Republic Bancorp Inc 8-K, filed Oct 5, 2021
Republic Bancorp Inc (RBCAA)
About this 8-K
Republic Bancorp Inc filed this 8-K on October 5, 2021.
Items reported
- Item 8.01: Other events
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Item 8.01. Other Events
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 “Sale Transaction”).
On August 4, 2021, the Company disclosed that Green Dot had 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 Dot’s subsequent decision to seek from its primary regulator the approval of or non-objection to, as applicable, the Sale Transaction before its consummation.
Green Dot has informed the Bank that it will not close the Sale Transaction due to undisclosed issues with its primary regulator. The Purchase Agreement provides that the closing of the Sale Transaction is subject solely to the satisfaction or waiver of the customary conditions set forth in the Purchase Agreement, all of which the Company believes have been satisfied. Because Green Dot failed to disclose the existence of any regulatory issues that would cause a delay in closing along with its representation that receipt of its primary regulator’s approval or non-objection is not a contractual condition to closing as set forth in the Purchase Agreement, on October 5, 2021, the Bank filed a lawsuit against Green Dot in the Delaware Court of Chancery alleging breach of contract. In so doing, the Bank seeks, among other relief, specific performance to require that Green Dot proceed with the Sale Transaction as the parties had agreed to in the Purchase Agreement.
Due to the inherent uncertainties of legal proceedings, the Company cannot predict the outcome of these proceedings at this time.
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SIGNATURES
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.
| | Republic Bancorp, Inc. |
| | (Registrant) |
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Date: October 5, 2021 | By: | /s/ Kevin Sipes |
| | Executive Vice President, Chief Financial Officer & Chief Accounting Officer |
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