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APPENDIX A

July 2008

 As a result of BacLite’s poor commercial performance and deteriorating market niche, 3M asks Porton and the other Acolyte shareholders for their consent to stop marketing BacLite. In return 3M offers to pay the shareholders $1.07 million which is its estimate of the expected sales of BacLite during the contract period. Porton (together with the other shareholders) refuses to consent. Compl. ¶¶ 47-49.1

August 28, 2008

 Instead of engaging 3M in “good faith” negotiations, the Porton Group files a notice of claim against 3M in U.K. Court, alleging breach of contract (the “London Litigation”). They seek more than £24 million (approximately $38 million) in allegedly lost sales, although they knew BacLite could never achieve those sales figures and that, BacLite was actively generating less revenue than 3M was forced to spend on marketing it. Ex. L (claim form)

August 30, 2008

 In what 3M now understands was the first salvo of Porton’s and Boulter’s efforts to get 3M to pay an amount to settle the London Litigation that he knew was far in excess of BacLite’s true commercial value, Harvey Boulter (“Boulter”) arranges with his friend, Robert L. Hamburger, to threaten 3M. Hamburger, who claims to have influence over several groups of wealthy 3M investors, sends an e- mail to 3M CEO George Buckley, in which he creates the specter that these investors will punish 3M for failing to settle with Porton by selling off large blocks of 3M stock, thus artificially deflating its price. Ex. M (E-mails from R. Hamburger to G. Buckley, dated Aug. 30, 2008)

In the e-mail, Buckley was advised that Boulter and Hamburger “have one investor group in [Porton Capital, Inc.] who … control[s] a very material position of 3M stock.”

Hamburger goes on to say that the investors had been “informed” of 3M’s position regarding Acolyte, and that as a result those investors “have taken a view that 3M is a dishonest party and have threatened to sell their entire position.”

1 References to Compl. are to 3M’s Original Complaint and Jury Demand, filed in this action.

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The e-mail further stated that the foreign-based investor groups at issue controlled so much 3M stock that it constituted an amount greater than “high multiples” of $100 million, and that they were “propping up various U.S. sectors right now.”

The e-mail then stated that the unnamed investors could not be relied on to act “in a western rational way,” and that the situation was “a recipe to get a lot worse rapidly.” Thus, “3M’s actions [in discontinuing BacLite] have created one hell of a storm.”

 Later in the day, Boulter sends a second e-mail ratcheting up the urgency of his earlier threat and threatening that, unless 3M took immediate action, the investors would act—potentially irrationally—to harm 3M. Ex. M (E-mails from R. Hamburger to G. Buckley, dated Aug. 30, 2008)

It states that it was “essential that 3M do nothing to further escalate this situation” because it had already “triggered a rather unexpected chain of events.”

Boulter states that the foreign investors are a volatile group that was “understandably not very happy” and were “simple people of vast means,” and that Buckley needed to do something to “help me buy some time” with the investors.

December 22, 2008

 The Porton Group commences the London Litigation against 3M. 3M defends on the ground that, after exhaustive testing and the investment of millions of dollars, it determined BacLite was not commercially viable. Subsequently, Ploughshare Innovations, Ltd. (“Ploughshare”) the civilian technology development arm of the U.K. Ministry of Defense (the “MOD”), also sues. Compl. ¶ 55

2010

 Boulter retains Tetra Strategy on behalf of the Porton Group. Ex. J-13 (The Guardian, October 9, 2011, “Revealed: How Lobbyists Were Paid to Facilitate Meeting with Liam Fox.”)

March 2011

 Tetra Strategy introduces Harvey Boulter to Adam Werritty (“Werritty”) as part of the scheme to exert influence on senior-level officials of the U.K. government—such as the Minister of Defence, Dr. Liam Fox (“Fox”)—in order to interfere with 3M’s business opportunities and, subsequently, to leverage that influence into threats, intimidation, and blackmail of 3M. At the time, Boulter

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was paying Tetra Strategy £10,000 per month (approximately $16,000) to, among other things, arrange some meetings. Werritty is a close personal friend of Fox’s, carrying business cards stating he is “Advisor to the Rt. Hon. Dr. Liam Fox MP” Ex. J-13 (The Guardian, October 9, 2011, “Revealed: How Lobbyists Were Paid to Facilitate Meeting with Liam Fox.”)

March 9, 2011

 Early in the Defendants’ public smear campaign, Lanny Davis (“Davis”) pens a column for Forbes.com that knowingly, falsely, and misleadingly attacks 3M CEO George Buckley for abandoning a “life saving device.” The allegation against 3M is defamatory, per se, as Davis well knew at the time that BacLite was a commercial failure because there were other MRSA detection tests on the market, and that no lives had ever been lost because of 3M’s decision to stop marketing BacLite. Ex. N (Lanny Davis, “3Ms’ George Buckley Criticizes Obama While Ignoring Good Corporate Governance”, Forbes.com, March 9, 2011)

For the column, Davis enlists aid from Peter Hotten of Ploughshare Innovations (a subsidiary wholly owned by the MoD) to issue a statement that Davis can use to create the illusion that the U.K. government was directly involved in the London Litigation.

Hotten states, “We [Ploughshare] are disappointed that 3M Corp. failed to get an excellent diagnostic technology into the market through what 3M’s own officials describe as avoidable mistakes . . . . Ploughshare believes 3M’s decision not to reapply for FDA approval is contrary to its obligation to its partners.”

April 5, 2011

 Tetra Strategy succeeds in setting up a meeting between Werritty and Boulter, the purpose of which was to gain access to Fox and to influence the U.K. government not to do business with 3M. The result of the meeting is a promise by Werritty to “push along” Boulter’s (i.e. Porton’s) interests to Minister Fox. Ex. J-9 (The Guardian, October 9, “Businessman Met Fox’s Friend Two Months Before ‘Chance’ Dubai Meeting.”)

Werritty e-mails Boulter following their meeting, which took place in Dubai, “Very good meeting with you in Dubai. Thanks for passing along the below along with the e-info on the two issues we discussed. Please leaeve this with me to push along as discussed. I will revert in the next few days.”

 Any doubts about whether Boulter and Werritty discussed the London Litigation at their meeting were put to rest by Boulter’s later statement to the press that he

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and Werritty specifically discussed the London Litigation. Ex. J-7 (The Guardian, October 8, 2011, “Harvey Boulter: I Met Adam Werritty In April 2011.”)

“My first meeting with Werritty was in early April 2011 (don’t recall the exact date) in the Shangri-la Hotel in Dubai. We had about one hour together where I briefed him on Cellcrypt and the Acolyte litigation. He offered his assistance to help raise these topics to ‘the boss.’ At the end of the meeting he very quickly introduced me to Dr. Fox who had just arrived in the lobby – it was a handshake only.”

May 11, 2011

 Davis conducts a press conference in Minneapolis with much fanfare. Under the guise of announcing a citizen’s petition that he has filed with the United States Food and Drug Administration (the “FDA”) demanding that the FDA investigate the BacLite clinical trials, Davis actually creates a media platform from which to make even more knowingly false and malicious statements about 3M. Those intentionally disparaging false statements include claims that 3M’s decision to stop marketing BacLite had put lives at risk, and that 3M had misled the FDA. Special Motion to Dismiss, Ex. 6

During the press conference, Davis or Robert Hopper knowingly, falsely, and maliciously state that:

“Tests… were botched in the United States so that American hospitals don’t have the benefit of this product that can detect this deadly superbug that killed more people than AIDS in this last year”

“All those who have suffered from MRSA… could have avoided exposure but for the decision by 3M to abandon it and to refuse to seek approval form the FDA”

“Thousands and thousands and thousands of people who died might be alive today had there been a BacLite…”

Davis even accused 3M of “hiding the technical report” and suggested that this meant 3M must have been “motivated by other things besides selling BacLite under the contract”

 In order to reinforce the maliciously false statements that he made at the press conference, Davis also issues a press release called, “Allegations Against 3M Corporation of Possible ‘Negligence and Recklessness’ by the Porton Group, The Equity Partner of the British Ministry of Defence, for ‘Botched’ U.S. Testing of Lifesaving Device to Detect the MRSA ‘Superbug’/Staph Infections.” In that release, Davis both reiterates many of his false and malicious claims, and also

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accuses 3M of conduct that is tantamount to federal fraud. Ex. W

Davis’s release once again intentionally and falsely claims that 3M’s decision to stop marketing BacLite—for which adequate or superior substitutes existed—directly threatened people’s lives. The release states that, “The famous U.S. 3M Corporation today was alleged by the private equity partner of the British Ministry of Defence, the Porton Group, to have exhibited ‘negligence and possible recklessness putting lives at risk’ due to 3M’s ‘botched’ 2007 clinical trials of a medical device called ‘Baclite,’ which can detect within five hours the presence of the potentially deadly MRSA/staph ‘superbug.’”

Davis also falsely states that “a secret report… confirmed 3M testers had made fundamental errors that led to unacceptable 50% reliability results.”

The release asserts i.e. that “the secret 3M technical advisory report never publicly disclosed or disclosed to the FDA cited many errors by 3M testers that the drafter of the report implied were both careless and avoidable.”

The release “cited several FDA regulations as the basis for [his] request for an FDA investigation. . . . including a regulation permitting an administrative hearing… when there is evidence of misconduct that could affect the public health.”

Boulter is quoted in the release as repeating Defendants most scurrilous and disparaging i.e., that intentionally, “Hospital patients in Europe, the U.S., and all over the world could have been unnecessarily exposed to MRSAs and possibly exposed to life-and-death risk.”

The release also falsely accuses 3M of what amounts to federal fraud by claiming that 3M “failed to disclose to FDA the contents of the secret technical report on the multiple errors leading to failure of the U.S. trials” concerning BacLite, and “failed to disclose possible financial conflicts of interest that might explain such 3M decisions.” When he said this, Davis knew that 3M had not hidden information from the FDA, and that the FDA never the report he referred to be submitted by 3M.

 The mainstream media immediately picks up on Davis’s lies and rebroadcasts them—creating precisely the type of public spectacle Davis had intended to generate in order to pressure 3M into settling. For example, in a TV report by the Minneapolis Fox News affiliate titled, “British Company calls on FDA to Investigate 3M Over BacLite MRSA-Detecting Device,” the affiliate says that “lawyers representing a British company will ask the FDA to investigate 3M, saying the company deliberately sabotaged their own clinical trials because they had a more expensive product already in the pipeline.” Other news outlets report

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on the story in a similar way. Ex. J-10

 As part of his effort to reach the widest audience possible for his lies, innuendo, and misinformation about 3M, Davis launched a website called www.mrsa‐injustice.com that is devoted to repeating and republishing Davis’s and Boulter’s various knowingly false statements.

May 19, 2011

 Werritty e-mails Boulter to inform him that he has advanced Boulter’s concerns about the London Litigation to Fox, and had presumably advocated for Boulter’s position. Ex. J-9 (The Guardian, October 9, “Businessman Met Fox’s Friend Two Months Before ‘Chance’ Dubai Meeting.”)

Werritty states he “passed this [Boulter’s concerns about a legal battle] to one of the Special Advisers and I’d hope they’d want to make an issue out of this but that’s about all I can do on this.”

June 8, 2011

 Davis contacts 3M’s legal counsel to press for a settlement that he knows Defendants will never obtain at trial. According to Davis, he had “just talked to Harvey Boulter,” who “would rather litigate for anything less than $33 million total—which is 60% of what he thinks the case is worth +70% of attorneys fees.” Compl., Ex. A

Hearkening back to the original Hamburger threats, Davis put a threatening point on his email by emphasizing that Boulter’s clients might not be reasonable. As Davis put it, “Since [Boulter] thinks his billionaire Saudi investors want justice – a few million won’t matter.”

June 9, 2011

 In response to Boulter’s unreasonable demand, 3M’s attorney terminated settlement discussions, saying “We gave it a shot.” Id.

June 10, 2011

 The media reports that 3M CEO George Buckley will be knighted by the Queen of England. Ex. 0

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June 12, 2011

 Furthering the Defendants’ public smear campaign, Davis knowingly, falsely, and maliciously tells a reporter for the U.K. newspaper, The Guardian, that “3M’s failure to retake the FDA tests as a ‘betrayal’ of U.K. taxpayers and ‘MRSA sufferers around the world.’” Davis knew, at the time, that U.K. taxpayers were not liable for any of the marketing costs of BacLite, as those were being paid by 3M, and did not stand to benefit from what few sales BacLite sales had been made because Ploughshare does not pay out profits or dividends to taxpayers. Ex. J-15 (“3M Sued for Neglecting New Anti-Superbug Test Developed in UK.”)

June 13, 2011

 As trial in the London Litigation approaches, Davis issues a press release that extends the theme of false and disparaging comments about 3M, this time falsely suggesting that 3M was under “international pressure” to resume marketing BacLite. However, as Davis knew, by this time, the BacLite sales force and customer base had eroded to the point that there was no advantage to any party to attempt to resume marketing efforts. Moreover, Davis knew that 3M had offered to permit Porton and the other Claimants to take back the technology in order to market it in some other way; they had declined. Ex. J-18 (“As Trial to Begin This Week, Pressure Increases on 3M to Come Clean About Failure to Market Life‐Saving Medical Technology.”)

June 15, 2011

 Legal proceedings begin in London.

 Davis issues a press release announcing the beginning of the trial and making the knowingly false and malicious statement that 3M “deliberately allow[ed] BacLite to fail commercially by starving it of competent staff and funds.” Davis knew, however, that this statement was false and that 3M had, in fact devoted the majority of its marketing budget for medical devices to BacLite and was paying an average of $800,000 per month to promote it—all the while reaping far less than that in sales. Ex. J-19 “Lawsuit Claims 3M Scotched Government’s MRSA Test.”

June 16, 2011

 Having successfully advocated with Minister Fox on Boulter’s behalf, Werritty sends an e-mail to Boulter inviting him to meet with Fox. Ex. J-9 (The Guardian, October 8, 2011, “Businessman Met Fox’s Friend Two Months Before ‘Chance’ Dubai Meeting.)

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In the e-mail, Werrity invites Boulter and Fox to his house, which is 15 minutes from the Shangri-la hotel where he [Werritty and Fox]are staying. He offers to send a car for “you and boss.”

 Also on June 16, 2011, approximately 10 protestors in matching t-shirts hold a demonstration outside London’s High Court. Video and photos of the protest quickly appear on Davis’s website, www.mrsa-injustice.com. The site states that the protestors gathered to “express their concern over 3M’s behavior regarding the MRSA detection device BacLite.” Compl. ¶ 64

June 17, 2011

 Defendants achieve a key element of their scheme against 3M when Boulter is able to meet privately with Fox. Both Boulter and the MoD have confirmed that Boulter and Fox discussed the London Litigation during that meeting. No notes were taken, and no MoD personnel other from Fox were present for the meeting. Ex. J-9 (The Guardian, October 9, “Businessman Met Fox’s Friend Two Months Before ‘Chance’ Dubai Meeting”.)

 Shortly thereafter, Davis—armed with the knowledge that Boulter had met with Fox and secured a promise from Fox to directly threaten 3M’s business with the U.K. government—e-mails 3M’s attorney, and Boulter ostensibly to suggest that Brewer and Boulter “meet each other next week in the UK” for the purpose of discussing a settlement of the London Litigation. In reality, Davis was setting the stage for the continuation of Defendants’ wrongful scheme. Compl., Ex. B

In order to imbue Boulter’s following e-mail with the maximum gravitas, Davis emphasized to Boulter—in an e-mail copied to Brewer—that “I know your meeting with UK Minister of Defense Dr. Liam Fox has given you even stronger reason not to come down very in $34m position.” This statement establishes that Davis knew that had been discussed with Fox, and knew that Boulter, intended to blackmail 3M when he called its attorney.

 Later that day, 3M’s attorney receives a phone call from Boulter during which Boulter begins to communicate specific threats to directly interfere with 3M’s continuing and future business with the U.K. government unless 3M settles for more than $30 million. Before 3M’s attorney can respond, the connection is broken. Compl. ¶¶ 69-70

 Moments later, Boulter sends a text message to 3M’s attorney explaining that the phone call failed because he is traveling through tunnels. Boulter says he will

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send a “summary mail.” Ex. P

June 18, 2011

 Harvey Boulter sends 3M’s attorney a “summary mail” that threatens direct harm to 3M’s business with the U.K. government and 3M CEO George Buckley’s promised knighthood, if 3M refuses to pay more than $30 million to “settle” the London Litigation. In his e-mail, Boulter agrees that he has met and reached an understanding with Fox to enforce Boulter’s threats. According to Boulter, the MoD gave him “sole authority” to settle on behalf of them. Compl. Ex. C.

According to Boulter, Porton’s position in the settlement negotiations had nothing to do with the merits of its legal arguments (or their lack) because “our dispute actually has little to do with the case in the Court . . . it is about losing face.”

To that end, Boulter told 3M’s attorney that the U.K. government was devoting significant attention to the London Litigation and took and interest in it. Boulter claimed he “had 45 minutes with Dr. Liam Fox, the British Defence Minister on our current favorite topic.”

No less than $30 million was required for 3M to avoid a business catastrophe—and an embarrassing reconsideration of Buckley’s knighthood. “[A] headline of $30mn+ you will allow MoD to internally save face…. Of course a settlement might not be possible, but as a result of my meeting today you ought to understand that David Cameron’s Cabinet might very shortly be discussing the rather embarrassing situation of George’s knighthood. It was discussed today. Government’s are big and sometimes decisions in one part are not well coordinated.”

As Boulter darkly put it, 3M might win the battle, but “lose the war” as “[i]t might leave Gov quietly seething, with ramifications for a while- they have memories like elephants.”

Boulter also put time pressure behind his threat in an effort to intimidate 3M into making a snap decision, threatening that beyond “next week Monday,” three days from then, “there are politics that will likely remove any further chance of settlement.”

Finally, to demonstrate once again that he felt no need to be reasonable in his settlement positions, Boulter brushed off the importance of the underlying multi-million-dollar case. He claimed that, to him, “whether this is $5mn or $35mn it is small beer. We manage $700mn and many of our investors call $5mn a rounding error.”

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June 19, 2011

 Having not received a response from 3M’s attorney to his extortion threats, Boulter sends a follow-up e-mail that is intended to amplify the urgency of a response and the appearance of crisis. He once again invokes his relationship with Fox, and represents that Fox is personally waiting to hear 3M’s decision before taking adverse action. Compl. Ex. D

Boulter warned: “I need to tell something to Dr. Fox’s office on Sunday night prior to the commencement of his week Monday. I don’t really want to give a ‘radio silence’ message as he is Secretary of Defence and will not expect that.”

 Later that day, 3M files a lawsuit in New York against Porton Capital Inc. and Boulter. The suit claims, inter alia, that defendants tried to coerce 3M into paying more than $30 million by making threats to interfere with 3M’s business interests and the pending knighthood of 3M CEO George Buckley.

July 22, 2011

 A news article in Politico, “Lanny Davis under fire from 3M,” reports that Jeanine Thomas, founder of the Chicago-based MRSA Survivors Network, was contacted by affiliates of Davis inviting her to attend legal proceedings in London and protest against 3M. Compl. ¶ 64

Thomas called those who gathered in London on June 16 “pretend protestors.”

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