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A settlement has been reached regarding the claims brought in June 2017 against Opus Group AB (publ) and Opus Inspection, Inc. (collectively, “Opus”), in the United States District Court for the Southern District of New York (the “Lawsuit”) by Mr. Pradeep Tripathi and by one of his companies, Nexus Environmental, LLC (“Nexus”).
In the Lawsuit, Tripathi alleged that he had not received the full earnout payment due to him under the terms of the Sale and Purchase Agreement entered in 2008 when Opus acquired Systech International LLC (“Systech”). Also in the Lawsuit, Nexus alleged that Opus had engaged in anti-competitive conduct that prevented Nexus from competing in the vehicle inspection market in California.
Under the terms of the settlement, the parties exchanged releases with respect to all claims (including claims regarding anti-competitive conduct) and agreed upon a payout schedule expressly intended to substitute for the earnout payments which would otherwise become due to Tripathi under the Systech acquisition agreement. The earnout claim has been settled for a total amount of USD 13.0 million to be paid out over five years. The maximum earnout (in nominal value) to Tripathi, relating to the Systech acquisition, has thereby been reduced by USD 1.8 million.
The discounted value of the agreed payments relating to Tripathi amounts to approximately USD 12.0 million as per December 31, 2017. The difference between the USD 12.0 million and the provision accounted for as per December 31, 2017 at USD 10.8 million will be adjusted directly to goodwill, in accordance with the accounting principles described in the Opus 2016 Annual Report.
“We believe this to be a fair outcome both for Opus and Tripathi. By reaching this agreement we avoid significant anticipated legal expenses without hampering our ability to deliver on our growth plan.” says Linus Brandt, CFO and Executive Vice President of Opus Group.
Gothenburg, March 2, 2018
Opus Group AB (publ)
This information is information that Opus Group AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 08:30 CET on March 2, 2018.
For additional information, please contact:
Linus Brandt, CFO & Executive Vice President
Phone: +46 722 44 09 05
Director of Corporate Communications & Investor Relations
Phone: +46 765 25 84 93
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