20 Apr 2018 07:00
This announcement contains inside information defined in Article 7 of the EU Market Abuse Regulation No 596/2014 and has been announced in accordance with the Company's obligations under Article 17 of that Regulation.
20 April 2018
Leaf Clean Energy Company
Update on Invenergy Judgement
On April 19, 2018, the Delaware Court of Chancery issued a post-trial opinion with respect to certain claims asserted in Leaf Invenergy Company, LLC v. Invenergy Wind LLC, C.A. No. 1830-VCL. The trial court previously held Invenergy Wind LLC ("Invenergy") had breached the parties' Third Amended and Restated Limited Liability Company Agreement ("Operating Agreement") by engaging in a defined "Material Partial Sale" without either obtaining Leaf's consent or paying Leaf a contractually defined return on its investment. In its post-trial opinion, the trial court held that Leaf is only entitled to nominal damages of $1 as a result of Invenergy's breach of the Operating Agreement. In addition, the trial court rejected Invenergy's counterclaim seeking a declaration that Leaf had breached certain provisions governing Leaf's ability to put its shares, and Invenergy's ability to call those shares, and ordered the parties to complete the put/call process in accordance with the Operating Agreement.
On the basis of the put/call process Leaf's entitlement would be $50.7 million. Recalculating the Company's unaudited Net Asset Value per share at 31 December 2017 using $50.7 million as the value of the Invenergy investment (and adjusting for certain related liabilities) produces an NAV/share of 39.72 cents (28.17 pence per share at the current exchange rate).
Commenting on the post-trial opinion, Chairman Mark Lerdal remarked that "I am extremely disappointed in the judgement. The Board and our legal advisers are evaluating our options and will revert to shareholders in due course."
For further information please contact:
Mark Lerdal +1 (415) 264-5096
Leaf Clean Energy Company
Nicholas Wells/Callum Davidson +44 (0) 207 397 8980
Cenkos Securities plc