Westbridge, Convexum and other companies around Q Cyber and NSO

analysisAccording to records described in the 2021 NGO report, Westbridge Technologies Inc. was incorporated in Delaware on 22 July 2014 with Omri Lavie named as president or vice-president in corporate documents, had branches registered in Maryland in 2016 (dissolved in June 2019) and Virginia in 2019, and was described in the professional profile of its former president Terry DiVittorio as the US affiliate of Q Cyber Technologies. It was then registered as an active US federal contractor (CAGE code 7FQ39) whose registration gave its immediate owner as Francisco Partners GP III Management, LLC; NSO Group told the authors that there is no relationship between Westbridge and Francisco Partners, that Westbridge's ownership passed in the 2019 Novalpina transaction and that the registration naming Francisco Partners was incorrect. ¹

analysisOSY's accounts place Westbridge under OSY. Francisco Partners said it never held a direct interest in Westbridge and that its indirect interest through OSY Holdings and Triangle ended on 18 March 2019; OSY Technologies' accounts record OSY's equity interests in Westbridge Technologies, Inc., pledged to the lenders' collateral agent since April 2019; and NSO Group and Q Cyber told the Eastern District of Virginia in 2023, in the Khashoggi case, that Westbridge is an affiliate owned by the same ultimate parent as NSO Group rather than NSO's subsidiary. ^{2 1 3}

analysisThe WhatsApp complaint described Westbridge as NSO Group's US marketing and sales arm. A 2020 report based on records obtained through public-records requests said a Westbridge brochure called the company "the North American branch of NSO Group", stressed that it was based in Bethesda, Maryland and then majority owned by an American private equity firm, and marketed a product called Phantom, which a former NSO employee described as the US brand of Pegasus; a 2022 report said Westbridge pitched the spyware to US law enforcement. An NSO spokesperson told the 2020 publication that NSO products sold to foreign sovereigns cannot be used for cyber-surveillance within the United States and that no customer has ever been given technology to target phones with US numbers. According to the 2020 report, the US Drug Enforcement Administration, to which Westbridge had demonstrated the technology, and the San Diego police did not buy it because of its cost. These are an allegation in the complaint and press accounts. ^{4 5 6}

analysisAccording to the 2021 NGO report, NSO Group Technologies acquired the Israeli counter-drone company Convexum Ltd. in February 2020 for $60 million; one of Convexum's previous shareholders was F2 Capital Ltd., chaired by the NSO investor Eddy Shalev, and NSO Group said Convexum develops and exports the Eclipse anti-drone system. Israeli business reporting said that in January 2022, at the request of BRG as NSO's controlling shareholder, the Tel Aviv District Court appointed a temporary trustee of Convexum, which had in practice been controlled by Triangle, owned 70% by Novalpina and 30% by NSO's management and employees; BRG's court papers put NSO's debts at $460 million. A year later it reported that the proceedings had ended with Convexum's separation from NSO, which NSO's management had opposed. These are press accounts of court filings. ^{1 2 3}

analysisUK Companies House records PFOS Technologies Limited, company number 08521034, incorporated in England on 9 May 2013 and dissolved on 30 November 2021; the NGO report states, from UK filings, that NSO Group Technologies was its sole shareholder and that its principal activity was marketing services for its parent. ⁴

analysisRelying on NGO research, the European Parliament report states that the NSO group has had a corporate presence in Israel, the United Kingdom, Luxembourg, the Cayman Islands, Cyprus, the United States, the Netherlands, Bulgaria and the British Virgin Islands, and, citing NGO research, that between November 2014 and December 2016 the group operated through two Dutch companies, Shapes 1 BV and Shapes 2 BV, financial holding companies later liquidated. ⁵