EFTA01381280

Form S-I Table of Contents earlier under certain circumstances, including (1) if we become a large accelerated filer, (2) if our gross revenue exceeds $1.0 billion in any fiscal year or (3) if we issue more than $1.0 billion in non-convertible notes in any three year period. The exact implications of the JOBS Act are Mill subject to interpretations and guidance by the SEC and other regulatimy agencies, and we cannot assure you that we will be able to take advantage of all of the benefits of the JOBS Act. In addition. investors may find our common stock less attractive if we rely on the exemptions and relief granted by the JOBS Act. If some investors find our common stock less attractive as a result, there may be a less active trading market for our common stock and our stock price may decline and/or become more volatile. Our Board of Directors is authorized to issue and designate shares of our preferred stock in additional series without stockholder approval Our amended and restated certificate of incorporation authorizes our Board of Directors, without the approval of our stockholders, to issue million shares of our prefemx1 stock, subject to limitations prescribed by applicable law. rules and regulations and the provisions of our amended and restated certificate of incorporation, as shares of preferred stock in wries, to establish from time to time the number of shares to be included in each such series and to fix the designation, powers, preferences and rights of the shares of each such series and the qualifications, limitations or restrictions thereof. The powers, preferences and rights of these additional series of preferred stock may be senior to or on parity with our common stock, which may reduce its value. 37 httplAvvew.see.gov/Arehivestedgar/datatl609989/000119312515218883/d73489£141s1.htm(7/20/2015 10:30:13 AM) CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) CONFIDENTIAL DB-SDNY-0080124 SDNY GM_00226308 EFTA01381280