Defense attorneys say the vote makes clear that Tesla shareholders, with full knowledge of the flaws in the 2018 process that McCormick pointed out in her January ruling, are adamant that Musk is entitled to the pay package. Photo via cdn.britannica.com

Attorneys for Elon Musk and Tesla’s corporate directors are asking a Delaware judge to vacate her ruling requiring the company to rescind a massive and unprecedented pay package for Musk.

Friday's hearing follows a January ruling in which Chancellor Kathaleen St. Jude McCormick concluded that Musk engineered the landmark 2018 pay package in sham negotiations with directors who were not independent. The compensation package initially carried a potential maximum value of about $56 billion, but that sum has fluctuated over the years based on Tesla's stock price.

Following the court ruling, Tesla shareholders met in June and ratified Musk’s 2018 pay package for a second time, again by an overwhelming margin.

Defense attorneys say the vote makes clear that Tesla shareholders, with full knowledge of the flaws in the 2018 process that McCormick pointed out in her January ruling, are adamant that Musk is entitled to the pay package.

“Honoring the shoulder vote would affirm the strength of our corporate system,” David Ross, an attorney for Musk and the other individual defendants, told McCormick. “This was stockholder democracy working.”

Ross told the judge that the defendants were not challenging the factual findings or legal conclusions in her ruling, but simply asking that she vacate her order directing Tesla to rescind the pay package.

McCormick, however, seemed skeptical of the defense arguments, peppering attorneys with questions and noting that there is no precedent in Delaware law for allowing a post-trial shareholder vote to ratify adjudicated breaches of fiduciary duty by corporate directors.

“This has never been done before,” she said.

Defense attorneys argued that, while they could find no case that is exactly comparable, Delaware law has long recognized shareholder ratification as a cure to corporate governance errors, and has long acknowledged the “sovereignty” of shareholders as the ultimate owners of a corporation.

“I candidly don’t see how Delaware law can tell the owners of the company that they’re not entitled to make the decision they made,” said Rudolf Koch, an attorney for Tesla.

Donald Verrilli, a lawyer for an induvial stockholder who owns more than 19,000 Tesla shares, suggested that it would be wrong for the lone shareholder who filed the lawsuit to thwart the will of the majority of Tesla shareholders. At the time the lawsuit was filed, the plaintiff owned just nine shares of Tesla stock.

“The voice of the majority of shareholders should matter…. This lawsuit is not representing the interest of the shareholders," Verrilli said.

Thomas Grady, an attorney for a group of Florida objectors who own or manage almost 8 million Tesla shares with some $2 billion, argued that for McCormick to rule for the plaintiff, she has to “disenfranchise” all other Tesla shareholders.

Greg Varallo, an attorney for the plaintiff, urged McCormick not to give any credence to the June shareholder vote, saying it has no legal precedent in Delaware or anywhere else. There also is no reason for the court to reopen the trial record and admit new evidence, he said.

Under Delaware law, stockholders have no authority to overrule courts by trying to use a post-trial ratification vote as a “giant eraser,” Varallo argued.

“Ratification is not magic, and it never has been,” Varallo added. “This should end here and now.”

McCormick gave no indication on when she would rule. She also has yet to rule on a huge and unprecedented fee request by plaintiff attorneys, who contend that they are entitled to legal fees in the form of Tesla stock valued at more than $7 billion.

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Houston energy tech platform Molecule closes series B funding

energy software

Houston-based energy trading risk management (ETRM) software company Molecule has completed a successful series B round for an undisclosed amount, according to a July 16 release from the company.

The raise was led by Sundance Growth, a California-based software growth equity firm.

Sameer Soleja, founder and CEO of Molecule, said in the release that the funding will allow the company to "double down on product innovation, grow our team, and reach even more markets."

Molecule closed a $12 million Series A round in 2021, led by Houston-based Mercury Fund, and has since seen significant growth. The company, which was founded in 2012, has expanded its customer base across the U.S., U.K., Europe, Canada and South America, according to the release.

Additionally, it has launched two new modules of its software platform. Its Hive module, which debuted in 2022, enables clients to manage their energy portfolio and renewable credits together in one scalable platform. It also introduced Elektra, an add-on for the power market to its platform, which allows for complex power market trading.

"Four years ago, we committed to becoming the leading platform for energy trading," Soleja said in the release. "Today, our customers are managing complex power and renewable portfolios across multiple jurisdictions, all within Molecule.”

Molecule is also known for its data-as-a-lake platform, Bigbang, which enables energy ETRM and commodities trading and risk management (CTRM) customers to automatically import trade data from Molecule and then merge it with various sources to conduct queries and analysis.

“Molecule is doing something very few companies in energy tech have done: combining mission-critical depth with cloud-native, scalable technology,” Christian Stewart, Sundance Growth managing director, added in the statement. “Sameer and his team have built a platform that’s not only powerful, but user-friendly—a rare combination in enterprise software. We’re thrilled to partner with Molecule as they continue to grow and transform the energy trading and risk management market.”

D.C. energy company secures $233M for ERCOT battery storage projects

fresh funding

The Electricity Reliability Council of Texas’ grid will get a boost courtesy of Lydian Energy.

The D.C.-based company announced the successful financial close of its first institutional project financing totaling $233 million, backed by ING Group and KeyBank. The financing will support three battery energy storage system (BESS) projects in Texas.

Lydian is an independent power producer that specializes in the development, construction and operation of utility-scale solar and battery energy storage projects. The company reports that it plans to add 550 megawatts of energy—which can power approximately 412,500 homes—to the Texas grid administered by ERCOT.

“This financing marks an important step forward as we continue executing on our vision to scale transformative battery storage projects that meet the evolving energy needs of the communities we serve,” Emre Ersenkal, CEO at Lydian Energy, said in a news release.

The projects include:

Pintail 

  • Located in San Patricio county
  • 200 megawatts
  • Backed by ING

Crane

  • Located in Crane county
  • 200 megawatts
  • Backed by ING

Headcamp

  • Located in Pecos county
  • 150 megawatts
  • Backed by KeyBank

ING served as the lender for Pintail and Crane projects valued at a combined total of approximately $139 million.

KeyBank provided a $94 million financing package for the Headcamp project. KeyBanc Capital Markets also structured the financing package for Headcamp.

The three projects are being developed under Excelsior Energy Capital’s Fund II. Lydian’s current portfolio comprises 20 solar and storage projects, totaling 4.7 gigawatts of capacity.

“Our support of Lydian’s portfolio reflects ING’s focus on identifying strategic funding opportunities that align with the accelerating demand for sustainable power,” Sven Wellock, managing director and head of energy–renewables and power at ING, said in the release. “Battery storage plays a central role in supporting grid resilience, and we’re pleased to back a platform with strong fundamentals and a clear execution path.”

The facilities are expected to be placed in service by Q4 2025. Lydian is also pursuing additional financing for further projects, which are expected to commence construction by the end of 2025.

“These financings represent more than capital – they reflect the strong demand for reliable energy infrastructure in high-growth U.S. markets,” Anne Marie Denman, co-founding partner at Excelsior Energy Capital and chair of the board at Lydian Energy, added in the news release. “We’re proud to stand behind Lydian’s talented team as they deliver on the promise of battery storage with bankable projects, proven partners, and disciplined execution. In the midst of a lot of noise, these financings are a reminder that capital flows where infrastructure is satisfying fundamental needs of our society – in this case, the need for reliable, sustainable, domestic, and affordable energy.”