule our next trip to Cupertino to conduct
additional interviews; it may make sense to do so after January 14, but I wanted to give you the option of having some
of them take place before that time. Whether or not you elect to have us conduct additional interviews between now
and January 14, I suggest that we spend the some time between now and then focusing on some of the outstanding
document issues we have discussed. If Apple wants, we are available to meet either in Washington or Cupertino before
the 14th, and we certainly are amenable to discussing with you any issues or concerns Apple is encountering as it
finalizes its antitrust policies.
Also, please advise the company that I would welcome the chance to discuss the fee‐related issues at its earliest
convenience to try to put those issues behind us.
Best regards.
MRB
1
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