World GTL Inc Files Largest Ever Lawsuit Against Trinidad Government-Owned Petrotrin
By World Gtl Inc, PRNEWednesday, May 12, 2010
US $2 Billion Lawsuit Claims Petrotrin Expropriated Assets in Joint Venture Company, World GTL Trinidad Limited
NEW YORK, May 13, 2010 - World GTL Inc, in the largest lawsuit ever filed against a private or
Government-owned company in Trinidad, and amid upcoming elections, said it
had served, with the help of a court order there, the Government-owned
Petroleum Company of Trinidad and Tobago (Petrotrin) with a complaint in the
United States Federal District court for the wrongful expropriation of its
assets in a joint venture company, World GTL Trinidad Limited. The Complaint
requests damages of more than US $2 billion.
World GTL Trinidad Limited was constructing a gas-to-liquid plant located
within the Petrotrin refinery in Point-a Pierre, Trinidad, 51% owned by the
World GTL Inc subsidiary, World GTL of St. Lucia Ltd, and 49% by Petrotrin.
When expropriated, the plant was in the process of being commissioned and
would have been the first commercial GTL plant in the western hemisphere.
World GTL Inc says it is seeking damages equal to the projected
enterprise value contemplated by Wall Street analysts in an initial public
offering.
In the complaint, World GTL Inc says Petrotrin executed its secret plan
to expropriate the plant with the full knowledge and consent of the Trinidad
Government.
In 2005 World GTL Inc and Petrotrin entered into a "Project Agreement" to
build a gas-to-liquid plant within Petrotrin's refinery at a location
selected by Petrotrin and recommended as safe, when in fact it was directly
down wind from Petrotrin's Sulfur Recovery Unit. Petrotrin assured World GTL
Inc the refinery location was environmentally safe.
"In order to obtain project financing, Petrotrin introduced us to Credit
Suisse, noting that a former Trinidad finance minister was now an officer of
the bank. The bank agreed to provide a US $125 million loan," said James
Carlisle, World GTL Inc's vice president of finance and operations.
"Contrary to Petrotrin's representations when we entered into a 'Project
Agreement,' there were numerous toxic sulfur releases from the Petrotrin
refinery, which contaminated the entire facility including the gas-to-liquid
plant," said Carlisle. "We had to evacuate the plant on many occasions -
sometimes for as long as two months at a time - creating unforeseen cost
overruns and delays severely impacting our ability to meet the completion
date set forth in the agreement with Credit Suisse. Plant closings and
evacuations continued despite the many assurances from our partner,
Petrotrin, that the situation was being corrected," he said.
However, according to the Complaint, Petrotrin surreptitiously bought
World GTL Trinidad's loan from Credit Swiss, which had been jointly
guaranteed, clearly demonstrating its intent to be the sole owner of the
gas-to-liquid plant.
"Moreover, with a clear disregard for their fiduciary responsibilities to
the GTL joint venture company, Petrotrin engaged in actions demonstrating it
planned to control the project," continued Carlisle. "This included payment
to Credit Suisse of a disputed $16.2 million breakage premium in order to
facilitate taking ownership of the loan," said Carlisle. "This was done
secretly so they could declare a default effectively expropriating the assets
without compensating us," he said.
According to the complaint, World GTL Inc and its subsidiary, World GTL
St. Lucia, allege that Petrotrin did not make the requisite corrections to
the sulfur problem because it at all times wanted timely completion of the
construction of the plant to fail, thereby creating a default under the terms
of the loan agreement with Credit Suisse. This allowed Petrotrin to appoint a
Receiver to take over all the assets of the entire project without proper
compensation to World GTL Inc. This action was not only contrary to the
agreements between the parties but constituted fraud on its face, according
to the Complaint.
World GTL Inc is seeking compensation from Petrotrin for alleged fraud,
negligent misrepresentation, breach of contract, unjust enrichment,
negligence and expropriation.
World GTL Inc, based in New York City, was formed in 2000 to build and
operate gas-to-liquid (GTL) facilities that convert natural gas (coal and
other hydrocarbons) into high-value, pollution free fuels and other valuable
products.
James Carlisle, World GTL Inc, +1-203-768-8300 / NOTE TO EDITORS: For a detailed timeline/fact sheet of events leading to the Complaint, please contact Jay DeBow at +1-212-906-9192 or email him at jaydebow at aol.com.
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