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Monday, December 19, 2022

Honeywell UOP to Pay Over $160 Million to Resolve Foreign Bribery Investigations in U.S. and Brazil

UOP LLC, doing business as Honeywell UOP, a U.S.-based subsidiary of Honeywell International Inc., has agreed to pay more than $160 million to resolve parallel bribery investigations by criminal and civil authorities in the United States and Brazil stemming from bribe payments offered to a high-ranking official at Brazil’s state-owned oil company. 

The U.S. Department of Justice’s resolution is coordinated with prosecutorial authorities in Brazil, as well as the U.S. Securities and Exchange Commission (SEC).

According to court documents, Honeywell UOP entered into a three-year deferred prosecution agreement (DPA) with the department in connection with a criminal information filed in the Southern District of Texas charging the company with conspiracy to violate the anti-bribery provisions of the Foreign Corrupt Practices Act (FCPA).

According to the company’s admissions and court documents, between 2010 and 2014, Honeywell UOP conspired to offer an approximately $4 million bribe to a then-high-ranking executive of Petróleo Brasileiro S.A (Petrobras) in Brazil. Specifically, Honeywell UOP offered the bribe to secure improper advantages in order to obtain and retain business from Petrobras in connection with Honeywell UOP’s efforts to win an approximately $425 million contract from Petrobras to design and build an oil refinery called Premium.

“Honeywell UOP offered to pay millions of dollars in bribes to a high-ranking executive at Brazil’s state-owned oil company to win a lucrative contract,” said Assistant Attorney General Kenneth A. Polite, Jr. of the Justice Department’s Criminal Division. “Today’s resolution once again demonstrates that in our relentless fight against corruption, the Department of Justice will work together with our partners, both domestic and foreign, to hold companies accountable for their criminal conduct.”

According to court documents, in order to effectuate the bribery scheme, Honeywell UOP entered into an agency agreement with a sales agent for the purpose of funding and paying the $4 million bribe to the high-ranking Petrobras executive. In exchange for the bribe, and after obtaining business advantages, including inside information and secret assistance, from the Petrobras executive, Honeywell UOP won the contract. Honeywell UOP earned approximately $105.5 million in profits from the corruptly obtained business.   

“This case exemplifies corporate misconduct on a global level,” said U.S. Attorney Alamdar S. Hamdani for the Southern District of Texas. “Prosecuting and investigating this type of crime is an important role our office takes seriously in order to ensure fair and equal playing fields for U.S. companies and consumers. We will continue our efforts to aggressively investigate and prosecute those who violate the FCPA and combat corrupt practices in order to preserve the integrity of our nation’s business dealings here and abroad.”

Pursuant to the DPA, Honeywell UOP will pay a criminal penalty of approximately $79 million. The department has agreed to credit up to approximately $39.6 million of that criminal penalty against amounts the company has agreed to pay to authorities in Brazil in connection with related proceedings to resolve an investigation by the Controladoria-Geral da União (CGU), the Ministério Público Federal (MPF), and the Advocacia-Geral de União (Attorney General’s Office). In addition, Honeywell UOP will pay approximately $81 million in disgorgement and prejudgment interest as part of the resolution of a parallel investigation by the SEC. 

“Honeywell UOP conspired to bribe a high-ranking official at Petrobras to win a contract from the company, effectively stifling competition,” said Acting Assistant Director in Charge Michael H. Glasheen of the FBI Washington Field Office. “Bribery schemes like this one transcend borders, and collaboration with our foreign partners is crucial to the fight against international corruption. The resolution announced today demonstrates the FBI's commitment to leveling the playing field across the global marketplace.”

“Money is the center of the criminal world, and this company became a part of that world when it failed to adhere to national and international laws,” said Special Agent in Charge Ramsey E. Covington of the IRS Criminal Investigation (CI) Houston Field Office. “It did not live up to the trust placed on it by both the public and its shareholders. In situations like this, IRS-CI will pursue criminal enterprises, regardless of where they operate. Our investigation in this case remains open and we are working with our law enforcement and prosecutorial partners to ensure that crime doesn’t pay.”

As part of the DPA, Honeywell UOP has agreed to continue to cooperate with the department in any ongoing or future criminal investigations relating to this conduct. In addition, under the agreement, Honeywell UOP and its parent company, Honeywell International Inc., agreed to continue to enhance its compliance program and provide reports to the department regarding the implementation of compliance measures for the term of the DPA.

The department reached this resolution with Honeywell UOP based on a number of factors, including, among others, the nature and seriousness of the offense. Honeywell UOP received full credit for its cooperation with the department’s investigation, which included, among other things, (i) proactively disclosing certain evidence of which the department was previously unaware; (ii) providing information obtained through its internal investigation, which allowed the department to preserve and obtain evidence as part of its own independent investigation; (iii) making detailed presentations to the department; (iv) voluntarily facilitating interviews of employees; and (v) collecting and producing voluminous relevant documents and translations to the department, including documents located outside the United States. The company promptly engaged in extensive remedial measures including, among other things, terminating and disciplining certain employees involved in the misconduct and strengthening its compliance program. In light of these considerations, the criminal penalty calculated under the U.S. Sentencing Guidelines reflects a 25% reduction off the bottom of the applicable guidelines fine range. 

The FBI Washington Field Office and the IRS-CI Houston Field Office are investigating the case. Brazil’s MPF, CGU, and AGU, as well as the Justice Department’s Office of International Affairs, provided substantial assistance in this matter.

Assistant Chief Gerald M. Moody Jr. and Trial Attorney Gwendolyn Stamper of the Criminal Division’s Fraud Section and Assistant U.S. Attorney Suzanne Elmilady for the Southern District of Texas are prosecuting the case.

The Fraud Section is responsible for investigating and prosecuting FCPA matters. Additional information about the Justice Department’s FCPA enforcement efforts can be found at www.justice.gov/criminal/fraud/fcpa.

Updated January 13, 2023