Green Dot Corporation (NYSE:GDOT) entered into a definitive agreement to acquire assets and operations of Tax Refund Solutions business segment of Republic Bank & Trust Company for approximately $170 million on May 13, 2021. As part of the agreement, Green Dot will pay Republic Bank approximately $165 million in cash for the transaction. Green Dot plans to maintain the associates primarily dedicated to the TRS business, with the remaining associates to be retained by Republic Bank to manage its other business lines within its Republic Processing Group. The transaction is subject to customary closing conditions, including expiration or early termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. On July 21, 2021, the Federal Trade Commission granted approval for the early termination of the applicable waiting period. As of August 3, 2021, DOJ approved the transaction. The deal is expected to close in fourth quarter of 2021. As of August 3, 2021, the transaction is expected to close in third quarter 2021. As of August 4, 2021, Green Dot delayed the closing of the Sale Transaction, following a request to Green Dot from its primary regulator for information relating to the Sale Transaction and Green Dots subsequent decision to seek from its primary regulator the approval of or non-objection to, as applicable, the Sale Transaction before its consummation. Jeannie Shin, Bill Hughes, James Tierney, Amy Ray, Eric Wall, Daniel Yost, Barrie VanBrackle, Joseph Urwitz, Shannon Yavorsky and Betsy Wang Lee of Orrick, Herrington & Sutcliffe LLP acted as legal advisor to Green Dot Corporation. Jacob A. Kling and Edward D. Herlihy of Wachtell, Lipton, Rosen & Katz LLP acted as legal advisor to Republic Bank & Trust Company. Piper Sandler & Co. acted as financial advisor to Republic Bank & Trust Company.
Green Dot Corporation cancelled the acquisition of assets and operations of Tax Refund Solutions business segment of Republic Bank & Trust Company on October 4, 2021. Green Dot was unable to obtain the Federal Reserves approval of or non-objection to the sale transaction.