VHNAU Vahanna Tech Edge Acquisition I Corporation

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

 

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): November 13, 2023

 

Commission File Number: 001-41094

ROADZEN INC.

(Exact name of registrant as specified in its charter)

 

 

 

British Virgin Islands		98-1600102
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)
111 Anza Blvd., Suite 109 Burlingame, California		94010
(Address of Principal Executive Offices)		(Zip Code)

 

 

Registrant’s telephone number, including area code: (650) 414-3530

 

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencements communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		RDZN		The Nasdaq Stock Market LLC
Warrants, each warrant exercisable for one share of common stock, each at an exercise price of $11.50 per share		RDZNW		The Nasdaq Stock Market LLC

 

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 2.02 Results of Operations and Financial Condition.

On November 13, 2023, Roadzen, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter of fiscal 2024. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The Company refers to non-GAAP financial information in the press release. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.

This information is intended to be furnished under Item 2.02 of Form 8-K, “Results of Operations and Financial Condition” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

 

Exhibit Number		Description of Exhibit
99.1		Press release issued on November 13, 2023

 

 

 

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: November 13, 2023

 

 

ROADZEN INC.

 

By: /s/ Rohan Malhotra

Name: Rohan Malhotra

Title: Chief Executive Officer

 

 

 

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Exhibit 99.1

 

 

Roadzen Reports Record Revenue for the Second Fiscal Quarter 2024

Revenue Increasing 493% Year-Over-Year to $15.4 Million

Key Highlights:

New York, NY, November 13, 2023 – Roadzen Inc. (Nasdaq: RDZN), a global pioneer in AI-driven insurance and mobility solutions, today reported its first quarterly earnings since becoming a publicly listed entity. The Company's second quarter of its fiscal year 2024 closed with revenue reaching $15.4 million marking a 493% increase from the same quarter last year. Management attributes this growth to strategic acquisitions as well as organic revenue expansion of 89%.

Rohan Malhotra, Co-Founder and CEO of Roadzen, stated, "We are pleased to announce that our first quarter as a public company represents the best revenue quarter in our history, concluding with $15.4 million in revenue and significant year-over-year growth. As AI continues to reshape industry, Roadzen is strategically positioned to become a global leader at the intersection of mobility and insurance."

Malhotra further commented that, "Our revenue growth, fueled by both strategic acquisitions and organic growth, reflects our commitment to delivering innovative solutions within the evolving auto insurance ecosystem. We are focused on bringing onboard new clients, enhancing our embedded distribution model, and employing AI to optimize operations. Roadzen's cutting-edge AI uniquely positions us to be the preferred partner for insurers, fleets and carmakers aiming to innovate their auto insurance offerings."

The Company’s net loss of $31.1 million includes $27.5 million of non-cash, non-recurring and other extraordinary items resulting in an Adjusted EBITDA1 loss of $3.6 million. The Adjusted EBITDA loss of $3.6 million compares to an Adjusted EBITDA loss of $2.3 million in the same quarter of the prior year while growing revenue 493% over the corresponding period.

Market Expansion and Strategic Acquisitions: Roadzen has extended its global reach with strategic acquisitions in the US and UK markets during June 2023. The acquisition of Global Insurance Management Ltd. (GIM), a prominent Managing General Agent specializing in auto insurance, extended warranties and global claims management, solidifies our position in the UK. Similarly, the acquisition of the National Automobile Club (NAC), a California-based entity known for its claims management expertise and round-the-clock commercial roadside assistance, has bolstered our service offerings in the US.

Roadzen partners with 90 enterprise clients that include leading insurers, automakers and large fleets, as well as 3,000 small and medium businesses including agents, brokers, dealerships, and fleets under 100 vehicles.

 

1. Adjusted EBITDA is a non-GAAP financial metrics. See “Non-GAAP Financial Measures” at the end of this press release for more information, including a reconciliation to the nearest GAAP financial measure.

 

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About Roadzen Inc.

Roadzen Inc. (NASDAQ: RDZN) is a leading insurance technology company on a mission to transform global auto insurance powered by advanced AI. Thousands of clients - from some of the world's leading insurers, fleets, and carmakers to small fleets, brokers, and insurance agents - use Roadzen's technology to build new products, sell insurance, process claims, and improve road safety. Roadzen's pioneering work in telematics and computer vision has earned recognition as a top AI innovator by publications such as Forbes, Fortune, and Financial Express. Roadzen has approximately 400 employees across its global offices in the US, India, UK, and France. For more information, visit www.roadzen.io.

Cautionary Statement Regarding Forward-Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We have based these forward-looking statements on our current expectations and projections about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” and “continue,” or the negative of such terms or other similar expressions. Such statements include, but are not limited to, statements regarding our strategy, demand for our products, expansion plans, future operations, future operating results, estimated revenues, losses, projected costs, prospects, plans and objectives of management, as well as all other statements other than statements of historical fact included in this press release. Factors that might cause or contribute to such a discrepancy include, but are not limited to, those described in “Risk Factors” in our Securities and Exchange Commission (“SEC”) filings, including the definitive proxy statement/prospectus we filed with the SEC on August 14, 2023. We urge you to consider these factors, risks and uncertainties carefully in evaluating the forward-looking statements contained in this press release. All subsequent written or oral forward-looking statements attributable to our Company or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. The forward-looking statements included in this press release are made only as of the date of this release. Except as expressly required by applicable securities law, we disclaim any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
 

 

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Roadzen Inc.

Condensed Consolidated Balance Sheets

(in $, except per share data and share count)

Particulars		As of September 30, 2023 (Unaudited)			As of March 31, 2023
Assets
Current assets:
Cash and cash equivalents			8,109,694			589,340
Accounts receivable, net			8,687,873			1,535,985
Inventories			132,641			59,897
Prepayments and other current assets			34,468,175			3,181,936
Total current assets			51,398,383			5,367,158
Restricted cash			886,105			542,490
Non marketable securities			4,910,030			4,910,030
Property and equipment, net			305,335			232,493
Goodwill			2,304,159			996,441
Operating lease right-of-use assets			918,940			545,988
Intangible assets, net			4,732,963			2,469,158
Other long term assets			227,050			117,484
Total assets			65,682,965			15,181,242
Liabilities, mezzanine equity and stockholders' deficit
Current liabilities
Current portion of long-term borrowings			2,813,526			2,852,528
Short term borrowings			14,052,206			4,875,801
Due to insurer			8,175,754			—
Accounts payable and accrued expenses			30,584,429			6,241,066
Short-term operating lease liabilities			455,830			208,697
Other current liabilities			5,905,161			2,503,893
Total current liabilities			61,986,906			16,681,985
Long term borrowings			234,351			653,269
Long-term operating lease liabilities			272,089			360,306
Other long term liabilities			954,048			294,301
Total liabilities			63,447,394			17,989,861
Commitments and contingencies (refer note 22)
Mezzanine equity
None authorized or issued as on September 30, 2023;Series A and A1 Preferred stock and additional paid in capital, $.0001 par value per share, 81,635,738 shares authorized (Series A 5,442,383 and Series A1 76,193,356); 39,868,173 shares issued and outstanding as on March 31, 2023.			—			48,274,279
Stockholders' deficit
Preference shares, $.0001 par value per share, 60,000,000 shares authorized and none issued as of September 30, 2023 and none authorized or issued as on March 31, 2023			—			—
Common stock and additional paid in capital, $.0001 par value per share, 220,000,000 shares authorized as of September 30 2023 and $.0001 par value per share, 108,840,000 shares authorized as of March 31, 2023 ; 68,440,829 shares and 16,501,984 shares issued and outstanding as of September 30, 2023 and March 31, 2023 respectively			84,980,325			303,213
Accumulated deficit			(86,524,231	)		(51,448,299	)
Accumulated other comprehensive income/(loss)			236,448			(66,903	)
Other components of equity			3,847,883			366,786
Total stockholders’ deficit			2,540,425			(50,845,203	)
Non controlling interest			(304,854	)		(237,695	)
Total deficit			2,235,571			(51,082,898	)
Total liabilities, Mezzanine equity and Stockholders’ deficit, Non controlling interest			65,682,965			15,181,242

 

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Roadzen Inc.

Unaudited Condensed Consolidated Statements of Operations

(in $, except per share data and share count)

 

		For the three months ended September 30,							For the six months ended September 30,
Particulars		2023			2022				2023			2022
Revenue			15,470,581			2,607,577				21,081,491			5,237,748
Costs and expenses:
Cost of services (exclusive of depreciation and amortization shown separately)			6,358,677			1,351,394				8,848,771			2,892,065
Research and development			602,105			638,447				1,175,405			1,259,911
Sales and marketing			10,059,347			2,237,701				13,526,403			4,171,971
General and administrative			5,577,477			656,198				8,179,460			1,113,061
Depreciation and amortization			413,315			369,420				780,853			772,259
Total costs and expenses			23,010,921			5,253,160				32,510,892			10,209,267
Loss from operations			(7,540,340	)		(2,645,583	)			(11,429,401	)		(4,971,519	)
Interest income/(expense)			(617,470	)		(150,816	)			(835,424	)		(203,738	)
Fair value gains/(losses) in financial instruments carried at fair value			(23,590,000	)		(4,676,734	)			(23,590,000	)		(5,026,894	)
Other income/(expense) net			637,492			8,152				699,922			117,689
Total other income			(23,569,978	)		(4,819,398	)			(23,725,502	)		(5,112,943	)
Loss before income tax expense			(31,110,318	)		(7,464,981	)			(35,154,903	)		(10,084,462	)
Less: Income tax (benefit)/expense			10,939			3,447				33,350			2,008
Net Loss			(31,121,257	)		(7,468,428	)			(35,188,253	)		(10,086,470	)
Net loss attributable to non-controlling interest, net of tax			(39,457	)		(39,499	)			(67,209	)		(79,169	)
Net loss attributable to Roadzen Inc.			(31,081,800	)		(7,428,929	)			(35,121,044	)		(10,007,301	)
Net loss per share attributable to Roadzen Inc. common stockholders			(31,081,800	)		(7,428,929	)			(35,121,044	)		(10,007,301	)
Basic and diluted			(1.40	)		(0.45	)			(1.81	)		(0.61	)
Weighted-average number of shares outstanding used to compute net loss per share attributable to Roadzen Inc. common stockholders			22,272,967			16,501,984				19,387,476			16,501,984

 

 

 

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Roadzen Inc.

Unaudited Condensed Consolidated Statements of Cash Flow (in $)

		For the six months ended September 30,
Particulars		2023			2022
Cash flows from operating activities
Net loss including non controlling interest			(35,188,253	)		(10,086,470	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization			780,853			772,259
Stock based compensation			3,526,209			-
Deferred income taxes			79,094			(89,509	)
Unrealised foreign exchange loss/(profit)			(28,884	)		(4,672	)
Fair value losses in financial instruments carried at fair value			23,590,000			5,026,894
Expected credit loss allowance			171,946			-
Lease equalisation reserve			—			(9,715	)
Balances written off/(back)			(1,609	)		—
Changes in assets and liabilities, net of assets acquired and liabilities assumed from acquisitions:
Inventories			(73,732	)		(9,149	)
Income taxes, net			19,297			(47,545	)
Accounts receivables, net			4,352,472			169,205
Prepayments and other assets			(30,343,651	)		(627,470	)
Accounts payable and accrued expenses and other current liabilities			19,106,908			(163,364	)
Other liabilities			(1,118,459	)		412,803
Net cash used in operating activities			(15,127,809	)		(4,656,733	)
Cash flows from investing activities
Purchase of property and equipment, intangible assets and goodwill			(136,220	)		(711,706	)
Acquisition of business			(5,748,000	)		-
Net cash used in investing activities			(5,884,220	)		(711,706	)
Cash flows from financing activities
Proceeds from business combination			32,770			-
Proceeds from issue of preferred stock			6,079,409			-
Proceeds from long-term borrowings			2,805,418			2,164,728
Repayments of long-term borrowings			(569,207	)		(243,406	)
Net proceeds/(payments) from short-term borrowings			9,218,689			3,700,604
Net cash generated from financing activities			17,567,079			5,621,926
Effect of exchange rate changes on cash and cash equivalents			56,372			(26,055	)
Net (decrease)/increase in cash and cash equivalents (including restricted cash)			(3,388,578	)		227,432
Cash acquired in business combination			11,252,547			-
Cash and cash equivalents at the beginning of the period (including restricted cash)			1,131,830			1,086,418
Cash and cash equivalents at the end of the period (including restricted cash)			8,995,799			1,313,850
Reconciliation of cash and cash equivalents
Cash and cash equivalents			8,109,694			1,153,240
Restricted cash			886,105			160,610
Total cash and cash equivalents			8,995,799			1,313,850
Supplemental disclosure of cash flow information
Cash paid for interest, net of amounts capitalized			378,064			145,061
Cash paid for income taxes, net of refunds			83,680			133,875
Non-cash investing and financing activities
Convertible preferred stock issued on conversion of convertible notes			—			10,141,462
Consideration payable in connection with acquisitions			1,854,732			611,204
Interest accrued on borrowings			157,649			—

 

 

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Non-GAAP Financial Measures

Adjusted Earnings Before Interest, Tax, Depreciation and Amortization (“Adjusted EBITDA”) is a non-GAAP financial measure which excludes the impact of finance costs, taxes, depreciation and amortization and certain other items from reported net profit or loss. We believe that Adjusted EBITDA aids investors by providing an operating profit/loss without the impact of non-cash depreciation and amortization and certain other items to help clarify sustainability and trends affecting the business. For comparability of reporting, management considers non-GAAP measures in conjunction with U.S. GAAP financial results in evaluating business performance. Adjusted EBITDA should not be considered a substitute for, or superior to, the measures of financial performance prepared in accordance with U.S. GAAP. In addition, Adjusted EBITDA does not purport to represent cash flow provided by, or used for, operating activities in accordance with GAAP and should not be used as a measure of liquidity.

 

The following table reconciles our net loss reported in accordance with U.S. GAAP to Adjusted EBITDA

 

	For the three months ended September 30,
Particulars	2023			2022
Net loss		(31,121,257	)		(7,468,428	)
Adjusted for:
Other (income)/expense net		(637,492	)		(8,152	)
Interest (income)/expense		617,470			150,816
Fair value changes in financial instruments carried at fair value		23,590,000			4,676,734
Tax (benefit)/expense		10,939			3,447
Depreciation and amortization		413,315			369,420
Stock based compensation expense		3,526,209			-
Adjusted EBITDA		(3,600,816	)		(2,276,163	)

 

 

	For the six months ended September 30,
Particulars	2023			2022
Net loss		(35,188,253	)		(10,086,470	)
Adjusted for:
Other (income)/expense net		(699,922	)		(117,689	)
Interest (income)/expense		835,424			203,738
Fair value changes in financial instruments carried at fair value		23,590,000			5,026,894
Tax (benefit)/expense		33,350			2,008
Depreciation and amortization		780,853			772,259
Stock based compensation expense		3,526,209			-
Non-recurring expenses		1,819,746			-
Adjusted EBITDA		(5,302,593	)		(4,199,260	)

 

 

For more information, please contact:

Investor Contacts:
Roadzen: Raghav Kansal (raghav@roadzen.io)
ICR: Michael Bowen & Dhruv Chopra (roadzenIR@icrinc.com)
 

Media Contacts:
Roadzen: Sanya Soni (sanya@roadzen.io)
ICR: roadzenPR@icrinc.com
Gutenberg: roadzen@thegutenberg.com

 

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v3.23.3

Document and Entity Information	Nov. 13, 2023
Document And Entity Information [Line Items]
Amendment Flag	false
Entity Central Index Key	0001868640
Document Type	8-K
Document Period End Date	Nov. 13, 2023
Entity Registrant Name	ROADZEN INC.
Entity Incorporation State Country Code	D8
Entity File Number	001-41094
Entity Tax Identification Number	98-1600102
Entity Address, Address Line One	111 Anza Blvd.
Entity Address, Address Line Two	Suite 109
Entity Address, City or Town	Burlingame
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94010
City Area Code	650
Local Phone Number	414-3530
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Common Stock, par value $0.0001 per share [Member]
Document And Entity Information [Line Items]
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	RDZN
Security Exchange Name	NASDAQ
Warrants, each warrant exercisable for one share of common stock, each at an exercise price of $11.50 per share [Member]
Document And Entity Information [Line Items]
Title of 12(b) Security	Warrants, each warrant exercisable for one share of common stock, each at an exercise price of $11.50 per share
Trading Symbol	RDZNW
Security Exchange Name	NASDAQ

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