Varroc Engineering Faces $66.4 Million Arbitration Claim from OPmobility Lighting

Varroc Engineering Limited, along with its Wholly Owned Subsidiary, VarrocCorp Holding B.V., Netherlands, has received an intimation from the ICC International Court of Arbitration regarding a Request for Arbitration. This request was initiated by OPmobility Lighting Holding, France, pertaining to alleged breaches of covenants under a Securities Purchase Agreement. The claims against Varroc Engineering amount to US$ 66,405,802 plus legal costs.

Arbitration Details

The dispute involves Varroc Engineering Limited and its wholly-owned subsidiary, VarrocCorp Holding B.V., Netherlands, as the respondents, and OPmobility Lighting Holding, a private limited liability company incorporated under the laws of France, as the claimant. OPmobility Lighting Holding, formerly known as PO Lighting Systems, is registered with the Commercial and Companies Registry of Lyon under no. 908 521 651, with its registered offices in Lyon, France. The arbitration proceedings are being conducted under the purview of the ICC International Court of Arbitration, located in The Hague, Netherlands. The core of the dispute revolves around alleged breaches of certain covenants stipulated in a Securities Purchase Agreement. This agreement was originally executed between Varroc Engineering (along with its subsidiary) and OPmobility Lighting Holding on April 29, 2022. The agreement has since undergone several amendments on October 5, 2022, May 12, 2023, and June 15, 2023, indicating an ongoing contractual relationship and subsequent modifications to its terms. The specific nature of the alleged breaches has not been detailed, but they form the basis of the arbitration request.

Financial Implications and Company's Stance

OPmobility Lighting Holding has put forth a significant claim amounting to US$ 66,405,802, in addition to legal costs. Varroc Engineering Limited has stated that the financial implications, if any, arising from this arbitration are currently unquantifiable. The company emphasizes that any potential financial impact will be contingent upon the final outcome of the arbitration proceedings. This indicates that the company is in the process of assessing the full scope of the claims and their potential ramifications. Varroc Engineering has clearly articulated its intention to vigorously contest these claims. The company is actively evaluating the matter and exploring all available legal and contractual remedies to safeguard its interests. This proactive stance suggests that Varroc Engineering is preparing a robust defense against the allegations made by OPmobility Lighting Holding. It is also noteworthy that Varroc's subsidiary in Romania has an outstanding claim instituted in France against OPmobility Lighting Holding, indicating a broader context of legal engagements between the parties.

Regulatory Disclosure

Varroc Engineering Limited has made this disclosure in compliance with Regulation 30 and other applicable Regulations of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015. The company has also referenced SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023, and SEBI Master Circular SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, along with subsequent amendments, which govern such disclosures. This adherence to regulatory requirements ensures transparency and keeps the exchanges and investors informed about significant corporate developments, particularly those involving legal disputes that could have financial implications. The company has requested the National Stock Exchange of India Limited and BSE Limited to take this information on their record.