Summary

Petitioner NRCO Engineering, S.A. ("NRCO" or "Petitioner"), by and through its undersigned counsel, respectfully submits this Petition and Motion (the "Petition") to Confirm the Final Award dated May 1, 2026 in the non-domestic contractual arbitration ("Arbitration") between NRCO and Respondents Linden Energy, LLC and Stephen P. Payne (collectively, "Respondents") pursuant to the arbitration provision in the parties' Shares Purchase Agreement ("SPA" or "Agreement").

Petitioner seeks confirmation of the Final Award dated May 1, 2026 (the "Final Award"), which was rendered in Petitioner's favor by a sole arbitrator, Edward "Trey" Bergman III, in proceedings administered by the International Centre for Dispute Resolution ("ICDR").

This Petition is submitted under Chapter 2 of the Federal Arbitration Act ("FAA"), 9 U.S.C. §§ 201-208, which provides for the enforcement of non-domestic arbitration awards pursuant to the United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards, June 10, 1958, 330 U.N.T.S. 53 (the "New York Convention" or "Convention"). See id. art. I(1).

The Final Award is a non-domestic arbitration award because it arises out of the commercial relations under the SPA between Petitioner (a Panamanian company) and Respondents (U.S. persons). See, e.g., Matter of Arb. Between Trans Chem. Ltd. & China Nat. Mach. Imp. & Exp. Corp., 978 F. Supp. 266, 295 (S.D. Tex. 1997), aff'd sub nom. Trans Chem. Ltd. v. China Nat. Mach. Imp. & Exp. Corp., 161 F.3d 314 (5th Cir. 1998).

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The Final Award

On May 1, 2026, after reviewing and considering the documentary and testimonial evidence presented and the parties' arguments, the Arbitrator issued the Final Award.

In the Final Award, the Arbitrator held that "Respondents are jointly and severally liable for all damages arising out of their default of the [SPA]" and "Payne is liable for all amounts arising out of his default of the Promissory Note."

Specifically, the Arbitrator held Respondents jointly and severally liable for the following amounts and awarded them to NRCO:

• 750,000 as the principal amount remaining under the SPA and the Promissory Note;
• Interest at the rate of 6.71% on $750,000 from and after December 21, 2025;
• 557,000 as pre-award interest at a rate of 6.71% on the applicable principal amounts, from July 21, 2016, through December 21, 2025;
• 768,940.10 in attorneys' fees;
• 101,574.50 in administrative fees and expenses of the ICDR and the arbitrator's fees and expenses.

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