SVMH SRIVARU Holding Ltd

SRIVARU Holding Limited (OTC: SVUHF) (“SRIVARU” or the “Company”), has been made aware of a legal claim against the Company by Sabby Volatility Warrant Master Fund Ltd. (“Sabby”) in the Supreme Court of the State of New York, Index No. 650870/2025. The Company is committed to transparency, compliance, and protecting shareholder value while it defends itself against this claim.

Background & Sabby’s Investment Position

• On October 31, 2024, Sabby purchased 16,800,000 units, each consisting of one common share and one warrant.
• The warrants included a cashless conversion provision, allowing holders to receive two shares per warrant upon exercise.
• Sabby’s claim is based on a warrant exercise calculation that differs from the Company’s documented and disclosed methodology, which values the exercise at $0.096 per share, despite the fact that the alternative provision effectively eliminated the cost of conversion, making the true exercise price $0.
• Prior to share combination/share reversesplit event SABBY exercised 13,180,839 for 26,361,678 and as per the email confirmation SABBY left with 3,619,161 warrants as of January 16 2025. As company had to reverse split (share combination) of 50:1 to bring share price well about $1. These 3,619,161 warrants would have been eligible for 7238322 shares on pre-share combination basis or (7238322/50=144,766 shares) 144,766 post share combination basis.
• As indicated in email by Sabby, Sabby had 3,619,161 warrants remaining before reversesplit, which the Company calculated to equate to 72,383 warrants (before reversesplit warrant / reversesplit ratio that is 3,619,161/50= 72,383) which is convertible on cashless basis for 144,766.However, Sabby now claims they should have received 989,576 post-split shares, representing approximately 583% increase which company disputes based on the cashless exercise price.SABBY claims that “Sabby is entitled to liquidated damages computed in accordance with Section 2(d) of the Warrants, and attorneys’ fees pursuant to section 5(e) of the Warrants. Sabby estimates that the liquidated damages are approximately $350,000 and will accrue at approximately $120,000 per week until shares are delivered. Pursuant to the Warrants, Sabby is also entitled to damages in the aggregate amount of approximately $850,000 based on the value of the SVMH shares that SVMH failed to deliver at the relevant time.”
• During the offering process, company disclosed all the authorized shares and authorized capitol to underwriter and their team. SABBY or underwriters never mentioned about needing to increase the authorized capital nor raised any concern about remaining authorized capitol being insufficient to meet the need. Therefore Company never intended to modify the authorized capitol and it remained the same since the offering.
• Sabby engaged in pre-selling stock during the additional warrant and shares requested timeframe between Jan 15 - Jan 18, 2025. In an email from Sabby’s counsel on January 20, 2025, Sabby explicitly acknowledged that it had already sold shares in advance and required SVMH to deliver shares to cover its trading activity, exposing the Company to unlimited buy-in protection risks.

Company’s Response and Legal ActionSVMH is actively:

• Defending itself against the lawsuit and evaluating all legal remedies. Actual business of Electric two wheeler mobility in companies operating country is growing; company intend to execute its operation plan thus building longterm value for shareholders.The Company has observed stock price volume volatility during the relevant period and is assessing the potential impact on warrant exercises and investor sentiment. Sabby’s warrant exercises and short-selling created downward pressure on SVMH’s stock, amplifying market distortions.
• Ensuring compliance with contractual obligations while protecting shareholder value.
• Engaging with legal and regulatory advisors to address shareholder concerns.

Forward Looking Statements

This communication may contain a number of “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are forward-looking statements. These forward-looking statements are based on SRIVARU’s management’s current expectations, estimates, projections and beliefs, as well as a number of assumptions concerning future events. When used in this communication, the words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,” “propose” “promises “ and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements.

This disclosure contains forward-looking statements regarding ongoing legal proceedings. Actual outcomes may differ due to court rulings, regulatory actions, or shareholder decisions. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside SRIVARU’s management’s control, that could cause actual results to differ materially from the results discussed in the forward-looking statements. These risks, uncertainties, assumptions and other important factors include, but are not limited to: (a) the inability to obtain financing to complete SRIVARU’s planned expansion; (b) the inability to successfully appeal the Nasdaq’s delisting determinations; (c) costs related to ongoing operations; (d) the possibility that SRIVARU may be adversely affected by other economic, business, and/or competitive factors; (e) SRIVARU’s ability to execute its business plans and strategies, (f) SRIVARU’s estimates of expenses and profitability; and (g) other risks and uncertainties indicated from time to time in SRIVARU’s public filings with the SEC, including those under “Risk Factors” therein. You are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made.

 These forward-looking statements speak only as of the date of this press release and, except to the extent required by applicable law, SRIVARU undertakes no obligation to update or revise these statements, whether as a result of any new information, future events and developments or otherwise. 

Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and SRIVARU assumes no obligation and, except as required by law, do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. SRIVARU gives no assurance that it will achieve its expectations. 

Company Details:

SRIVARU Holding Limited
3rd Floor, Genesis House, Unit 18
Genesis Close, George Town
P.O. Box 10655
Grand Cayman, KY1-1006
Cayman Islands

Investor & Media Contact:

Investor Relations
SRIVARU Holding Limited
Email: ir@srivarumotors.com
Phone: +1 (888) 227-8066