Eurus Energy Holdings Corporation v. Kingdom of Spain

UNITED STATES DISTRICT COURT FOR THE DISTRICT OF COLUMBIA ¶ EURUS ENERGY HOLDINGS CORPORATION, Petitioner, Civil Action No. 25-1842 (RDM) v. KINGDOM OF SPAIN, Respondent. MEMORANDUM OPINION In June 2025, Eurus Energy Holdings Corporation (“Eurus”) brought this case to enforce an arbitral award issued on November 14, 2022, by a tribunal of the International Centre for Settlement of Investment Disputes (“ICSID”) against the Kingdom of Spain. Dkt. 1 at 1 (Pet.). Not long after it filed suit, however, Eurus assigned its interest in the arbitral award to Blasket Renewable Investments LLC (“Blasket”). Dkt. 28-1. Then, in December 2025, the Kingdom of Spain moved to dismiss Eurus’s petition or to stay the case pending the resolution of related proceedings before the D.C. Circuit and the Supreme Court, Dkt. 16, and Eurus opposed that motion and requested that the Court “enter judgment on [its] award,” Dkt. 23 at 11. Finally, in April 2026, Eurus and Blasket moved to substitute Blasket for Eurus as the petitioner in the case, see Dkt. 26, and the Kingdom of Spain opposed that motion, arguing that “no relevant interest ha[d] been or could be validly ‘transferred’ to Blasket,” Dkt. 27 at 7. Both motions are now fully briefed and ripe for decision. In addition, the European Commission has filed an amicus brief in support of the Kingdom of Spain. See Dkt. 32-1.  For the reasons explained below, the Court will GRANT the motion to substitute Blasket for Eurus, will DENY the Kingdom of Spain’s motion to dismiss or to stay the case, and will ENTER judgment on the award in Blasket’s favor in the full amount specified in the award, Dkt. 1-1 at 6–63, and as further specified in the ICSID Tribunal’s Decision on Rectification, Dkt. 1-1 at 281–306. I. BACKGROUND A. The ICSID Convention The ICSID Convention, 17 U.S.T. 1270, 575 U.N.T.S. 159, “is a multilateral treaty aimed at promoting private international investment.” Valores Mundiales, S.L. v. Bolivarian Republic of Venezuela, 87 F.4th 510, 514 (D.C. Cir. 2023). The Convention established an international institution—the International Centre for Settlement of Investment Disputes—and charged it with “maintaining a legal framework and a reliable process for the resolution of disputes between private investors and governments.” Id. Among other things, the ICSID convenes tribunals for the mediation and arbitration of investment disputes between countries whose governments have signed and ratified the Convention—Contracting States—and nationals of other Contracting States. Blasket Renewable Invs., LLC v. Kingdom of Spain, No. 23-cv-2701, 2024 WL 4298808, at *2 (D.D.C. Sept. 26, 2024); ICSID Convention art. 1(2). Under 22 U.S.C. § 1650a, any pecuniary obligation imposed by an ICSID “award shall be enforced and shall be given the same full faith and credit as if the award were a final judgment of a court of general jurisdiction of one of the several States.” 22 U.S.C. § 1650a(a). Article 25 of the Convention provides that the ICSID’s “jurisdiction . . . shall extend to any legal dispute arising directly out of an investment, between a Contracting State . . . and a national of another Contracting State, which the parties to the dispute consent in writing to submit.” ICSID Convention art. 25(1). “When the parties have given their consent, no party 2 may withdraw its consent unilaterally.” Id. The parties may, however, object to the arbitral tribunal’s jurisdiction over or competence to decide the dispute. Id. art. 41(2). The tribunal “shall be the judge of its own competence.” Id. art. 41(1); see Blasket, 2024 WL 4298808, at *2. The tribunal must issue its awards “in writing,” and the award must “address every question submitted by the parties and . . . state the reasons upon which the arbitration decision and award are based.” ICSID Convention art. 48(2)–(3). “Of particular note here, Article 53 of the Convention provides that a party dissatisfied with an award may challenge it on various grounds, but may do so only through proceedings at the Centre and not collaterally in the courts of member states.” Mobil Cerro Negro, Ltd. v. Bolivarian Republic of Venezuela, 863 F.3d 96, 101 (2d Cir. 2017); ICSID Convention art. 53(1). Accordingly, “[t]he only route for setting aside an ICSID Arbitral Tribunal’s award is through the ICSID Convention’s annulment process.” Valores, 87 F.4th at 515; see ISCID Convention art. 52. The ICSID does not, however, have the authority to enforce arbitral awards. Valores, 87 F.4th at 515. To enforce an ICSID award, a party must rely on the courts of a Contracting State. Id. But the role of such courts is limited: they “may do no more than examine the judgment’s authenticity and enforce the obligations imposed by the award.” Mobil Cerro Negro, 863 F.3d at 102. They are “not permitted to examine an ICSID award’s merits, its compliance with international law, or the ICSID tribunal’s jurisdiction to render the award.” Id. B. The Arbitration Proceedings In 1997, Respondent Kingdom of Spain (“Spain”) adopted legislation creating financial incentives and other inducements for firms to “invest[] in renewable energies . . . within its territory.” Dkt. 1 at 3 (Pet. ¶ 9). Over the next decade, Petitioner Eurus Energy Holdings Corporation relied on these financial incentives to invest in Spanish companies that owned and operated wind farms within Spain. Dkt. 1 at 2–3 (Pet. ¶¶ 1, 9). Between 2012 and 2014, 3 however, Spain adopted laws that rolled back and eventually revoked the economic incentives on which Eurus had relied. Id. at 3 (Pet. ¶ 9). Spain also “claw[ed] back subsidies paid” prior to the policy changes. Id. at 5 (Pet. ¶ 18). Both Spain and Japan, where Eurus is incorporated, were parties to the Energy Charter Treaty (“ECT”), 2080 U.N.T.S. 95, during the events in question.1 Id. at 1, 4 (Pet. ¶¶ 1, 12). The ECT “establishes a legal framework in order to promote long-term cooperation in the energy field.” ECT art. 2; NextEra Energy Glob. Holdings B.V. v. Kingdom of Spain, 112 F.4th 1088, 1094 (D.C. Cir. 2024). It requires contracting parties to “encourage and create stable, equitable, favourable and transparent conditions” for investment by investors located or incorporated in other contracting parties. ECT art. 10(1). Contracting parties agree to submit disputes arising under the ECT to international arbitration. Id. art. 26(3)(a). Parties to the ICSID Convention, including Spain and Japan, see Dkt. 1 at 2 (Pet. ¶ 4); Dkt. 1-2 at 28, further consent to submit disputes arising under the ECT to the ICSID. Id. art. 26(4)(a)(i). Consistent with those procedures, Eurus filed a request for arbitration with the ICSID for arbitration under the ICSID Convention. Dkt. 1 at 4 (Pet. ¶ 15). The ICSID tribunal conducted a hearing on jurisdiction and the merits in July of 2018. Dkt. 16-6 at 1113. In brief, Eurus argued that “Spain’s legislative and regulatory actions that retrenched on the incentives offered for Eurus’s investments constituted a breach of Spain’s obligations under the ECT.” Dkt. 1 at 4 (Pet. ¶ 15). Spain responded that the tribunal lacked jurisdiction and that, in any event, it had not breached its obligations under the ECT. Dkt. 16-6 at 1144. On the jurisdictional issue, Spain 1 Spain has since announced its intention to withdraw from the ECT. See NextEra Energy Glob. Holdings B.V. v. Kingdom of Spain, 112 F.4th 1088, 1094 (D.C. Cir. 2024) (“While these cases were pending, the EU, Spain, and Luxembourg each announced its intention to withdraw from the ECT.”). 4 argued that the European Commission had decided that “any compensation granted by a tribunal to an investor” based on Spain’s modification of its renewable energy regime would constitute “state aid” and that only the Commission could authorize such state aid. Id. at 1167. Spain further argued that a prior decision of the Court of Justice of the European Union (“CJEU”) barred the tribunal from applying EU law. Id. at 1174. On March 17, 2021, the tribunal issued a 143-page Decision on Jurisdiction and Liability (“Decision”). Dkt. 1 at 4 (Pet. ¶ 18). The Decision first resolved Spain’s challenge to the tribunal’s jurisdiction by finding that it had jurisdiction to resolve Eurus’s claim, “except as to a narrow dispute regarding certain tax measures.” Id. On the merits, the Decision concluded that Spain’s efforts to claw back subsidies paid under the favorable regime “breached Article 10(1) of the ECT.” Dkt. 16-6 at 1216. As a result, the tribunal issued an award of €106,200,000 (in addition to interest and various fees) to Eurus. Dkt. 1 at 5 (Pet. ¶ 19); Dkt. 1-1 at 60. On September 12, 2023, Spain filed an application for annulment of the award and requested a stay of enforcement. Dkt. 1 at 6 (Pet. ¶ 21). In June 2024, the ICSID annulment committee terminated the stay of enforcement of the award, Dkt. 1-1 at 298, making it immediately binding and enforceable, see ISCID Convention art. 53(1). In July 2025, shortly after this suit was filed, the annulment committee denied Spain’s application. Dkt. 23 at 16. C. Procedural History On June 11, 2025, Eurus filed a petition in this Court to enforce the arbitration award against Spain. See Dkt. 1. On December 5, 2025, Spain moved to dismiss or, in the alternative, stay the action pending resolution of related proceedings. See Dkt. 16. After that motion was fully briefed, see Dkts. 23, 25, Eurus and Blasket jointly moved to substitute Blasket as the petitioner under Federal Rule of Civil Procedure 25(c), see Dkt. 26. Both the motion to dismiss or to stay and the motion to substitute are fully briefed. See Dkts. 27, 28, 30, 32. 5  II. LEGAL STANDARD In resolving a Rule 12(b)(6) motion to dismiss, the Court must take the allegations of fact contained in the petition as true. See Am. Nat’l Ins. Co. v. FDIC, 642 F.3d 1137, 1139 (D.C. Cir. 2011). The Court “must first ‘tak[e] note of the elements a plaintiff must plead to state [the] claim’ to relief, and then determine whether the plaintiff has pleaded those elements with adequate factual support to ‘state a claim to relief that is plausible on its face.’” Blue v. District of Columbia, 811 F.3d 14, 20 (D.C. Cir. 2015) (quoting Ashcroft v. Iqbal, 556 U.S. 662, 675 (2009)) (alterations in original). Under Rule 12(b)(6), the Court “may consider only the facts alleged in the complaint, any documents either attached to or incorporated in the complaint and matters of which [the Court] may take judicial notice.” Trudeau v. FTC, 456 F.3d 178, 183 (D.C. Cir. 2006) (citation modified). Under Rule 25(c), “[i]f an interest is transferred, the action may be continued by or against the original party unless the court, on motion, orders the transferee to be substituted in the action or joined with the original party.” Fed. R. Civ. P. 25(c). Substitution is appropriate if it would “facilitate the conduct of the litigation.” Commissions Imp. Exp., S.A. v. Republic of Congo, 118 F. Supp. 3d 220, 231 (D.D.C. 2015) (quoting Citibank v. Grupo Cupey, Inc., 382 F.3d 29, 32 (1st Cir. 2004)); 7C Charles Alan Wright & Arthur Miller, Federal Practice and Procedure § 1958 (3d ed. 2026). III. ANALYSIS A. Motion to Substitute The Court starts with Eurus and Blasket’s joint motion to substitute Blasket for Eurus pursuant to Federal Rule of Civil Procedure 25(c). Dkt. 26. On August 28, 2025, Eurus and Blasket executed a deed of assignment, transferring “all of the rights, interests and benefits of [Eurus] under or in respect of the Award” to Blasket. Dkt. 28-1 at 7, 10, 23. In light of that 6 deed, they argue, Blasket is now “the only party with a legal and practical interest in this Court’s recognition of the Award.” Dkt. 26 at 1–2. Spain opposes substitution on the grounds that Blasket lacks a valid interest in this case and that substitution would unduly complicate ongoing litigation. Because Eurus’s assignment of the award to Blasket is valid and substitution would facilitate the conduct of this litigation, the Court will grant Eurus and Blasket’s motion to substitute. 1. Blasket has an interest in the ICSID award Spain contends that Blasket does not have an interest in this litigation sufficient to support substitution under Rule 25(c) because ICSID awards are not assignable. It relies on Article 54(2) of the Convention, which reads in relevant part: “A party seeking recognition or enforcement in the territories of a Contracting State shall furnish to a competent court or other authority which such State shall have designated for this purpose a copy of the award certified by the Secretary-General.” ICSID Convention art. 54(2). According to Spain, this language grants “the right to seek enforcement of an award only to ‘a party’ to the arbitration.” Dkt. 27 at 9 (emphasis added). In support of this reading of Article 54(2), Spain cites a 2025 decision of the U.K. High Court—issued by a single judge sitting as a court of first instance—which relied on Article 54(2) to conclude that the right to enforce an ICSID award is “not capable of assignment.” OperaFund Eco-Invest SICAV PLC, et al. v. Kingdom of Spain, [2025] EWHC 2874 (Comm) Case No. CL-2021-000481, ¶¶ 44-45, 71 (Nov. 11, 2025); Dkt. 27 at 9. And because the deed assigning the award from Eurus to Blasket contains a choice-of-law provision specifying that it shall be “governed by” English law, Dkt. 28-1 at 17, Spain argues that this Court must follow OperaFund. Dkt. 30 at 1–3. As a threshold matter, the Court disagrees that the deed’s choice-of-law provision compels the Court to adopt OperaFund’s conclusion that the ICSID Convention disallows the 7 assignment of awards. Spain has repeatedly framed the question before this Court as whether the ICSID Convention itself authorizes the assignment of ICSID awards. See Dkt. 27 at 9–10; Dkt. 38 at 7. Indeed, the relevant portion of the OperaFund decision interpreted and applied the ICSID Convention, not English law. The OperaFund court concluded that ICSID awards are not assignable “as a matter of construction of the ICSID Convention,” OperaFund ¶ 71, and then expressly declined to address the “alternate argument” that an ICSID Convention award is “incapable of assignment under English law,” id. at ¶ 78 (emphasis added). By its own terms, then, OperaFund’s holding with respect to ICSID awards constitutes an interpretation of international law, not an application of English law. Spain does not offer any authority for the proposition that a choice-of-law clause like the one at issue here requires application of not only the chosen jurisdiction’s domestic law, but also its interpretation of international law. Accordingly, this Court must independently examine the ICSID Convention to determine whether it “grants the right to seek enforcement of an award only to ‘a party’ to the arbitration.” Dkt. 27 at 9 (citing OperaFund ¶¶ 51, 53, 71). When interpreting a treaty, the Court is “guided by principles similar to those governing statutory interpretation.” Iceland S.S. Co.-Eimskip v. U.S. Dep’t of Army, 201 F.3d 451, 458 (D.C. Cir. 2000). Those principles require the Court to begin with the treaty’s text. See Medellin v. Texas, 552 U.S. 491, 506 (2008). Spain relies on Article 54(2), which reads in relevant part: “A party seeking recognition or enforcement in the territories of a Contracting State shall furnish to a competent court or other authority which such State shall have designated for this purpose a copy of the award certified by the Secretary- General.” ICSID Convention art. 54(2). Reasoning that “party” in Article 54(2) could refer only to a party to the underlying arbitration, Spain construes Article 54(2) to grant the right to seek recognition or enforcement of an ICSID award only to such a party. Dkt. 27 at 9–10. 8  The principal problem with this argument is that Article 54(2) does not speak to which individuals and entities have a right to enforce ICSID awards at all. It merely directs “[a] party seeking recognition or enforcement” to “furnish . . . a copy of the award certified by the Secretary-General” to a “competent court.” ICSID Convention art. 54(2). As the only other federal court to have considered this question observed, this language “appears to do no more than describe the procedure that must be used by a party seeking recognition or enforcement of an award.” Blue Ridge Invs., LLC v. Republic of Argentina, 902 F. Supp. 2d 367, 380 (S.D.N.Y. 2012). Setting forth the procedural requirement that those seeking enforcement of an ICSID award present a certified copy of the award does not define or limit the category of entities who may initiate an enforcement proceeding. Simply put, Article 54(2) says nothing about assignability and says nothing about whether the word “party” refers to a “party” to the arbitration, a “party” to the enforcement proceeding, or—as the term is often used—simply “one,” “a person or group,” or “an individual, firm, or corporation.” See Party, Webster’s Third New International Dictionary at 1648 (1993).2 Suggesting that the ICSID Convention barred assignability in this obtuse and imprecise manner stretches (and, indeed, snaps) credulity. Nor do any other textual clues suggest that the ICSID Convention uses “party” exclusively to refer to the parties to the arbitration. As Judge Gardephe explained in Blue Ridge, the ICSID Convention does not define the word “party,” and context reveals that different provisions of the Convention use the term in different ways. See 902 F. Supp. 2d at 376–81. Article 64, for example, uses “party” to refer to Contracting States, while Article 67 uses “party” 2 Notably, even if the Court were convinced that the word “party” refers to a “party to the arbitration,” that would pose no problem here, since Eurus, in fact, did all that Article 54(2) requires: it “furnish[ed] to [the] court . . . a copy of the award certified by the Secretary- General.” ICSID Convention art. 54(2); see Dkt. 1-1 at 5. 9 to refer to parties to the Statute of the International Court of Justice. Even more to the point, numerous provisions use the phrases “a party to the dispute” or “parties to the dispute,” Blue Ridge, 902 F. Supp. 2d at 378–79, and the modifying language “to the dispute” would be surplusage if, as Spain argues, “‘party’ was intended always to mean a ‘party to the arbitration,’” id. at 380.3 In light of the Convention’s varied, context-dependent uses of “party” and inclusion of the limiting phrase “to the dispute” in other provisions, the word “party” in Article 54(2) cannot bear the weight placed upon it by Spain. It is expansive enough to include those who did not participate in the arbitration proceeding but “seek[] recognition or enforcement” of a validly assigned ICSID award. Moreover, neither Article 54(2) nor any other provision of the Convention expressly limits who may initiate an enforcement proceeding. In the face of this silence, the most reasonable conclusion is that the Convention defers to the domestic law of Contracting States as to who may enforce an ICSID award. That conclusion flows from the structure of the Convention, which leaves the Centre without any authority to enforce ICSID awards and leaves the details of enforcement and execution up to Contracting States. It is also consistent with Article 54(1), which requires Contracting States to “enforce” an ICSID award “as if it were a final judgment of a court in that State,” ICSID Convention art. 54(1), and Article 54(3), which provides that “[e]xecution of the award shall be governed by the laws concerning execution of 3 Spain also relies on cases holding that “U.S. courts will not infer private rights in treaties absent clear textual support” to support its narrow reading of Article 54(2). Dkt. 27 at 10. But that line of cases is inapposite where, as here, a treaty “explicitly call[s] upon the courts for enforcement.” McKesson Corp. v. Islamic Republic of Iran, 539 F.3d 485, 489 (D.C. Cir. 2008). Article 54(1) requires Contracting States to enforce ICSID awards, and 22 U.S.C. § 1650a, in turn, provides that “[a]n award of an arbitral tribunal rendered pursuant to chapter IV of the convention shall create a right arising under a treaty of the United States” and “shall be enforced.” Together, the Convention and 22 U.S.C. §1650a explicitly create a judicially enforceable right to petition for enforcement. 10 judgments in force in the State in whose territories such execution is sought,” ICSID Convention art. 54(3). It follows that if a Contracting State would allow an assignee to enforce a domestic judgment, it should also allow an assignee to enforce an ICSID award under the same circumstances. Otherwise, it would fail to “treat the [ICSID] award as if it were a final judgment” of a domestic court, ICSID Convention art. 54(1), that must be executed in accordance with the law of the State in which execution is sought, ICSID Convention art. 54(3). Where parity between ICSID awards and domestic judgments is the general rule, it would be “more than a little strange for Article 54(2) . . . to carve out an assignability-specific exception” to that rule without express language to that effect. Dkt. 28 at 9. Having concluded that ICSID awards may be assigned to the same extent as domestic final judgments, only one question remains—which body of law should determine whether an ICSID award is assignable? It is possible that the assignability of ICSID awards should be governed by federal common law rather than the law of the forum state, since proceedings to enforce an ICSID award arise under federal and international law. Neither party, however, has raised the applicability of federal common law, and, in any event, the Court concludes that a federal common law analysis would make no difference. A “precondition for applying federal law is a ‘significant conflict between some federal . . . interest and the use of state law.’” United States v. Honeywell Int’l Inc., 47 F.4th 805, 815 (D.C. Cir. 2022) (quoting Atherton v. FDIC, 519 U.S. 213, 218 (1997)). Any such conflict “must be specifically shown” before creating and applying a federal rule of decision. Id. (quoting Atherton, 519 U.S. at 218). Spain has not identified any conflict between the use of state law and the important federal policies embodied in 22 U.S.C. § 1650a. To the extent that borrowing state law defeats uniformity of implementation, Congress has “already made the contrary policy judgment” by directing “that 11 award enforcement follow the varied paths allowed under the money-judgment enforcement schemes of more than 50 jurisdictions.” Titan Consortium 1, LLC v. Argentine Republic, 182 F.4th 1038, 1049 (D.C. Cir. 2026) (borrowing D.C. law to determine 22 U.S.C. § 1650a’s statute of limitations). Because Congress chose to treat ICSID awards like “a final judgment of a court of general jurisdiction of one of the several States,” 22 U.S.C. § 1650a, borrowing state law on the assignability of final judgments is appropriate in this case. Eurus and Blasket rely on the law of this forum, Washington, D.C., which permits the assignment of final judgments—both those issued by the Superior Court and those issued by courts of sister states. See D.C. Code §§ 28-2301, 15-352; cf. Blue Ridge, 902 F. Supp. 2d at 381 (applying the law of the forum state to determine whether ICSID award could be assigned). Spain does not dispute that D.C. law permits the assignment of final judgments. Compare Dkt. 28 at 5 (“Spain does not and cannot dispute that D.C. law permits an assignee to enforce a final judgment of another state.”), with Dkt. 30 (failing to dispute that D.C. law permits assignment). Spain instead argues that the Court should apply English law, but it cites only OperaFund’s interpretation of the ICSID Convention, not English law. See OperaFund ¶ 71 (holding ICSID award not assignable “as a matter of construction of the ICSID Convention”); id. at ¶ 78 (declining to decide whether an ICSID award is capable of assignment “under English law”). Judgments are generally assignable under English law, and Spain offers no authority to the contrary. See Law of Property Act 1925, 15 & 16 Geo. 5 c. 20, § 136(1) (authorizing “assignment by writing under the hand of the assignor . . . of any debt or other legal thing in action”); OperaFund ¶ 76 (noting that, in general, “the benefit of a High Court judgment is capable of being assigned”). Because final judgments are assignable under both D.C. law and 12 English law, the Court need not decide which body of law governs the validity of the deed under choice-of-law principles. Under either, the deed of assignment is valid. Spain’s scattershot of other arguments challenging Eurus’s assignment of the ICSID award are not persuasive, and the Court will not address them further. Because Eurus validly assigned its ICSID award to Blasket, Blasket has an interest in this litigation sufficient to support substitution pursuant to Rule 25(c). 2. Substitution would facilitate this litigation The Court also concludes that substitution would facilitate this litigation. First, the Court must reject Spain’s suggestion that the substitution of Blasket would defeat the Court’s subject- matter jurisdiction. See Dkt. 27 at 11–12. Spain contends that 22 U.S.C. §1650a “confers jurisdiction only to the extent the action to enforce an ICSID award is brought by a party with a treaty right to enforce it, and so substituting Blasket would defeat subject matter jurisdiction.” Id. In support of that conclusion, it quotes a portion of the first sentence of § 1650a(a) referring to “a right arising under a treaty of the United States” and argues that this language requires the Court to “look to the ICSID Convention itself to determine whether an assignee has an enforceable right under that treaty.” Id. at 11. The relevant sentence of § 1650a(a), however, provides that “[a]n award of an arbitral tribunal rendered pursuant to chapter IV of the convention shall create a right arising under a treaty of the United States.” 22 U.S.C. § 1650a(a) (emphasis added). As the Court has already explained, Blasket was validly assigned Eurus’s ICSID award and therefore has “a right arising under a treaty of the United States” sufficient to invoke this Court’s subject-matter jurisdiction. Because Blasket is entitled to any recovery obtained from these enforcement proceedings, it is the real party in interest and has every incentive to litigate vigorously. See, e.g., Beach TV Props., Inc. v. Solomon, No. CV 15-1823, 2016 WL 6068806, at *15 (D.D.C. Oct. 14, 2016) 13 (assignee is real party in interest); Primax Recoveries, Inc. v. Lee, 260 F. Supp. 2d 43, 52 (D.D.C. 2003) (same). On the other hand, Eurus’s assignment of the ICSID award to Blasket has all but eliminated its interest in this litigation such that it might, at least arguably, lack Article III standing to maintain this action. See Beach TV Props., 2016 WL 6068806, at *15. Furthermore, if the Court were to deny substitution, Eurus would still be contractually obligated to provide Blasket with any money that it recovers from these proceedings. See Dkt. 28-1 at 7, 10. Although Spain raises the specter that European Union authorities might eventually compel Spain to claw back any recovery obtained by Blasket from Eurus, Dkt. 30 at 5, any such clawback proceedings would occur long after the termination of this suit and in the same posture, regardless of whether the Blasket or Eurus prosecutes this action. It follows that, in all likelihood, any clawback proceedings would be complicated, if at all, by Eurus’s assignment of its ICSID award to Blasket and not by the substitution of Blasket in this action. For all of these reasons, the Court will grant Eurus and Blasket’s motion to substitute, and will substitute Blasket for Eurus as petitioner in this action. B. Motion to Dismiss Turning to the merits, Spain seeks to dismiss the petition and to prevent enforcement of the ICSID award on several grounds. It first argues that the award is not entitled to full faith and credit under 28 U.S.C. § 1650a because the tribunal “substantially infringed the authority” of the European Commission over “state aid.” Dkt. 16-1 at 23–24. It then argues that international comity and the related foreign sovereign compulsion doctrine weigh in favor of dismissing the petition. Id. at 25. Spain further contends that the act of state doctrine also counsels against enforcing the award. Id. at 30. Finally, “[i]f the Court is not inclined to dismiss the Petition at this time,” Spain requests a stay of this action “pending the outcome of ongoing proceedings 14 before the D.C. Circuit and the Supreme Court.” Id. at 34.4 In opposition, Blasket—which is not the Petitioner—argues that the ICSID award is entitled to full faith and credit, that none of the doctrines cited by Spain apply here, and that a stay of the proceedings is unwarranted. Blasket has the better of the arguments. Under D.C. Circuit precedent, the award is enforceable, and a stay of the proceedings would not promote judicial efficiency. 1. Full Faith and Credit Article 54 of the Convention authorizes Contracting States with federal constitutions, such as the United States, to “enforce [an ISCID] award in or through its federal courts.” ICSID Convention art. 54(1). It further permits those courts to “treat the award as if it were a final judgment of the courts of a constituent state.” Id. Congress gave effect to Article 54 by enacting § 1650a(a), which provides that ICSID arbitral awards “shall be enforced and shall be given the same full faith and credit as if the award were a final judgment of a court of general jurisdiction of one of the several States.” 22 U.S.C. § 1650a(a). The Court’s role in enforcing the final judgment of another court is strictly limited. “Preventing relitigation of issues already decided is the keystone of the full faith and credit obligation.” Valores, 87 F.4th at 519. A court “may not deny a judgment full faith and credit because ‘it disagrees with the reasoning underlying the judgment or deems it to be wrong on the merits.’” Id. (quoting V.L. v. E.L., 577 U.S. 404, 407 (2016) (per curiam)). Rather, “[a] judgment is entitled to full faith and credit—even as to questions of jurisdiction—when the 4 Spain also argues that this case should be dismissed for forum non conveniens. Dkt. 16-1 at 31. As Spain acknowledges, however, that argument is squarely foreclosed by D.C. Circuit precedent holding that “forum non conveniens is not available in proceedings to confirm a foreign arbitral award.” NextEra Energy Glob. Holdings B.V. v. Kingdom of Spain, 112 F.4th 1088, 1105 (D.C. Cir. 2024); LLC SPS Stileks v. Republic of Moldova, 985 F.3d 871, 876 n.1 (D.C. Cir. 2021). Dismissal of the petition is therefore “not warranted under the doctrine of forum non conveniens.” Blasket, 2024 WL 4298808, at *11. 15 second court’s inquiry discloses that those questions have been fully and fairly litigated and finally decided in the court which rendered the original judgment.” Id. at 520. Applying that standard to an ICSID award in Valores, the D.C. Circuit “looked to three facts to determine that the award was entitled to full faith and credit.” Blasket, 2024 WL 4298808, at *7. The Court must consider (1) whether ICSID had jurisdiction over the matter, but must defer to ICSID’s finding of jurisdiction if the question was “fully and fairly litigation and finally decided” in the arbitration; (2) whether the award is authentic; and (3) “whether ICSID would treat the award as binding.” Valores, 87 F.4th at 520; see, e.g., Blasket Renewable Invs., LLC v. Kingdom of Spain, No. CV 20-817 (JDB), 2025 WL 2336428, at *6 (D.D.C. Aug. 13, 2025) (enforcing award where all three of the Valores requirements were met); Blasket, 2024 WL 4298808, at *7, 14 (same). As the Valores court further explained, § 1650a “expressly forecloses collateral attack on ICSID awards in federal courts by excluding ICSID enforcement actions from the purview of the Federal Arbitration Act” (“FAA”), which “allows an enforcing court to vacate an arbitral award where the award was tainted by fraud, corruption, or misconduct by the arbitrator.” 87 F.4th at 520. As a result, enforcement of an ICSID award does not implicate “even the ‘extremely limited’ review available under the FAA.” Id. (citation omitted). Spain does not challenge the award on any of the grounds recognized in Valores, and the Court’s own review of the record confirms that the award satisfies the highly deferential Valores standard. The ICSID tribunal fully and fairly considered and rejected Spain’s objections to its exercise of jurisdiction over Eurus’s claim. Dkt. 1-1 at 109–110, 128–42. The record reveals no reason to doubt the authenticity of the award or whether the ICSID would treat it as binding. Awards are “binding on the parties” to an ICSID tribunal unless they are annulled, ISCID 16 Convention art. 53(1), and the ICSID annulment committee denied Spain’s annulment application on July 31, 2025, Dkt. 23 at 16. Nonetheless, Spain contends that this case presents one of those rare circumstances when the full faith and credit obligation yields to other considerations. Citing Blinder, Robinson & Co., Inc. v. SEC, 837 F.2d 1099 (D.C. Cir. 1988), Spain argues that “a state court judgment may be collaterally attacked when ‘the first court’s proceeding ‘substantially infringed the authority of another tribunal or agency of government.’” Dkt. 16-1 at 23. Extending Blinder’s domestic full faith and credit analysis to § 1650a, Spain argues, “this Court is not only empowered but is required to consider whether the arbitral tribunal’s exercise of jurisdiction infringed the exclusive authority of the European Commission and EU courts.” Dkt. 25 at 12. In Blinder, however, the D.C. Circuit merely recognized a narrow exception to the general bar on reviewing the fully and fairly litigated jurisdictional determination of a prior court, not “a freewheeling exception to full faith and credit.” Blasket, 2024 WL 4298808, at *9. There, the petitioners were attempting to collaterally attack an adverse judgment on the grounds that the issuing court lacked jurisdiction. Blinder, 837 F.2d at 1103. Citing the Supreme Court’s decisions in Kalb v. Feuerstein, 308 U.S. 433 (1940), and United States v. U.S. Fidelity Co., 309 U.S. 506 (1940), the petitioners argued that “relitigation is appropriate where . . . the prior court’s jurisdiction is at issue.” Id. The D.C. Circuit disagreed. It explained that “[p]roperly read, both Kalb and U.S. Fidelity stand narrowly for the propositions that collateral attack is permitted only when the first court’s proceeding substantially infringe[d] the authority of another tribunal or agency of government, or when it improperly trenched on sovereign immunity.” Id. at 1104 (citation modified). Finding the case “unexceptional,” the court declined to review the issuing court’s jurisdictional determination. Id. 17  Blinder recognizes only that under exceptional circumstances the Court may take up a petitioner’s request to reconsider the jurisdiction of a prior court. There, the D.C. Circuit was doing no more than rejecting the petitioner’s argument “that relitigation is appropriate where . . . the prior court’s jurisdiction is at issue.” Id. at 1103. It had no occasion to recognize a more general exception to the full faith and credit obligation when the prior court’s jurisdiction is not at issue. And if the court had taken such a step, it likely would not have described the Kalb and U.S. Fidelity exceptions as “narrow[].” Close attention to the authorities cited in Blinder also confirms its narrow scope. In both Kalb and U.S. Fidelity, the challenging parties collaterally attacked state court judgments on the grounds that the issuing court lacked subject matter jurisdiction. See Kalb, 308 U.S. at 438–40; U.S. Fidelity, 309 U.S. at 512. Since then, the Supreme Court has described both Kalb and U.S. Fidelity as “exceptions” to “the general rule of finality of jurisdictional determinations.” Durfee v. Duke, 375 U.S. 106, 114 (1963). Blinder takes its specific formulation of the “substantial infringement” exception from a section of the Second Restatement of Judgments pertaining exclusively to circumstances that might overcome the bar on relitigating a prior court’s subject matter jurisdiction. See Restatement (Second) of Judgments § 12(2) (1982) (“Contesting Subject Matter Jurisdiction”). Here, however, Spain does not ask the Court to reconsider the jurisdiction of the tribunal. To the contrary, Spain expressly disclaims that it is seeking to “relitigate the arbitral tribunal’s jurisdiction.” Dkt. 25 at 11. According to Spain, its argument does not challenge the tribunal’s jurisdiction but, rather, posits (1) that the award that Eurus sought and received “constitutes unlawful state aid” under EU law, id. at 9, and (2) that this non-jurisdictional challenge is no different from the types of “defenses that are available against enforcement of a state court judgment in federal court,” id. at 13; see Dkt. 16-1 at 29. But Blinder does not leave the door 18 open for collateral attacks on a state-court judgment where the challenging party concedes that the issuing court had jurisdiction or, at least, declines to relitigate that issue—and that is particularly true where, as here, the challenging party had a full and fair opportunity to litigate the defense at issue before the tribunal. See Dkt. 16-6 at 1165–67. Because a state court judgment would not be subject to collateral attack on Spain’s proffered grounds, the Court need not consider whether the Blinder exception is available on these facts, nor the merits of Spain’s argument that the tribunal substantially infringed the authority of the EU. Because Spain has expressly disavowed any intent to contest the jurisdiction of the tribunal and collaterally to attack the ICSID award on that ground, the Court need not consider wh