21^st March 2023

MetalNRG plc

 Legal Process Update

Significant win for the Company

MetalNRG plc ("MetalNRG" or the "Company") announces the outcome of the High Court oral renewed permission to appeal hearing held on 17^th March 2023 concerning the Company's claim for the return of the £1.02 million it paid to the corporate defendants, Brit Energy Holdings LLP and BritNRG Limited (the "Corporate Defendants").

In Summary:

·    The Corporate Defendants appeal was rejected and the outstanding £574,000 is now to be paid to the Company

·    The Corporate Defendants were ordered to pay interest which currently stands at £37,385.78

·    The Corporate Defendants were ordered to pay £23,805.61 to cover the Company's appeal costs for the summary judgement

·    The Corporate Defendants have been ordered to pay the Company's legal fees for the summary judgement proceedings with agreement to be reached on the final amount due

The Corporate Defendants had lost their case in the first instance and had paid £450,000 of the £1.02 million to the Company.  The defendants had sought the right to appeal the summary judgement issued previously in respect of the £574,000 balance (having already had such permission denied on the papers). The Corporate Defendants also appealed a portion of the prior costs award made in the Company's favour.

The Court found in favour of the Company in both respects; refusing the Corporate Defendants leave to appeal and denying their substantive appeal on costs. The Corporate Defendants have been ordered to pay the Company's costs of these failed appeals.

Main appeal on the substantive judgment;

Brit Energy Holdings LLP ("D1") and BritNRG Limited ("D3") applied for permission to appeal the decision by Deputy ICC Judge Kyriakides to grant summary judgment in MetalNRG's favour on its claim against D1 and D3 under s190 of the Companies Act (substantial property transaction requiring shareholder approval that wasn't obtained).

Consistent with the prior ruling on the papers, permission to appeal was refused at the oral hearing on Friday 17^th March the Judge saw no real prospect of the Corporate Defendants succeeding on their appeal, and no other compelling reason that there should be an appeal.

This means that the judgment made by Deputy ICC Judge Kyriakides in September 2022 stands and the stay of execution that was granted to the defendants, in the interim,  has now been lifted.  Which in turns means that the total principal amount due from D1 as at today's date, in respect of summary judgment is £611,385.78 (comprising the £574,000 of the original £1,019,999 that they have not yet paid to MetalNRG, but is with the Court, PLUS £37,385.78 in pre and post-judgment interest, which continues to accrue).  It is expected that the sums already paid into Court will be promptly paid to the Company, and that the remainder will be paid to the Company within 14 days.

Costs appeal

On Friday 17^th March there was a second  hearing on one particular part of Deputy ICC Judge Kyriakides' costs judgment, which the defendants had appealed against. In particular, D1 and D3 were appealing against her decision that MetalNRG did not need to pay D1 and D3's costs from 13^th September 2022 onwards  If their appeal succeeded, then they would have been granted their costs (to be paid by MetalNRG) from 13^th September 2022 through to 28^th September 2022,

The appeal was refused.

The effect, as with the substantive judgment, is that the costs judgment made by Deputy ICC Judge Kyriakides in September 2022 stands and MetalNRG is entitled to their reasonable costs up to 13^th September 2022 on this particular action.

The amount of these costs will be decided by detailed assessment proceedings if the parties cannot agree them.

Costs of the permission to appeal and costs appeal proceedings

Finally, the Judge awarded the Company £23,805.61 in respect of its costs of defending the entirely unsuccessful appeal proceedings. It is expected that these costs will be payable within 14 days of judgment which was on Friday 17^th March 2023.

Rolf Gerritsen commented:

            "We are delighted with this outcome which fully vindicates our approach.  Brit Energy Holdings and BritNRG Ltd (of which Mr Rocco is a significant interest holder) have now lost in London's courts three times, Mr Rocco himself has lost in Scotland, and more importantly there is no further recourse in the London courts on the summary judgment case brought by the Company.  Not only have we secured the repayment £1,019,999 but we have secured an order for the Corporate Defendants to pay our costs and interest on the principal amount.  We sincerely hope that Mr Rocco and his affiliates will take notice of this judicial trend and allow the Company to focus on value creation for all interest holders rather than continuing to take untenable positions against the Company's (and investors') interests."

END

Contact details: