Elmrock v. Citigroup

Goodwin is representing Citigroup and wholly-owned subsidiaries in commercial litigation concerning a subordinated option in a nuclear power facility.  The plaintiff (a fund controlled by Elmrock Capital) purchased a subordinated option in the residual value of Citigroup’s interest in a nuclear power facility.  Following an appraisal that left the subordinated option out of the money, Elmrock commenced suit against Citigroup in the New York Supreme Court’s Commercial Division claiming fraud, breach of fiduciary duty, breach of contract and seeking punitive damages.  Elmrock claimed the residual value of the plant exceeded $183 million and sought $99 million in compensatory damages with an additional $100 million in punitive damages.  After the New York Supreme Court Commercial Division dismissed the fraud, breach of fiduciary duty and punitive damages claims in their entirety (allowing only a limited breach of contract claim to proceed), Elmrock took an appeal to the Appellate Division, First Department.  The dismissal was unanimously affirmed.

Elmrock v. Citigroup

Download PDF