SAN DIEGO–(BUSINESS WIRE)–Jason Newby, founder of Kinetic Investments, Inc. dba Future Home Power (FHP), has filed a lawsuit in the United States District Court for the Southern District of California against Solar Integrated Roof Corp. (OTC: SIRC) and its Cochairman of the Board of Directors and former Chief Executive Officer, David Massey (Newby v. Solar Integrated Roofing Corp., et al., Case number 3:23-cv-142-LL-MSB).
FHP sells residential solar systems. In June 2021, FHP became a wholly owned subsidiary of SIRC after SIRC acquired the company from Newby. Newby continued as President of FHP after the acquisition until he was forced out of the Company on December 29, 2022. The lawsuit involves the sale of FHP to SIRC and SIRC’s failure to compensate Newby as promised in the merger agreement between SIRC, FHP and Newby and the schedules to the merger agreement.
“Despite sales in the tens of millions of dollars generated by FHP after the merger, SIRC refused to fully fund FHP’s operations, refused to pay commissions owed to FHP’s sales representatives, and refused to pay the incentive and other compensation promised to me in the merger agreement and the schedules to it,” said Newby. “After SIRC acquired FHP, we were incentivized to use SIRC’s inhouse installation company, Milholland Electric, instead of the various third-party installers that we used before the merger. Money received for installations performed by Milholland went directly to SIRC-controlled bank accounts and Dave Massey and SIRC refused my continuous requests to either transfer a portion of that money to FHP to allow FHP to pay its sales representatives or to use that money to pay the representatives directly. Massey and SIRC also refused to pay me what they promised to me at the time of the merger, which is consistent with SIRC’s failure to pay others who sold their companies to SIRC,” Newby added.
Newby’s lawsuit alleges claims of fraud, constructive termination, breach of contract and defamation and seeks damages exceeding $67 million.
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Brownlie Hansen LLP, founded in 2020, is a boutique law firm headquartered in San Diego, California, focusing on civil litigation. The firm was recognized in US News & World Report and Best Lawyers® 2023 list of Best Law Firms in San Diego in the areas of Commercial Litigation and Securities / Capital Markets Law.
Robert W. Brownlie, Partner