EFTA01382607.pdf

X- I/A Table of Contents RISK FACTORS An investment in our Class A common stock involves risk. You should carefully consider thefollowing risks as well as the other information includedin this prospectus, including "SelectedHistorical ConsolidatedFinancialData." "Management's Discussion andAnalysis of Financial Condition andResults ofOperations," andour consolidatedfinancial statements andrelatednotes, before investing in our Class A common stock. Any ofthefollowingrisks couldmaterially andadversely affect our business. financial condition. or results ofoperations. The selectedrisks described below, however. are not the only risksfacing us. Additional risks anduncertainties not currently known to us or those we currently view to be immaterial may also materially and adversely affect our business, financial condition, or results ofoperations. In such a case. the tradingprice ofthe Class A common stock coulddecline andyou may lose all or part ofyour investment Business and Operational Risks Global economic, political, and other conditions may adversely affect trends in consumer, business, andgovernment spending, which may adversely impact the demandfor our services and our revenue andprofitability. Financial services, payments. and technology industries in which we operate depend heavily upon the overall level of consumer. business• and government spending. A sustained deterioration in the general economic conditions (including distress in financial markets, turmoil in specific economies around the world, and additional government intervention), particularly in the United States or Europe. or increases in interest rates in key countries in which we operate may adversely affect our financial performance by reducing the number or average purchase amount of transactions involving payment cards. A reduction in the amount of consumer spending could result in a decrease of our revenue and profits. Adverse economic trends may accelerate the timing. or increase the impact of. nsks to our financial performance. Such trends may include, but are not limited to, the following: Declining economies, foreign currency fluctuations, and the pace of economic recovery can change consumer spending behaviors, such as cross-border travel patterns, on which a significant portion of our revenues are dependent. Low levels of consumer and business confidence typically associated with recessionary environments and those markets experiencing relatively high unemployment, may cause decreased spending by cardholders. Budgetary concerns in the United States and other countries around the world could affect the United States and other specific sovereign credit ratings, impact consumer confidence and spending. and increase the risks of operating in those countries. Emerging market economies tend to be more volatile than the more established markets we serve in the United States and Europe. and adverse economic trends may be more pronounced in such emerging markets. Financial institutions may restrict credit lines to cardholders or limit the issuance of new cards to mitigate cardholder defaults. • Uncertainty and volatility in the performance of our clients' businesses may make estimates of our revenues, rebates. incentives, and realization of prepaid assets less predictable. • Our clients may decrease spending for value-added services. • Government intervention, including the effect of laws, regulations, and/or government investments in our clients, may have potential negative effects on our business and our relationships with ow clients or otherwise alter their strategic direction away from ow products. 19 http://vanv.see.gov/Archi vecledgaddatat883980/000119312515334479/d31022dsla.htmill0/14/2015 9:06:38 AM] CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0082035 CONFIDENTIAL SONY GM_00228219 EFTA01382607