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Risks

• We operate in a competitive business environment and may not be able to compete effectively.
• If we fail to keep pace with technological change, we could lose clients or have trouble attracting new clients, and our ability to grow may be limited.
• If we are unable to renew client contracts at favorable terms, we could lose clients and our results of operations and financial condition may be adversely affected.
• Our business depends, in part, on our merchant relationships and alliances, and if we are unable to maintain these relationships and alliances, our business may be adversely affected.
• Changes in card association and debit network fees or products could increase costs or otherwise limit our operations.
• Consolidations in the banking and financial services industry could adversely affect our revenue by eliminating existing or potential clients and making us more dependent on fewer clients.
• Security incidents or other technological risks involving our systems and data, or those of our clients, partners or vendors, could expose us to liability or damage our reputation.
• Operational failures and resulting interruptions in the implementation or availability of our products or services could harm our business and reputation.
• Disruptions of operations of other participants in the global financial system could prevent us from delivering our products and services.
• We may experience software defects, development delays or installation difficulties, which would harm our business and reputation and expose us to potential liability.
• Our business has been, and is likely to continue to be, adversely impacted by the coronavirus (COVID-19) pandemic.
• Our business may be adversely affected by geopolitical and other risks associated with operations outside of the U.S. and, as we continue to expand internationally, we may incur higher than anticipated costs and may become more susceptible to these risks.
• The United Kingdom’s withdrawal from the European Union Single Market and Customs Union as part of the process known as “Brexit” could adversely affect our results of operations.
• Our business may be adversely impacted by U.S. and global market and economic conditions.
• Potential tariffs or trade wars could increase the cost of our products, which could adversely impact the competitiveness of our products and our financial results.
• If we or third parties with whom we partner or contract fail to comply with applicable laws and regulations, we could be subject to liability and our business could be harmed.
• If we fail to comply with the applicable requirements of the payment card networks and Nacha, they could seek to fine us, suspend us or terminate our registrations, which could adversely affect our business.
• A heightened regulatory environment in the financial services industry may have an adverse impact on our clients and our business.
• Legislative or regulatory initiatives on cybersecurity and data privacy could adversely impact our business and financial results.
• We may be sued for infringing the intellectual property rights of others.
• Misappropriation of our intellectual property and proprietary rights could impair our competitive position.
• The failure to attract and retain key personnel could have a material adverse effect on our business.
• Our merchants may be unable to satisfy obligations for which we may also be liable.
• Acquisitions subject us to risks, including assumption of unforeseen liabilities and difficulties in integrating operations.
• We may be obligated to indemnify the purchasers of businesses pursuant to the terms of the relevant purchase and sale agreements.
• Our balance sheet includes significant amounts of goodwill and intangible assets. The impairment of a significant portion of these assets would negatively affect our results of operations.
• Existing or future leverage may harm our financial condition and results of operations.
• Our results of operations may be adversely affected by changes in foreign currency exchange rates.
• The synergies attributable to the acquisition may vary from expectations.
• We have incurred and expect to continue to incur substantial expenses related to the integration.
• Our future results will be negatively impacted if we do not effectively manage our expanded operations.
• New Omaha Holdings L.P. may sell a substantial amount of our common stock as certain restrictions on sales expire, and these sales could cause the price of our common stock to fall.
• New Omaha may have influence over us and its interests may conflict with other shareholders.