A Delaware judge dismisses a renewable energy company’s D&O lawsuit

A Delaware judge on Thursday dismissed a lawsuit filed by a renewable energy company and its CEO seeking insurance coverage from directors and insurance officers in connection with a fraud lawsuit filed by investors.

Judge v Origis USA LLC et al. v. Great American Insurance Co. et al. ruled that the 2021 to 2022 collection of basic and supplemental D&O policies contained an explicit no-action clause prohibiting policyholders from bringing an insurance dispute until the amount they must pay is determined.

Court records show that Origis and Miami-based CEO Guy Vanderhaegen failed to convince a judge that the clause was “draconian” and that courts across the country have typically not favored enforcement of its provisions.

“Even accepting this assumption, Delaware courts are uniquely inclined to honor contracts by sophisticated parties,” the judge wrote.

The judge also found that excluding prior conduct from a series of base and D&O policies in effect in 2023-2024 relieved insurers from defending against the 2023 fraud lawsuit filed by investors because Origis and Mr. Vanderhaegen’s alleged conduct occurred before the policies dated retroactively: November 2021

Origis’ 2021-2022 D&O Tower consisted of a master policy issued by Great American and additional policies issued by North American Specialty Insurance Co., Axis Insurance Co. and Markel American Insurance Co. The 2023-2024 Tower included a basic policy issued by Bridgeway Insurance Co. and proprietary policies from RSU Insurance Co., Ascot Specialty Insurance Co., Endurance Assurance Co., Berkshire Hathaway Specialty Insurance Corp., Ironshore Indemnity Inc., Markel and a unit of American International Group Inc. National Union Fire Insurance Co. Pittsburgh, Pennsylvania

Origis and Mr. Vanderhaegen sought coverage under Two Towers D&O insurance in a lawsuit originally filed in New York state court in February 2023. Belgium-based Pentacon BV and Baltisse NV corporations and former Origis investors Paul Thiers Sr. and Filip Balcaen accused Origis and Mr. Vanderhaegen for undervaluing the company before buying out investors for $105 million in October 2020 and selling the company in January 2021 for $1.4 billion. The case was later transferred to federal court.

The judge in the coverage dispute ruled that most of the allegations of abuse in the investor lawsuit occurred before November 2021 and were therefore not subject to the second tower’s policies.

Representatives of the parties did not respond to requests for comment.