PBF Energy 2013 Annual Report Download - page 46

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39
corporate actions you desire. These provisions could limit the price that certain investors might be willing to pay
in the future for shares of our Class A common stock.
In addition, in connection with our initial public offering, we entered into a stockholders agreement with
Blackstone and First Reserve pursuant to which they will each be entitled to nominate a number of directors so
long as certain ownership thresholds are maintained.
The market price of our Class A common stock may be volatile, which could cause the value of your investment
to decline.
The market price of our Class A common stock may be highly volatile and could be subject to wide
fluctuations due to a number of factors including:
variations in actual or anticipated operating results or dividends, if any, to stockholders;
changes in, or failure to meet, earnings estimates of securities analysts;
market conditions in the oil refining industry;
the impact of disruptions to crude or feedstock supply to any of our refineries, including disruptions due
to problems with third party logistics infrastructure;
litigation and government investigations;
the timing and announcement of any potential acquisitions and subsequent impact of any future acquisitions
on our capital structure, financial condition or results of operations;
changes or proposed changes in laws or regulations or differing interpretations or enforcement thereof
affecting our business or industry, including any lifting by the federal government of the restrictions on
exporting U.S. crude oil;
general economic and stock market conditions; and
the availability for sale, or sales, of a significant number of shares of our Class A common stock in the
public market.
In addition, the stock markets generally may experience significant volatility, often unrelated to the operating
performance of the individual companies whose securities are publicly traded. These and other factors may cause
the market price of our Class A common stock to decrease significantly, which in turn would adversely affect the
value of your investment.
In the past, following periods of volatility in the market price of a company’s securities, stockholders have
often instituted class action securities litigation against those companies. Such litigation, if instituted, could result
in substantial costs and a diversion of management’s attention and resources, which could significantly harm our
profitability and reputation.
If securities or industry analysts do not publish research or reports about our business, or if they downgrade
their recommendations regarding our Class A common stock, our stock price and trading volume could decline.
The trading market for our Class A common stock is influenced by the research and reports that industry or
securities analysts publish about us or our business. If any of the analysts who cover us downgrade our Class A
common stock or publish inaccurate or unfavorable research about our business, our Class A common stock price
may decline. If analysts cease coverage of us or fail to regularly publish reports on us, we could lose visibility in
the financial markets, which in turn could cause our Class A common stock price or trading volume to decline and
our Class A common stock to be less liquid.
Future sales of our shares of Class A common stock could cause our stock price to decline.
The market price of our Class A common stock could decline as a result of sales of a large number of shares
of Class A common stock in the market or the perception that such sales could occur. These sales, or the possibility
that these sales may occur, including sales related to financing acquisitions, also might make it more difficult for
us to sell shares of Class A common stock in the future at a time and at a price that we deem appropriate. In addition,