LEGAL PROCEEDINGS
−Removed: On September 29, 2022, we, and our wholly owned
−Removed: subsidiary Teal Drones, Inc., initiated a legal proceeding (the “Lawsuit”) against Autonodyne LLC (“Autonodyne”)
−Removed: and its principal equity owner Daniel Schwinn (“Schwinn”), in Delaware Chancery Court.
−Removed: The case is captioned as Red Cat Holdings,
−Removed: Autonodyne LLC, et al., C.A.
−Removed: The case arises from Autonodyne’s unilateral purported termination of
−Removed: a software licensing agreement entered between Teal Drones and Autonodyne in May 2022.
−Removed: Before the defendants answered, we filed a First
−Removed: Amended Complaint on December 5, 2022, which the defendants moved to dismiss.
−Removed: The court partially granted that motion, dismissing
−Removed: the claims asserted against Autonodyne, but not against Schwinn.
−Removed: For jurisdictional reasons, the case subsequently was transferred to
−Removed: Delaware Superior Court.
−Removed: The Lawsuit alleges a cause of action against Schwinn for Tortious Interference with Contractual Relations and
−Removed: Prospective Contractual Relations, concerning a Software Licensing Agreement between Teal Drones and Autonodyne.
−Removed: No discovery or other
−Removed: significant developments in the Lawsuit have occurred.
−Removed: On May 9, 2024, Autonodyne
−Removed: LLC filed a complaint against wholly-owned Red Cat subsidiary Teal Drones, Inc.
−Removed: in the Superior Court of the State of Delaware.
−Removed: The Complaint
−Removed: alleges a single cause of action, asserting that Teal breached a Software Licensing Agreement between it and Autonodyne (the “SLA”)
−Removed: by disclosing confidential information contained in the SLA.
−Removed: Autonodyne alleges that it rightfully terminated the SLA, and at that point
−Removed: it became entitled to $8.25 million of accelerated payments, pursuant to section 14.4(e) of the SLA.
−Removed: Teal Drones has answered the Complaint,
−Removed: but no discovery has been served yet.
−Removed: As any litigation is subject to many uncertainties, it is not possible to predict the ultimate outcome
−Removed: of this claim or to estimate the loss, if any, which may result.
−Removed: Accordingly, the outcome of the claim is not yet determinable, and the
−Removed: extent to which an outflow of funds may be required to settle this possible obligation cannot be reliably determined.
−Removed: The Company plans
−Removed: to vigorously assert defenses to the complaint.
+Added: From time to time, we may become involved in various lawsuits and legal proceedings that arise in the ordinary course of business.
+Added: We are not currently involved in any legal proceeding or investigation by a governmental agency that we believe will have a material adverse effect on our business, financial condition, or operating results.
+Added: MINE SAFETY DISCLOSURES
Not applicable.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.