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Item 1. Legal Proceedings

2024-08-30 compared with 2024-06-07 · 17 added, 22 removed, 58 unchanged (40% of the section changed)

4 unchanged sentences

Financial Statements," in Note 6 to our Condensed Consolidated Financial Statements, which is captioned "Contingencies," under the sub-caption "Legal Proceedings." We refer you to that discussion for important information concerning those legal proceedings, including the basis for such actions and, where known, the relief sought.

We provide the following additional information concerning those legal proceedings, including the name of the lawsuit, the court in which the lawsuit is pending, and the date on which the petition commencing the lawsuit or appeal was filed.

Opioid-Related Litigation:

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2804) (the "MDL") is pending in the U.S.

District Court for the Northern District of Ohio and includes over 330 cases with claims against the Company as of May 24, 2024.

District Court for the Northern District of Ohio and includes over 250 cases with claims against the Company as of August 23, 2024.

A case involving a judgment entered on claims brought by two counties was appealed to the Sixth Circuit Court of Appeals, which then certified certain questions to the Supreme Court of Ohio where the matter remains pending.

In addition, there are over 30 other opioid-related cases against the Company and its subsidiaries pending in U.S.

state and federal courts and Canadian courts as of May 24, 2024.

In addition, there are more than 25 other opioid-related cases against the Company and its subsidiaries pending in U.S.

state and federal courts and Canadian courts as of August 23, 2024.

The non-MDL case citations and currently scheduled trial dates, where applicable, are listed on Exhibit 99.1 to this Quarterly Report on Form 10-Q.

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Securities Litigation, USCCA, 3d Cir., 4/29/24.

False Claims Act Litigation:

United States of America ex rel.

James Marcilla and Isela Chavez , USDC, Dist.

of N.M., 8/23/19, transferred to USDC Dist.

of DE 7/25/24.

ASDA Equal Value Claims:

Ms S Brierley & Others v.

ASDA Stores Ltd (2406372/2008 & Others – Manchester Employment Tribunal);

Ms S Brierley & Others v ASDA Stores Ltd (2406372/2008 & Others – Manchester Employment Tribunal);

Abbas & Others v Asda Stores limited (KB-2022-003243) ;

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CERTAIN OTHER MATTERS:

Foreign Direct Investment Matters:

In July 2021, the Directorate of Enforcement in India issued a show cause notice to Flipkart Private Limited and one of its subsidiaries ("Flipkart"), and to unrelated companies and individuals, including certain current and former shareholders and directors of Flipkart.

The notice requests the recipients to show cause as to why further proceedings under India's Foreign Direct Investment rules and regulations (the "Rules") should not be initiated against them based on alleged violations during the period from 2009 to 2015, prior to the Company's acquisition of a majority stake in Flipkart in 2018 (the "Notice"), in addition to more recent requests for information from the Directorate of Enforcement to Flipkart for periods prior and subsequent to April 2016 regarding the Rules (the "Requests").

The Notice is an initial stage of proceedings under the Rules which could, depending upon the conclusions at the end of the initial stage, lead to a hearing to consider the merits of the allegations described in the Notice.

If a hearing is initiated and if it is determined that violations of the Rules occurred, the regulatory authority has the authority to impose monetary and/or non-monetary relief.

Flipkart has been responding to the Notice and, if the matter progresses to a consideration of the merits of the allegations described in the Notice, Flipkart intends to defend against the allegations vigorously.

Due to the fact that the process regarding the Notice is in the early stages, the Company is unable to predict whether the Notice will lead to a hearing on the merits or, if it does, the final outcome of the resulting proceedings, as well as whether any further proceedings will arise with respect to the Requests.

While the Company does not currently believe that these matters will have a material adverse effect on its business, financial condition, results of operations or cash flows, the Company can provide no assurance as to the scope or outcome of any proceeding that might result from the Notice or the Requests, the amount of the proceeds the Company may receive in indemnification from individuals and entities that sold shares to the Company under the 2018 agreement for the period prior to the date the Company acquired its majority stake in Flipkart, and further can provide no assurance as to whether there will be a material adverse effect to its business or its Condensed Consolidated Financial Statements .

Driver Platform Matters:

The Company has been responding to subpoenas, information requests and investigations from governmental entities regarding the independent contractor classification of drivers and payment and operational practices with respect to the Company's driver platform, as well as defending putative class action civil litigation relating to driver classification and defending other civil litigation claims in connection with the driver platform.

The Company is unable to predict the outcome of the investigations by the governmental entities or the civil litigation matters.

While the Company does not currently believe that the outcome of these matters will have a material adverse effect on its business, financial condition, results of operations or cash flows, the Company can provide no assurance as to the scope and outcome of these matters and whether its business, financial condition, results of operations or cash flows will not be materially adversely affected.

The Company has been responding to subpoenas, information requests and investigations from governmental entities regarding the independent contractor classification of drivers and payment and operational practices with respect to the Company's driver platform, as well as defending putative class and representative action civil litigation relating to driver classification and defending other civil litigation and arbitration claims in connection with the driver platform.

The Company is unable to predict the outcome of the investigations by the governmental entities or the civil litigation and arbitration matters.

While the Company does not currently believe that the outcome of these matters will have a material adverse effect on its business, financial position, results of operations or cash flows, the Company can provide no assurance as to the scope and outcome of these matters and no assurance that its business, financial position, results of operations or cash flows will not be materially adversely affected.

ENVIRONMENTAL MATTERS :

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21CV004367, People v.

Trial is currently set for September 30, 2024.

The Company believes it has strong defenses and is vigorously defending this litigation matter.

While the Company cannot predict the ultimate outcome of this matter, the potential for penalties or settlement costs could exceed $1 million.

Although the Company does not believe that this matter will have a material adverse effect on its business, financial position, results of operations or cash flows, the Company can provide no assurance as to the scope and outcome of this matter and no assurance as to whether there will be a material adverse effect to its business or its Condensed Consolidated Financial Statements.

On July 15, 2024, the Company entered into a settlement agreement with the State of California pursuant to which the Company will pay $7.5 million, maintain current hazardous waste management practices, and cause certain reports to be made.

The settlement requires Court approval.

A hearing is scheduled for September 17, 2024.

In October 2023, the Company received a Finding of Violation from the U.S.

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Due to the fact that this process is in an early stage, the Company is unable to predict the final outcome of this matter.

Although the Company does not believe this matter will have a material adverse effect on its business, financial position, results of operations, or cash flows, the Company can provide no assurance as to the scope or outcome of this matter and no assurance as to whether there will be a material adverse effect to its business or its Condensed Consolidated Financial Statements.

Although the Company does not believe this matter will have a material adverse effect on its business, financial position, results of operations, or cash flows, the Company can provide no assurance that its business, financial position, results of operations or cash flows will not be materially adversely affected.

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.

What changed 10-Q

Item 1. Legal Proceedings