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Amazon Web Services had embarked on a data center building boom to handle soaring demand as attendees gathered for its 2019 re:Invent conference in Las Vegas. Eleven data center deals are now the subject of a suit by Amazon vs. two former AWS real estate managers and others. (GeekWire Photo / Todd Bishop)

The August 2017 meeting at an Amazon office in downtown Seattle was, by all appearances, a normal bit of business. Just another trio of ambitious, intense men gathering to make plans that could make money.

Amazon Web Services needed more capacity. The cloud giant was rushing to build data centers around the world to fuel a fast-growing business that three years later wouldgenerate more than $45 billion in annual revenue, helping to make its longtime leader, Andy Jassy, the Amazon board’s pick to succeed Jeff Bezos as CEO.

Two of the participants in the August 2017 meeting — Casey Kirschner, an AWS real estate manager, and Carl Nelson, Kirschner’s boss and mentor — were leading that physical expansion for Amazon. The third, Colorado developer Brian Watson, put himself forward as a person who could salve Amazon’s growing pains.

在接下来的两年半年内,奠定基础laid during the afternoon meeting at the West 8th building would support a $500 million data center building blitz, before allegations of secret kickbacks, bribery and double-dealing blew it apart.

取而代之的是一个民事诉讼和联邦刑事调查的网络。亚马逊声称这些人与其他人合谋赚取数百万美元的回扣to Nelson and Kirschner in exchange for directing AWS development deals to Watson’s company, Northstar Commercial Partners. The Department of Justice, acting in concert with Amazon, has also seized millions in proceeds related to 11 Virginia real estate deals involving Kirschner and Nelson.

沃森和西雅图企业家艾米尼尔森的丈夫尼尔森否认有任何不当行为。他们正在大力反对亚马逊的民事诉讼。

卡尔·纳尔逊和沃森的律师分别声称,亚马逊没有证明任何数据中心租赁对这家科技巨头造成了损害,因为亚马逊没有为这些项目提供资金。沃森的资本合作伙伴IPI Partners是一家与Facebook创始人马克•扎克伯格(Mark Zuckerberg)有关联的投资公司,它承担了90%以上的建设成本,而沃森则承担了其余的建设成本,由于亚马逊支付了租用的、为适应数据中心而建造的数据中心,它预计将从中获利。

An Amazon Web Services data center in Sterling, Va. (top) is one of the real estate deals in which Amazon alleges two former AWS real estate managers conspired with a real estate developer to receive kickbacks in exchange for the company’s business. Amazon was alerted to the alleged fraud by an email to Jeff Bezos in December 2019. (Loudon County Va. and U.S. District Court Images)

Attorneys representing Watson and Northstar claim Amazon and IPI sparked the federal investigation to cut Northstar out of millions in future profits.

In addition, Amazon hasn’t broken the data center leases alleged to have funded the kickbacks. Nor has the company canceled two contested land deals, one of which saw Nelson and Kirschner work with two Northstar employees to buy land in northern Virginia and sell it to Amazon — netting them a collective $18 million in the process.

在法庭文件中,尼尔森的律师要求his Amazon employment contract, inked in 2012 when he became the second member of the AWS real estate team, include broad allowances for outside work. They say the Justice Department has seized money he made independently of Amazon, and have taken Amy Nelson’s earnings as well.

Carl Nelson has filed his own suit against Amazon, alleging that the company has run afoul of Washington state’snew law restricting non-competition agreements. 他的律师还声称,亚马逊违反了他的合同,在弗吉尼亚州的联邦法院起诉他,而不是在协议规定的华盛顿州法院。

作为亚马逊认可外部商业活动的证据,以及公司高管自由使用合同条款的证据,纳尔逊的律师指出了部分原因Jassy对西雅图Kraken NHL特许经营权背后的所有权集团的投资,和亚马逊的随后购买球队竞技场的冠名权.

亚马逊则表示,针对纳尔逊和克什纳的诉讼是彻头彻尾的欺诈,而不是附带业务。亚马逊的律师称,尽管该公司还没有为这一所谓的计划提供确切的美元亚博体育提现不出来数字,但却有数百万美元的回扣被支付。

亚马逊的律师伊丽莎白帕佩兹(Elizabeth Papez)1月底在第四巡回上诉法院的一次听证会上说,沃森和数据中心开发商北极星(Northstar)“通过欺诈,特别是向我们公司内部腐败的内部人员行贿和回扣,获得了与我们的所有业务。”。

“在经济上和情感上都是毁灭性的”

自从联邦调查局(FBI)抵达卡尔和艾米·纳尔逊(Amy Nelson)位于西雅图西部的家,已经过去了将近一年,他们几周前卖掉了这所房子,以支付日益增加的诉讼费用。

随后,内尔森夫妇的财政收入达892135美元,其中包括艾米·纳尔逊作为铆工公司(The Ricker)首席执行官赚取的数十万美元。铆工公司是一个职业女性网络,使艾米·纳尔逊一举成名after opening co-working spaces in Seattle andother key markets across the country.

Amy and Carl Nelson working on the original location of The Riveter co-working space in Seattle prior to its opening in 2017. (图片来自Instagram的艾米•纳尔逊,经许可发布。)

“It’s been devastating financially and emotionally,” said attorney Alex Little, who is representing the Nelson family. “The government has seized not only Carl’s money but also money that Amy independently earned.”

The seizures, Little continued, “required them to rely on the kindness of friends and family to stay afloat, while giving them no forum for more than nine months to challenge the accusations Amazon has made.”

美国司法部的调查和亚马逊的诉讼也令北极星(Northstar)受到牵制,北极星声称没有足够的资金支付民事案件中订购的2125万美元债券,以保证如果胜诉,亚马逊将获得一定程度的赔偿。

虽然北极星目前宣称管理或拥有13亿美元的资产,但在2017年夏天北极星的沃森、纳尔逊和克什纳在西雅图举行的决定性会议之前,这家35人公司的投资组合主要由大型养老院组成。

当时,克氏兄弟克里斯蒂安与北极星公司签有合同,向沃森介绍了数十名潜在客户。他提供的亚马逊连接证明是北极星游戏规则的改变者。

In Amazon, Watson had an opportunity to achieve his dream, as he later explained, to “make everybody multi-millionaires.” He wanted to get Northstar out from under lenders like IPI Partners, the Chicago-based investment firm funded in part by ICONIQ Capital,a money manager to Silicon Valley’s elite with a client list that includes Zuckerberg. IPI was fronting nearly all the money for the data center developments.

“We’re not gonna have to depend on the IPIs of the world anymore,” Watson explained during a May 31, 2019 conversation recorded by a Northstar employee. “We’re gonna have our own capital, and we’re gonna kill it.”

凯西·克什纳已经和纳尔逊关系密切,纳尔逊将通过帮助亚马逊的发展,帮助北极星在房地产开发商中获得数百万美元的收入。Nelson曾与Casey Kirschner在西雅图的商业房地产领域合作,2015年Casey Kirschner来到亚马逊后,Nelson担任他的导师,并最终担任主管。Nelson负责其在美洲的房地产交易,而Casey Kirschner负责AWS最热门的地区北弗吉尼亚。

For AWS, real estate deals took two forms: build-to-suit leases and land purchases.

On the leases, developers working for Amazon built a data center’s shell, which Amazon filled. Amazon agreed to a lease ahead of time, paying the developer’s costs plus fees that amounted to profits. Monthly rents on the data centers Northstar helped build for Amazon run from $218,224 to $297,597, and the total value of each building and lease extends beyond $100 million. Northstar would have collected a portion of rents roughly equal to its investment in the projects, usually 5% to 10%. IPI received the rest.

The March 2018Northstar Commercial Partners press release宣布在弗吉尼亚州投资1亿美元开发数据中心,当时这是一家无名的财富20强公司。

Land deals were straightforward — a developer would scout for property wired to absorb a large data center. Amazon would then buy and build upon the land.

The month after their August 2017 meeting, Casey Kirschner sent Watson what Amazon now describes as a “sham” request for proposals on a 215,000-square-foot data center in Loudoun County, Virginia.

在随后的八次租赁中,北极星和IPI的合资企业在华盛顿特区杜勒斯走廊购买了一块土地,并建造了一个贝壳。亚马逊随后完成了数据中心的建设和运营。租赁付款每年超过260万美元,几乎全部归投资促进局所有。

亚马逊的律师认为,在2018年2月达成的交易中,这些人确立了另一种模式,并将在随后的发展中重复。付款被电汇到一个以一个街头基督徒命名的银行账户,凯西·克施纳曾经居住在科罗拉多州的奥罗拉,然后汇入纳尔逊和凯西·克施纳持有的账户。

As contracts were awarded, Casey Kirschner requested that Northstar increase leasing fees charged to Amazon, which were in turn passed along to his brother’s trust account and paid out to Nelson, Casey Kirschner and others, Amazon’s attorneys contend. While the first project included a lease fee of 0.5%, the next set the fee at 2%, or roughly $1 million.

Financial transfers that Amazon contends demonstrate part of the alleged kickback scheme. (U.S. District Court document;单击以获取更大的图像.)

The transfers were plainly labeled as payments related to the Amazon projects, attorneys for Watson and the other defendants note. That Watson and Christian Kirschner did nothing to hide the transactions, they contend, demonstrates that the purported kickbacks were simply payments agreed to by Amazon. “The emperor,” one attorney remarked in court papers, “has no clothes.”

正如亚马逊的律师所说,纳尔逊和凯西·克施纳着手确保北极星公司得到发展,而北极星公司的员工则起草了合同,准备进行略读。律师亚博体育提现不出来们声称,纳尔逊和凯西·克施纳指导了与北极星的开发交易,欺骗亚马逊高层,让他们相信北极星的价格是市场价格。

该公司尚未在法庭上提供任何证据证明这些租赁不具竞争力。北极星律师乔治R。卡尔霍恩认为,亚马逊完全有能力判断每笔租约的价值。

“It defies all logic and common sense that a massive and sophisticated real estate purchaser … could not determine the market prices for real estate in Virginia or that it approved transactions that it believed to be above market,” Calhoun told the court.

“让我帮你整理一下口袋”

亚马逊的律师称,虽然还没有提出完整的账目,但北极星公司“支付了数百万美元的回扣,以获得数千万美元的费用和利润。”亚马逊称,北极星公司仅在2018年就向克里斯蒂安·克什纳的信托账户支付了至少500万美元。该公司还说,从凯西·克什纳的笔记本电脑上取下的一本账本显示,他得到了或相信他被拖欠1625万美元的回扣“股票”

当时凯西·克什纳的律师斯科特·皮夫尼克(Scott Pivnick)在10月份的法庭上撰文称,亚马逊提供的“一个虚构的‘回扣’、‘贿赂’和自我交易的故事”与事实不符。

皮夫尼克在法庭文件中说:“亚马逊并没有声称,柯施纳有能力将业务或商机转向任何特定实体。”相反,亚马逊自己的指控证实,亚马逊内部和外部还有数十名个人参与了交易谈判。”

随着数据中心交易的签署,北极星和亚马逊员工之间的关系加深。亚马逊称,沃森于2019年3月出资让凯西·克什纳(Casey Kirschner)和他一起去新西兰打猎,并在当年晚些时候让他和纳尔逊去佛罗里达大沼泽地钓鱼。

In text message exchanges among Northstar account manager Kyle Ramstetter, Nelson and Casey Kirschner, the men discussed moving money.

“Flip me a couple buildings … and let me really line your pockets like we were discussing! ” Ramstetter wrote in a Dec. 17, 2018 message to Nelson, according to a copy of the exchange Amazon filed with the court.

The landscape changed in June 2019, when Nelson was fired from Amazon for reasons unrelated to the Northstar deals.

凯西柯式接管纳尔逊的组合Nelson turned his focus to his own real estate firm, Cheshire Ventures and AllCore Development. Nelson pitched projects to Amazon in the months that followed. He also kept working with Ramstetter, meeting with him that July at Denver International Airport.

In a conversation recorded by Ramstetter, the men dreamed about trips to the Florida Keys and, in Nelson’s case, chasing the developments “we want to chase.” Ramstetter was enthusiastic about a piece of land in Virginia. And he was nervous.

“I just don’t want to f— with Amazon,” Ramstetter said.

As payments flowed into Christian Kirschner’s trust account, Ramstetter and a Northstar colleague, financial analyst Will Camenson, set to work on that Virginia land deal. It would ultimately, if briefly, net Ramstetter, Camenson and their bankers nearly $18 million of Amazon money. Much of the money has since been seized by or surrendered to the Justice Department.

查克·库恩,维吉尼亚搬家公司奥古尔turned land speculator,曾在2018年斥资2000万美元收购位于华盛顿以东33英里的阿科拉镇(Arcola)外的89英亩土地。第二年夏天,拉姆斯特特和卡梅森控股的一家公司将以9870万美元收购这片土地。他们心中有个买家。

On July 30, 2019, Ramstetter and Camenson, working without Watson’s knowledge, bought the land and then sold it to Amazon for $116.4 million, turning a $17.7 million profit on land they owned for less than a day. Attorneys for Amazon contend Casey Kirschner supported the price internally at Amazon in exchange for a $5 million kickback, which he then allegedly split with Nelson.

亚马逊的律师辩称,flip销售等同于盗窃,Northstar、Watson和Nelson对此有争议。北极星律师卡尔霍恩(Calhoun)在第四巡回上诉法院的听证会上表示,亚马逊并没有隐瞒这一事件。

卡尔霍恩说:“亚马逊不能声称自己被误导,支付的价格超过了市场价格。”如果他们看了合同,就会知道买卖价格。”

几周过去了,沃森才收到一封信华盛顿商报文章减价出售。沃森认出了文章中拉姆斯泰特和卡门森的名字,在另一位北极星公司高管记录的一次会议上与他们对质。

在会议期间,沃森指责拉姆斯泰特和卡门森“篡夺”了北极星在交易中的角色。

沃森告诉拉姆斯泰特“做正确的事,马上给我们钱。”拉姆斯泰特回应说,他们建议和凯西·克施纳喝一杯,谈一谈,同时暗示了北极星在亚马逊的其他交易。亚博体育提现不出来

A portion of the transcript from a recorded conversation between Northstar account manager Kyle Ramstetter and the head of the development firm, Brian Watson, over a land deal allegedly made without Watson’s knowledge. (U.S. District Court filing.)

“What we did for Amazon, that’s FBI,” Ramstetter told Watson, according to the transcript of the meeting.

他继续说:“如果我对错误的人说了什么,它就会泄露出去,整个亚马逊的事情就会被关闭,我们再也不会在数据中心领域做任何交易了。”。

Amazon wasn’t notified formally, though Casey Kirschner and Ramstetter discussed the meeting at length through WhatsApp.

根据提交给法庭的一条短信,拉姆斯特特在2019年9月对峙数小时后给凯西·克什纳发了短信。第二天,他又发了第二条信息,要求聊天;凯西·克什纳解释说他不能说话是因为他在华生的婚礼上,但他向拉姆斯泰特保证。

“I’m sure he would be open to any solution as long as it resulted in lots of ,” Casey Kirschner texted Ramstetter, using the emojis for cash and a smiley face.

Ramstetter and Camenson were suspended and later fired after agreeing to pay Northstar $5 million of the proceeds from the sale. Amazon contends the money was deposited into Watson’s personal bank account. Ramstetter and Camenson have since forfeited the proceeds of the sale to the Justice Department, less the $5 million passed to Northstar, and Ramstetter’s attorney has said Ramstetter is cooperating with federal investigators.

沃森并不否认接受了500万美元的销售收入削减。正如他的律师所描述的那样,北极星公司应该为失去的商机付出代价。

给杰夫·贝佐斯的电子邮件引发了调查

亚马逊在2019年12月2日下午5点40分第一次得知Northstar和AWS员工之间有一个侧频道,当时有人以Northstar员工的身份向其发送了一封电子邮件jeff@amazon.com, Amazon founder Jeff Bezos’s public email account.

这位告密者想知道“贝索先生”是否“愿意听听你们的几个员工,他们的回扣超过800万美元,可能高达5000万美元,在我看来,这对亚博体育提现不出来AWS的安全构成了威胁?”

“我想做一个秒告密者(亚博体育提现不出来complaint) or just calling a newspaper but honestly I have so much respect for what you have accomplished I feel better just telling you; not to mention I wouldn’t turn away compensation or some sort of professional engagement but we can see how this all plays out,” the message continued.

给杰夫·贝佐斯的电子邮件提醒公司注意所谓的回扣(美国地区法院记录;此处调整间距以便于显示。)

The investigation underway, Amazon continued to sign deals involving Nelson and Casey Kirschner. That Christmas Eve, Amazon bought a 100-acre property in Virginia from the Blueridge Group, a transaction Nelson helped facilitate. According to court records, the sale price, $83 million, included a $10 million fee paid in part to one of Nelson’s companies and Casey Kirschner.

Northstar’s chief operating officer came forward separately in early 2020, providing IPI with documents related to the payments and an audio recording of the showdown between Watson, Ramstetter and Camenson. The information was shared with Amazon almost immediately, which then contacted the Justice Department.

fo北极星项目公司的调查und that financial reporting was lacking, project budgets weren’t balanced and contractors were waiting months for a payment, according to an affidavit the company’s president filed on Amazon’s behalf. Contracts were being signed without IPI’s consent, including change orders totaling more than $50 million.

Investigations simmering for four months boiled over last April. FBI agents fanned out across the country as IPI took sole control of the nine leases its joint venture with Northstar was managing and Amazon brought the hammer down internally.

凯西·克施纳被解雇了。亚马逊的调查人员在他电脑的回收站中发现了未删除的文件,他在前一天晚上把这些文件填满了,但没有清空。根据亚马逊的说法,调查人员发现了一份六行的电子表格,汇总了他和其他人在亚马逊的各种开发项目中应得的回扣。

While some of the developments involved Northstar, several did not. Casey Kirschner’s connection, if any, to those other projects was not clear in court records. Amazon declined to comment on the matter, or answer any questions related to the litigation.

That same morning, April 2, 2020, FBI teams arrived at Nelson’s home in Seattle, and Watson’s in Denver. Agents seized electronics from both men and attempted to interview them.

That night, Watson sent an email to dozens of employees, colleagues and adversaries, the two FBI agents who visited his home among them. Several Amazon informants were included on the email, which carried the subject line “Last Words.”

在邮件中,沃森形容自己对这些指控感到“害怕、震惊和震惊”。沃森接着嘲笑拉姆斯泰特和卡门森是“小偷”,其他人则是“贪婪的水蛭,永远不会满足”,然后向北极星的员工道歉。

“很抱歉让你失望了,”华生当晚写道我尽力了。”

Northstar’s attorneys now contend IPI wrongly cut Northstar out of what could be a nine-figure income stream and have, with Amazon’s help, “succeeded in inducing the Department of Justice to initiate grand jury proceedings against Mr. Watson.” Watson and Northstar have since sued IPI in Delaware, claiming they are due compensation in excess of $66 million.

When Northstar was pushed out, planning and construction were still underway at five of the nine data centers Amazon had awarded to the joint venture. Northstar argues the capital investment firm stands to reap a windfall when it sells the data centers in the years ahead.

An IPI spokesperson described Northstar’s lawsuit as “misleading” and containing “numerous inaccuracies,” and defended Watson’s ouster from the joint venture managing the leases with Amazon. “IPI responded reasonably and responsibly upon learning of very serious allegations of impropriety at Northstar,” the spokesperson said. “We stand firmly behind our decision to terminate Northstar ‘for cause.’”

10 months later, questions linger

尽管亚马逊还没有提供一份完整的账目,说明它所声称的欺诈性支付给尼尔森、凯西·克施纳或北极星员工的款项,但其律师认为沃森和他的公司至少要承担2125万美元的赔偿责任。在其他指控中,亚马逊认为,这些人合谋剥夺亚马逊尼尔森和凯西·克施纳的“忠实工作和诚实服务”,违反了联邦敲诈勒索和反垄断法

亚马逊对凯西·克施纳和纳尔逊的损害索赔没有那么明确。

亚马逊辩称,这些人“通过亚马逊的内部审批程序”来“指导”项目,以换取数百万美元的回扣和贿赂。“虽然该公司提供了一些付款的证据,但它尚未提出证据,表明纳尔逊或凯西·克什纳错误地支持了北极星的出价,而不是竞争对手。

Amazon also claims the former employees unfairly profited from the two Virginia land sales at issue in the lawsuit. The company has not offered detailed allegations as to how much money Nelson or Casey Kirschner made from the sales, though Amazon contends it was duped into paying millions to each man when it bought those parcels.

Attorneys for Nelson note he was no longer with Amazon when either land sale occurred, and assert他的合同didn’t prohibit outside work.

Little, Nelson’s attorney, said he would “let the contract speak for itself,” while describing it as a startup-style agreement offering generous terms to attract employees to what was, when Nelson joined it, a nascent part of AWS’s business.

“这是非常亲员工,像那些在大多数初创公司,”利特尔说在其他情况下,亚马逊称对这些员工的限制是“狭隘的”

Though the U.S. Attorney’s Office for Eastern Virginia declined to comment on the criminal investigation being pursued out of its office, court filings indicate investigators are collecting financial information on Watson, Nelson and Casey Kirschner.

这些人都没有被起诉——由于流感大流行,大陪审团提出起诉所需的程序在该地区暂停到2月28日。不过,在没收行动中,检察官指控这些人犯有电信欺诈和相关罪行,包括洗钱。

Attorneys for the Nelsons contend the bank account seizures were baseless, and that the warrants were obtained “though incorrect, misleading, or incomplete allegations” recklessly advanced by federal prosecutors.

“I hope the government recognizes that the accusations Amazon made months ago have not proven to be true,” Little said. “There are far more worthy targets upon which to aim the full force of federal law enforcement.”

美国东弗吉尼亚州地方法院以及特拉华州和华盛顿州法院的法律诉讼仍在进行中,纳尔逊在那里提起诉讼,辩称他与亚马逊的合同允许他独立工作。亚马逊已经要求撤销华盛顿州的诉讼,一名金县高等法院法官预计将于2月26日受理这一请求。

第四巡回上诉法院(Fourth Circuit of Appeals)预计将在未来几周做出裁决。该法院在1月底听取了与北极星债券有关的辩论。

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