Item 1. Legal Proceedings
Item 1. Legal Proceedings.
From time to time, the Company
may become involved in legal proceedings relating to claims arising from the ordinary course of business. Management believes that other
than as disclosed herein, there are currently no claims or actions pending against the Company, the ultimate disposition of which could
have a material adverse effect on the Company’s results of operations, financial condition or cash flows.
On August 17, 2024, Ripple
Markets APAC Pte. Ltd., the successor to Ripple Labs Singapore Pte. Ltd. (“RMA”), sent a default letter to GEA demanding
payment totaling $27,257,540.64, and sent a demand letter to Seamless, as guarantor, for the full amount of the payment by August
19, 2024. On August 19, 2024, RMA filed a claim in Singapore naming Seamless and demanding that GEA and Seamless (the
“Defendants”), jointly and severally, pay the demanded payment plus late payments and certain costs. Seamless has
subsequently divested GEA and is in the process of defending this legal claim in court. Seamless is attempting to negotiate with RMA
on the settlement terms to resolve the legal dispute. RMA applied for summary judgement against the Defendants and such application
was heard on March 4 and 6, 2025, with judgement reserved. On April 17, 2025, the court granted summary judgement in favor of RMA and the Defendants filed their notices of
appeal on April 29, 2025, which will not be heard until July 16, 2025.
On February 25, 2025, the
Company received a notice of legal action from D Boral, a promissory note holder. The complaint demands repayment from the Company
of the promissory note amount of $5,700,000, plus contractual default interest of $97,000. The demand amount has been fully accrued
on the Company’s financial statements as of December 31, 2024. We have engaged in discussions with D Boral to explore a
potential settlement. These discussions are in the preliminary stages, and we cannot predict the likelihood or terms of any
potential settlement.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.