MEMORANDUM ORDER Kevin Adler (“Plaintiff”) brings this action against SPI Solar, Inc., its predecessor Solar Power, Inc. (“Solar Power”), SPI Energy Co, Ltd. (“SPI”), Steven Kircher, Amy Liu, and three unnamed defendants (collectively “Defendants”) for breach of contract, defamation, fraud, and violation of New York Labor Law. On March 30, 2018, the Court granted partial summary judgment in Plaintiff’s favor on his breach of contract claims in connection with the denial of grants of Solar Power stock and equity in a special-purpose entity as compensation for Plaintiff’s work as an employee of Solar Power. Adler v. Solar Power, Inc., 16-CV-1635-LTS-GWG, 2018 WL 1626162 (S.D.N.Y. Mar. 30, 2018). Plaintiff has filed a second motion for pre-judgment attachment of SPI’s membership interest in Calwaii Power Holding LLC, a SPI subsidiary that holds several solar power projects that are being developed in Hawaii. (Docket Entry No. 95.) The Court has considered the submissions of both parties carefully and, for the following reasons, grants Plaintiff’s motion.BACKGROUNDSPI is a Cayman Islands corporation formed from the reorganization of Solar Power, Inc. (Aff. of Kevin Adler, Docket Entry No. 96,3.) SPI is domiciled in China and is not authorized to do business in New York. (Id.) SPI develops, installs, operates, and sells utility — and residential-scale photovoltaic solar power projects. (Decl. of Hoong Khoeng Cheong, Docket Entry No. 100,4.)SPI’s only assets in the United States are “a portfolio of solar projects…to be constructed in Hawaii” (the “Hawaii Projects”) and stock in EnSync Inc. (“EnSync”), “consisting of convertible preferred shares, a warrant to purchase…common stock and publicly traded common stock.” (Adler Aff.9.) Adler asserts that SPI is systemically attempting to secrete its assets by placing them out of reach of any potential judgment creditors, including other plaintiffs pursuing related employment actions. (Id.
5, 6, 13, 16.)In its SEC Form 20-F/A, dated October 27, 2017 (Docket Entry No. 96-2, at 30), SPI stated that it would be difficult to enforce judgments in the United States or the United Kingdom against SPI and its directors and managers because its assets and senior personnel were primarily located in the People’s Republic of China and the company is registered in the Cayman Islands, neither country having treaty mechanisms to enforce U.S. judgments. Adler states, based on knowledge allegedly gained in the course of his employment with Defendants, that SPI’s practice is to transfer all of its money to China, and leave as few assets in the United States as possible. (Adler Aff.16.)The Hawaii Projects are owned, through special-purpose subsidiaries, by Calwaii Power Holding LLC (“Calwaii”), which is in turn a wholly owned subsidiary of SPI. (SEC Form 20-F/A, dated October 27, 2017 at 44, 60, 74, F-31; see also Stephen Kircher Tr., Docket Entry No. 96-3, 96. (stating that SPI’s assets in Hawaii are owned by Calwaii, through which SPI owns the individual projects).) According to the 2017 SEC filing, the Calwaii projects consist of approximately 40 photovoltaic systems, and were acquired in 2014. (SEC Form 20-F/A, dated October 27, 2017 at 44, 74, F-31.) In its SEC Form 20-F/A, dated October 27, 2017, SPI stated that four systems had been sold in 2015 and SPI expected to consummate nine more sales in before the close of 2017. (Id. at F-31.) In this SEC form, SPI further stated that it was developing and selling three tranches of Hawaiian solar projects.1 (Id. at 82.) SPI planned to commence construction and sale of the first tranche by the end of 2018, to complete the construction and sale of the second tranche by approximately April 2019, and to complete development of the third tranche in 2018 with construction commencing in 2019. (Id. at 82.)Adler was privy to discussions about selling the Hawaii Projects to a particular (but unnamed) buyer when he was employed by Defendants. (Adler Aff.14.) Adler’s former colleagues and an executive at the company constructing the Hawaii Projects have confirmed that SPI is continuing to negotiate the sale of some of the projects. (Id.
