EFTA01366528.pdf

Amendment #4 Page 99 of 868 ishk.ef.c.91 Ce" deficenoes n a Moly manner ire existence of any material weakness now internal control over financial repotrg cold also result in errors n our Inancial statemerts that could require us to restate our firencal Patements cause us to fall to meet ors repororg obligations and cause shareholders to lose cortolence n our reported financial information all of which could rrotenally and adversely affect our business and share price 1* ale an 'emerging growth company- and have 'Nets in this prospects, an may Meet inMule SEC Ming; to comply with reducedpublit Company lapwingrequirements, which could make otrefaiss A cannon stock less alf ,.4 *tomatoes. We are an 'emerging growth center/IV: as deltied by the JOBS Act For es long as we Centime to be an emergirg gowth company. we may choose to take &Wag , of exemptons from venous pitec company retorting requirements These exemptions mime, but are not hinted to. (i) being permitted to provide only two years of audited ereneol statements in addition to any required unstudied ntenm lironcia I statements, with correspondingly reseed' Managements otsctosion and analysis of financial condition and resorts& omratons' discloskre, (n) rot being reamed to cowry with tre auditor attestoron requirements of Section 404 d the Sartenes-Oxley eCt. (ii.) reduced cisclosure otipcotons regarding executive compensation in our periodic reports. proxy statements and registration stater ants, and (iv) exemptions from the remaremorts of reefing a nonbrxling advisory vote on execiewe compensation and stockholder approval of any golden parachute pelmets not previously approved n this prospectus, we have elected to tare advantage of certain of the waxed Osciostre obligations regarding financial statements and executwe cormensation In midden, Seaton 107(b) of tie JOBS Act also provides that an emerging GrOcl r company can take advantage of the extended transition period provided an Section 7(a)(2) (B) of the SeCerelett Ad for complyng with new or revised accounting standards In otter words, an emerging goon cowpony can delay the adopton of caftan accounting standards mot those standards would remorse epee/ a povate companies We we choosirg to 'opt n' to such extended transom period election alder Sedan 107(b) Therefore, we are eleding to delay adoption of new a revised accountrg standards and. as a result. we may choose not to ccmply with new or revised accounting standards on the relevant dates on which adopton of such standards is required for nen-emerging growth torrsonses As a real d such election, (XI financial statements nay not be comparable to the Marcel statements or etre pudic companies We could be an emerging growth canton, for up to live years after the first sale of our common equity securities pursuant to an elledwe registration statement taxer the Soonties tot, which such fen amiversary will Mem in 2020 However, if certain events occur Ma to the end of such fwe-year penal, includeg if we become a 'large accelerated filer: our amiat gross revenues exceed SI 0 baren or we issue more man S1.0 Dillon of non-convertible debt in any trree-year perraCt we would cease to be an emerging growth comport/ pia lo the end of such two-year period We rove taken advantage of caftan of the reduced dsdosure obligations regarding executive compensation in this prospectus and may elect to take advantage of other reduced burdens in future filings As a result. the Widen-nee that we provide to holders of our Coss A common stock may be different than you might receive from other puree reported companies cn whch you hold cooly interests We cannot predict if investors will find our Class A corn-non stock less attractive as a result of our reliance on these exemptions If some investors find ois Class A common stock less attractive as a result of any choice we make to reduce osmosis& tnete may be a less active trading mallet for our Class A cannon *Sock and the puce for our Class A common stock may be more volatile Under tee JOBS Act, emerging growth comperes can delay tdoptng new Cr revised aCcOuntrg standards Until such time as throe standards apply to Priv** companies We have elected to avail owsetves d this extended transition period for emptying with new or revised accounting standards ard, therefore. we will not be stbsect to the same new or revised accounting standards as oho public compasses trot are not erremng growth companies 91 http://cfdocs.btogo.com:27638/cf/drv7/pub/edgar/2015/07/20/0001193125-15-256461/d78... 7/20/2015 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0058056 CONFIDENTIAL SDNY_GM_00204240 EFTA01366528