Case 1:18-cv-00966-CFC-CJB Document 986 Filed 09/06/22 Page 1 of 5 PageID #: 38083
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`Plaintiff,
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`v.
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`IN THE UNITED STATES DISTRICT COURT
`FOR THE DISTRTICT OF DELAWARE
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`VLSI TECHNOLOGY LLC,
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`Civil Action No. 18-966-CFC-CJB
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`FILED UNDER SEAL
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`INTEL CORPORATION,
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`Defendant.
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`VLSI TECHNOLOGY LLC’S RESPONSE TO INTEL CORPORATION’S
`OBJECTION TO VLSI’S RESPONSE TO THE
`COURT’S AUGUST 1, 2022 ORDER
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`Defendant Intel contends in its Objections (D.I. 978) that the August 15, 2022
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`Declaration of VLSI’s CEO Michael Stolarski in Response to Court’s August 1,
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`2022 Order (the “Declaration”) is “inconsistent with VLSI’s prior actions.” Intel
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`is wrong. As a preliminary matter, Intel’s counsel has taken Mr. Stolarski’s
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`deposition multiple times, and his deposition testimony on this subject is entirely
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`consistent with his Declaration – he does not know the identity of the investors in
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`the entities that are members of VLSI’s parent company, CF VLSI Holdings, LLC
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`(“VLSI Holdings”). E.g., Declaration of Brian Farnan (“Farnan Declaration”) at
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`Ex. A (Stolarski July 9, 2020 Deposition at 194:5-16, 194:24-195:18) & Ex. B
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`(Stolarski October 17, 2019 Deposition at 133:14-134:16).
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`Unable to identify any inconsistency in Mr. Stolarski’s testimony, Intel
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`instead points to testimony by a non-party witness at a Texas trial between VLSI
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`Plaintiff,
`
`
`
`
`
`
`
`v.
`
`IN THE UNITED STATES DISTRICT COURT
`FOR THE DISTRTICT OF DELAWARE
`
`VLSI TECHNOLOGY LLC,
`
`Civil Action No. 18-966-CFC-CJB
`
`FILED UNDER SEAL
`
`
`
`INTEL CORPORATION,
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`
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`
`
`
`
`Defendant.
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`
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`VLSI TECHNOLOGY LLC’S RESPONSE TO INTEL CORPORATION’S
`OBJECTION TO VLSI’S RESPONSE TO THE
`COURT’S AUGUST 1, 2022 ORDER
`
`Defendant Intel contends in its Objections (D.I. 978) that the August 15, 2022
`
`Declaration of VLSI’s CEO Michael Stolarski in Response to Court’s August 1,
`
`2022 Order (the “Declaration”) is “inconsistent with VLSI’s prior actions.” Intel
`
`is wrong. As a preliminary matter, Intel’s counsel has taken Mr. Stolarski’s
`
`deposition multiple times, and his deposition testimony on this subject is entirely
`
`consistent with his Declaration – he does not know the identity of the investors in
`
`the entities that are members of VLSI’s parent company, CF VLSI Holdings, LLC
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`(“VLSI Holdings”). E.g., Declaration of Brian Farnan (“Farnan Declaration”) at
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`Ex. A (Stolarski July 9, 2020 Deposition at 194:5-16, 194:24-195:18) & Ex. B
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`(Stolarski October 17, 2019 Deposition at 133:14-134:16).
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`Unable to identify any inconsistency in Mr. Stolarski’s testimony, Intel
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`instead points to testimony by a non-party witness at a Texas trial between VLSI
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`Case 1:18-cv-00966-CFC-CJB Document 986 Filed 09/06/22 Page 2 of 5 PageID #: 38084
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`and Intel in 2021. The witness testified, in response to questions posed by Intel’s
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`counsel, that retirement funds associated with Texas A&M are among the investors
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`in VLSI Holdings. Intel contends that in light of this testimony naming Texas
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`A&M as an investor, VLSI “should not be able to selectively reveal information
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`that it deems favorable, while shielding all other information.” D.I. 978 at 3.
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`Intel’s argument is based upon the false premise that Texas A&M’s
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`investment was confidential information that VLSI or Fortress improperly
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`disclosed to the witness. It was not. To the contrary, the University of Texas/Texas
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`A&M Investment Management Company (“UTIMCO”) has repeatedly chosen to
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`make public its investments in FCOF IV UST LLC (“FCO IV”) and FCO MA LSS
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`LP, including long before the 2021 testimony that Intel cites to.1 The fact that
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`UTIMCO chose to publicize its investments in entities that are members of VLSI
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`Holdings, and that Intel chose to elicit that public fact at a prior trial, does not show
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`that “it is clear that Mr. Stolarski, VLSI, and Fortress are cherry picking the
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`information they disclose to this Court.” D.I. 978 at 2. VLSI reiterates that it does
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`1 See, e.g., https://www.utimco.org/media/1445/puf2012auditedfinancials.pdf at
`pg. 81 and https://www.utimco.org/media/3427/2020-puf-detail-schedule-of-
`investments-pw.pdf at pg. 74 (both last visited August 29, 2022). True and correct
`excerpts of these publicly available UTIMCO documents, highlighted for the
`Court’s convenience, are attached hereto as Exhibits E & F to the Farnan
`Declaration.
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`Case 1:18-cv-00966-CFC-CJB Document 986 Filed 09/06/22 Page 3 of 5 PageID #: 38085
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`not have any information beyond what was already disclosed in Mr. Stolarski’s
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`declarations relating to the investors in VLSI Holdings.
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`Intel’s other arguments are similarly unfounded. For example, Intel contends
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`that because two of VLSI’s Board Members also have positions with Fortress, all
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`knowledge of anybody who works for Fortress should be imputed to VLSI,
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`regardless of confidentiality obligations to the contrary. Not surprisingly, Intel cites
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`no authority for this erroneous proposition.
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`Intel also argues that VLSI should not be allowed to accept at face value
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`Fortress’s representation that Fortress has confidentiality agreements with the
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`investors that prohibit Fortress from divulging their identities, and that VLSI should
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`have “tried harder” to obtain information from Fortress. Intel’s unsupported
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`argument is particularly ironic given that during the four years this case has been
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`litigated, Intel has taken exhaustive discovery from Fortress but never obtained the
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`information that Intel now contends VLSI should have “tried harder” to get from
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`Fortress.2
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`2 In this action alone, Intel has taken the depositions of six current and
`former Fortress employees, and has also served broad document subpoenas on
`Fortress in each of 2018, 2019, and 2021. In response to Intel’s subpoenas,
`Fortress produced almost 15,000 pages of documents. And in addition to the
`extensive discovery that Intel conducted in this action, Intel also took more
`Fortress depositions and served additional document subpoenas on Fortress in
`other actions pending between VLSI and Intel.
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`Case 1:18-cv-00966-CFC-CJB Document 986 Filed 09/06/22 Page 4 of 5 PageID #: 38086
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`For example, late last year, Intel took the deposition of Fortress’s Rule
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`30(b)(6) witness concerning, among many other topics, ownership of VLSI
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`Holdings.
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` Farnan Declaration, Ex. C
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`(James November 18, 2021 Deposition at 118:23-119:2) & Ex. D. Notably, at
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`Fortress’s Rule 30(b)(6) deposition, Intel did not request any information
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`concerning the identities of the investors, nor any information concerning
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`contractual confidentiality obligations to same. Likewise, Intel never sought to
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`compel Fortress to produce any additional information concerning individual
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`investors before the discovery cutoff (or ever), presumably because Intel agreed
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`that such information has no relevance to this case. Intel cannot now be heard to
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`complain that VLSI has not done enough to obtain information that is not in VLSI’s
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`possession, and that Intel itself opted not to ask for when it took Fortress’s
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`deposition multiple times.
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`In short, Intel’s Objections – which are largely based upon the demonstrably
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`false premise that UTIMCO’s investment in Fortress was confidential information
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`that VLSI selectively leaked to a non-party witness – lack merit. VLSI has
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`complied with the Court’s August 1, 2022 Order to the best of VLSI’s ability, and
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`is not withholding any responsive information from the Court, and the stay in this
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`matter should now be lifted.
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`Case 1:18-cv-00966-CFC-CJB Document 986 Filed 09/06/22 Page 5 of 5 PageID #: 38087
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`Dated: August 30, 2022
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`Respectfully submitted,
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`FARNAN LLP
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`/s/ Brian E. Farnan
`Brian E. Farnan (Bar No. 4089)
`Michael J. Farnan (Bar No. 5165)
`919 N. Market St., 12th Floor
`Wilmington, DE 19801
`Telephone: (302) 777-0300
`Fax: (302) 777-0301
`bfarnan@farnanlaw.com
`mfarnan@farnanlaw.com
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`Morgan Chu (admitted pro hac vice)
`Ben Hattenbach (admitted pro hac vice)
`Iian D. Jablon (admitted pro hac vice)
`Christopher Abernethy (admitted pro hac vice)
`Amy E. Proctor (admitted pro hac vice)
`Dominik Slusarczyk (admitted pro hac vice)
`Charlotte J. Wen (admitted pro hac vice)
`IRELL & MANELLA LLP
`1800 Avenue of the Stars, Suite 900
`Los Angeles, California 90067
`Telephone: (310) 277-1010
`Facsimile: (310) 203-7199
`mchu@irell.com
`bhattenbach@irell.com
`ijablon@irell.com
`cabernethy@irell.com
`aproctor@irell.com
`dslusarczyk@irell.com
`astohl@irell.com
`cwen@irell.com
`bweissenberg@irell.com
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`Attorneys for VLSI Technology LLC
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