Halliburton Company ("Halliburton") was a Delaware energy services corporation headquartered in Houston, Texas and Dubai, United Arab Emirates. Its common stock was registered under Section 12(b) of the Exchange Act and traded on the New York Stock Exchange.
In September 1998, Halliburton acquired Dresser Industries, Inc. ("Dresser"), including Dresser's subsidiary, The M.W. Kellogg Company ("Kellogg"). After the acquisition, Kellogg was combined with Halliburton's subsidiary, Brown & Root, Inc., to form Kellogg Brown & Root, Inc., which later became Kellogg Brown & Root, LLC, now a wholly-owned subsidiary of KBR, Inc. In 2007, Halliburton separated from KBR, Inc. KBR, Inc., its subsidiaries and predecessor entities, including Kellogg, are referred to collectively as "KBR."
KBR's predecessor companies were part of a four-company joint venture called TSKJ, which was comprised of Technip of France, Snamprogetti Netherlands B.V. of the Netherlands, Kellogg Brown & Root of the United States, and JGC Corporation of Japan. Between 1995 and 2004, members of the joint venture devised and implemented a scheme to bribe Nigerian government officials to obtain contracts worth over $6 billion to build liquefied natural gas (LNG) production facilities on Bonny Island in Nigeria. The joint venture partners formed a "cultural committee" comprised of senior sales executives at each company to consider how to carry out the bribery scheme. To conceal the illicit payments, the joint venture entered into sham contracts with a shell company controlled by a U.K. solicitor (Jeffrey Tesler, who was given $132 million for the purpose of bribing high-level Nigerian officials) and a Japanese trading company (Marubeni, which was given $51 million for the purpose of bribing low-level Nigerian officials) as conduits for the bribes. Total payments to the two agents exceeded $180 million.
On February 6, 2009, the DOJ filed a criminal information against Kellogg Brown & Root, LLC in the Southern District of Texas, charging the company with one count of conspiracy to violate the anti-bribery provisions of the FCPA, and four counts of violating the anti-bribery provisions of the FCPA. On February 11, 2009, Kellogg Brown & Root, LLC entered into a plea agreement with the DOJ and was sentenced to 3 years probation and ordered to retain an indepedent compliance monitor. Kellogg Brown & Root, LLC was also required to pay a $402,000,000 fine and $2,000 special assessment. Under the terms of the Master Separation Agreement between KBR, Inc. and Halliburton, Halliburton will pay $382 million and KBR will pay $20 million of this fine.
On March 21, 2014 the African Development Bank levied a $6.5 million fine against Kellogg Brown & Root LLC. The African Development Bank also levied a $5.3 million penalty against Technip, and a $5.2 million penalty against JGC.
