Green Dot 2012 Annual Report Download - page 36

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26
control of a bank or bank holding company, subject to certain exceptions. Control, among other considerations, exists
if an individual or company acquires 25% or more of any class of voting securities, and may be presumed to exist if a
person acquires 10% or more of any class of voting securities. These restrictions could affect the willingness or ability
of a third party to acquire control of us for so long as we are a bank holding company.
If securities analysts do not continue to publish research or reports about our business or if they publish
negative evaluations of our Class A common stock, the trading price of our Class A common stock could
decline.
We expect that the trading price for our Class A common stock will be affected by any research or reports that
securities analysts publish about us or our business. If one or more of the analysts who currently cover us or our
business downgrade their evaluations of our Class A common stock, the price of our Class A common stock would
likely decline. If one or more of these analysts cease coverage of our company, we could lose visibility in the market
for our Class A common stock, which in turn could cause our stock price to decline.
ITEM 1B. Unresolved Staff Comments
Not applicable
ITEM 2. Properties
In December 2011, we entered into a ten-year office lease which became our new corporate headquarters,
consisting of 140,000 square feet of office space in Pasadena, California. The initial term of the lease commenced
November 1, 2012 and expires on October 31, 2022. We expect this new office space will accommodate our needs
for the foreseeable future. We also maintain smaller administrative or project offices and own the real property where
our subsidiary bank's only office is located in Provo, Utah.
ITEM 3. Legal Proceedings
On July 27, 2012, an alleged class action was filed in the United States District Court for the Central District of
California, against us and two of our officers. A similar suit was filed on August 10, 2012. Those cases have now been
consolidated under the caption In re Green Dot Corporation Securities Litigation, Case No. CV 12-6492-GW (CWx),
and a consolidated complaint has been filed. The suit asserts purported claims under: (i) Sections 10(b) and 20(a) of
the Exchange Act for allegedly misleading statements in January 2012 and April 2012 regarding our business and
financial results, on behalf of a class of purchasers of our securities between January 26, 2012 and July 26, 2012 (a
period in which plaintiffs claim our stock price was artificially inflated); and (ii) Sections 11 and 15 of the Securities Act
of 1933 for alleged misstatements in our IPO Registration Statement and Prospectus, on behalf of persons who acquired
shares in or traceable to the IPO in July 2010. The suit seeks compensatory damages, fees and costs. The defendants
have filed a motion to dismiss the consolidated complaint.
Due to the inherent uncertainties of litigation, we cannot accurately predict the ultimate outcome of this matter.
We are unable at this time to determine whether the outcome of the litigation would have a material impact on our
results of operations, financial condition or cash flows.
ITEM 4. Mine Safety Disclosures
Not applicable.