Item 8.01. Other Events
As previously disclosed, on May 13, 2021, Republic Bank & Trust Company (the
"Bank"), a subsidiary of Republic Bancorp, Inc. (the "Company"), entered into an
Asset Purchase Agreement (the "Purchase Agreement") with Green Dot Corporation
("Green Dot") providing for the purchase by Green Dot, upon the terms and
subject to the conditions set forth therein, of substantially all of the assets
and operations of the Bank's Tax Refund Solutions business (the "TRS Business",
and such transaction, the "Sale Transaction").
The Company previously disclosed that on July 21, 2021 the Company and Green Dot
received early termination of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976, as amended, and that the parties expected to
complete the Sale Transaction by August 22, 2021, subject to the satisfaction or
waiver of the remaining customary conditions set forth in the Purchase
Agreement. However, Green Dot recently informed the Company that the Federal
Reserve has requested information from Green Dot relating to the proposed Sale
Transaction and Green Dot intends to seek the Federal Reserve's approval of or
non-objection, as applicable, to the Sale Transaction prior to completing the
Sale Transaction. As a result, Green Dot does not intend to close the Sale
Transaction by August 22, 2021 as previously disclosed. Closing of the Sale
Transaction is subject solely to the satisfaction or waiver of the customary
conditions set forth in the Purchase Agreement. Receipt of approval or
non-objection from the Federal Reserve is not a condition to closing set forth
in the Purchase Agreement.
Forward-Looking Statements
This filing contains certain forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995, including statements
relating to the completion of the Sale Transaction and the potential timing
thereof. Because forward-looking statements relate to the future, they are
subject to inherent uncertainties, risks and changes in circumstances that are
difficult to predict. Our actual results may differ materially from those
contemplated by forward-looking statements. We caution you therefore against
relying on any of these forward-looking statements. They are neither statements
of historical fact nor guarantees or assurances of future performance. Actual
results could differ materially based upon various factors including, but not
limited to, the following: (a) risks related to the completion of the proposed
Sale Transaction and the potential timing thereof? (b) the occurrence of any
event, change or other circumstances that could give rise to the termination of
the Purchase Agreement? (c) disruption from the proposed Sale Transaction making
it difficult to maintain business and operational relationships, including
retaining and hiring key personnel and maintaining relationships with the Bank's
customers, vendors and others with whom the Bank does business? (d) the risk of
litigation and/or regulatory actions related to the proposed Sale Transaction?
and (e) such other risks and uncertainties described more fully in documents
filed with or furnished to the Securities and Exchange Commission ("SEC") from
time to time by the Company, including those factors set forth as "Risk Factors"
in the Company's Annual Report on Form 10-K for the period ended December 31,
2020. The Company undertakes no obligation to update any forward-looking
statements, except as required by applicable law.
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