Item 3. Legal Proceedings
Item 3. Legal Proceedings.
From time to time, we may be subject to legal
proceedings and claims in the ordinary course of business.
On April 17, 2025, Roadzen filed a lawsuit in
Palm Beach County, Florida against Meteora Capital Partners, LP and affiliated entities (“Meteora”), alleging willful breach
of contract and conduct that has damaged Roadzen and its public market value. The lawsuit stems from a Forward Purchase Agreement (the
“FPA”) signed in August 2023, under which Meteora agreed to acquire 5 million shares in Roadzen at effectively a zero-cost
basis and to remit proceeds from the sale of those shares to Roadzen under certain contractual mechanisms. Roadzen alleges that, despite
negotiated safeguards, Meteora sold Roadzen shares without honoring its payment obligations or providing the required notices
under the FPA. Roadzen is pursuing a contractual claim plus additional damages. The lawsuit is pending
in Palm Beach County, Florida.
On
April 18, 2025, Meteora filed a separate lawsuit against the Company in the Court of Chancery of the State of Delaware, also arising
out of the FPA and the subscription agreement, dated August 25, 2023, between the Company and Meteora (the “Subscription Agreement”).
In its complaint, among other things, Meteora alleges breach of contract by the Company based on the Company’s registration obligations
under the Subscription Agreement and seeks specific performance and damages, as well as declaratory judgment that (i) Meteora complied
with its obligations under the FPA and Subscription Agreement, (ii) the Company breached certain of its registration obligations under
the Subscription Agreement and (iii) Meteora’s obligations to the Company under the FPA are limited to $914,726.53.
On
May 23, 2025, the Company removed the pending action to the District Court for the District of Delaware. Thereafter, on June 3, 2025,
Meteora moved to remand the action back to the Court of Chancery, and subsequently sought default judgment against the Company in the
District Court.
Item 4. Mine Safety Disclosures.
Not applicable.
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PART II
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.