As we mentioned previously, Wael Almazeedi through FoleyHoag, Maples and Calder, Wilmerhale, Lenny Learner, etc. has been "crying wolf" for the past 4 years through his numerous litigious actions. His shrill accusations of conspiracy resonate throughout the hallways of US Federal and Massachusetts State courts as well as the Grand Court of the Cayman Islands. Wael wants to convince the world that many people are out to get him. His own words tell us so:
"The documents further revealed that Betancourt and McBrearty together then disseminated BTU’s proprietary documents and information to de Ravel as part of a conspiracy to oust BTU’s incumbent management, to undermine BTU’s vital investor relationships, and to establish a competing company that would attract BTU’s institutional investors and take possession of BTU’s investment assets."
Extracts from BTU's deposition of:
- Daniel McBrearty.
- Pierre F. de Ravel d'Esclapon, Special Counsel at Dewey and LeBoeuf, a major global law firm. An attorney that was serving as Betancourt's and McBrearty's joint counsel.
NOTE ON PRE-REQUISITES FOR INVESTOR BUY-IN
Background
Over the course of multiple meetings as well as numerous follow-up discussions with the owners of BTU Power Company (BPC) the shareholders reiterated a common message. They retraced the history of their of their oft-repeated request for change in the current corporate and management structure. By their own accounts there have been many agreements in principle between the current BPC Manager and the shareholders to implement the desired changes. They have been informed once again by the BPC manager that another restructuring plan is underway. Nevertheless, they have officially communicated to the BPC Manager that lacking any material changes in those areas they will avail themselves of any recourse in order to liquidate their shareholdings.
Ostensibly current BPC investors have three options regarding their current investment in BPC. They can:
- continue working with the current Manager
- petition to wind down the fund through legal recourse
- negotiate with the Manager to procure his exit and bring in a 3rd party to manage/restructure the fund and
Shareholder Objectives
- Corporate Governance
- Representation of shareholders (based on pro-rata ownership) in the Directorships of BPC.
- Commercially reasonable and prudent independence between Directors and Management
- Fiscal, Structural, and Managerial Transparency
- Quarterly reporting requirements (balance sheet, income statement, and statement of cash flows)
- Regular reports of company cash positions
- Elimination of any cross-subsidization among Companies (holding companies, operational companies, project companies, etc.)
- Fiscal autonomy (e.g. working-capital) of all Companies
- Clear separation of asset management activities and project development activities and associated expenses
- Elimination of any contractual cross-default provisions among Companies
- Elimination of any unapproved financial encumbrances among Companies and between Companies and 3rd parties
- Commercial Structure
- Restructure the fund into a more cash-efficient, tax-efficient, and operationally efficient vehicle
- Attendant with the restructuring, create more liquid shareholding instruments
- Maximize availability and distribution of project dividends
- Exploit value enhancing expansion opportunities and project-level improvements
- Etc.
It's useful (at least for Wael Almazeedi) to be able to reconcile two diametrically opposed logical assertions at the same time. We see that Wael describes his "current" investors (e.g. Qatar National Bank, Dubai Islamic Bank, etc.) both as "vital investor relationships" as well as "foreign companies" that want to "take over or compromise BTU Affiliates"...
from the Amended Complaint against Betancourt:
20. Betancourt apparently did so with the intention of either providing confidential documents to foreign companies which could use them in an effort to take over or compromise BTU Affiliates or to obtain a lucrative payment for himself from Ventures or Industries in exchange for a promise to Ventures or Industries that he would not disclose the documents to third parties.We know that Wael's investors are VITAL to HIS continued personal cash-flow.
6 comments:
The last line says it all. How TRUE!!!
Blogger, Check Pacer.
I heard a rumor that one of the cases started by Mr. Al-Mazeedi has been dismissed by a Federal Court Judge. Can you verify and update this blog?
there's been activity (dated August 11, 2011) on the Murphy case (dormant since April 1, 2011... we'll post anything available soon
The rumors was heard in our (QGEN/FATE..etc.etc.etc.) office. Wael is still scared of Federal Court.
Can't wait until I see him in Federal Court. He will run away soon.
court dates are being set for Wael to appear in US Federal and Massachusetts State courts in the latter half of this year... Imagine, Wael in court, being asked UNFILTERED questions before a jury..
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