Part I [Business](index=5&type=section&id=Item%201.%20Business) CPH is a leading provider of concrete pumping and waste management services in the U.S. and U.K., with operations across three segments and a diverse customer base - CPH is a leading provider of concrete pumping and waste management services in the U.S. and U.K., with an estimated market share of approximately **17% in the U.S.** and **30% in the U.K.** based on fleet size[17](index=17&type=chunk)[20](index=20&type=chunk) FY 2023 Revenue by Segment | Segment | Revenue Contribution | Key Brands | Fleet/Operations (as of Oct 31, 2023) | | :--- | :--- | :--- | :--- | | **U.S. Concrete Pumping** | 72% | Brundage-Bone, Capital Pumping | ~1,060 equipment units, ~100 locations | | **U.S. Concrete Waste Management** | 14% | Eco-Pan | ~115 trucks, >10,000 containers, 19 locations | | **U.K. Operations** | 14% | Camfaud, Premier, Eco-Pan | ~400 equipment units, ~30 locations | - The company operates a fleet of approximately **1,580 equipment units** with an average age of about **9 years** and employs around **1,720 people** globally[18](index=18&type=chunk)[28](index=28&type=chunk) - CPH serves a diverse base of approximately **12,000 customers**. The top ten customers represent less than **10% of total revenue** and have an average tenure of over **20 years**, indicating strong, long-term relationships[20](index=20&type=chunk)[29](index=29&type=chunk) [Risk Factors](index=9&type=section&id=Item%201A.%20Risk%20Factors) CPH faces significant risks from construction industry cyclicality, operational challenges, legal disputes, substantial indebtedness, and stock ownership concentration - The business is highly cyclical and dependent on construction spending, which is influenced by inflation, fuel costs, and general economic conditions[38](index=38&type=chunk) - An ongoing sales tax dispute with the Washington Department of Revenue could result in an estimated liability of **$3.5 million** in sales tax, interest, and penalties if the appeal is unsuccessful[78](index=78&type=chunk) - The company has significant indebtedness of **$394.0 million** as of October 31, 2023, which could affect cash flow and operational flexibility[91](index=91&type=chunk) - Two major stockholders, CFLL Holdings, LLC and BBCP Investors, LLC, own **28%** and **20%** of outstanding common stock, respectively, with potential future sales impacting stock price[100](index=100&type=chunk) [Unresolved Staff Comments](index=24&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the SEC - None[109](index=109&type=chunk) [Properties](index=24&type=section&id=Item%202.%20Properties) CPH operates from approximately 130 locations across the U.S. and U.K., with its corporate headquarters leased in Thornton, Colorado - As of October 31, 2023, the company operates from approximately **100 locations in the U.S.** and **30 in the U.K.**, owning **16 U.S. locations** and leasing the rest[110](index=110&type=chunk) [Legal Proceedings](index=24&type=section&id=Item%203.%20Legal%20Proceedings) The company is not currently a party to any litigation expected to have a material adverse effect on its business or financial condition - The company is not presently a party to any material litigation[111](index=111&type=chunk) [Mine Safety Disclosures](index=24&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section is not applicable to the company - Not applicable[112](index=112&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=25&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) CPH common stock trades on Nasdaq, with the company retaining earnings for business investment and share repurchases, including a recent program increase and extension - The company has not paid cash dividends and does not anticipate doing so, intending to retain earnings for business operations or share repurchases[116](index=116&type=chunk) Share Repurchase Activity (Fiscal Years 2022-2023) | Fiscal Year | Shares Repurchased | Total Cost (Millions USD) | Average Price Per Share | | :--- | :--- | :--- | :--- | | **2023** | 1,333,038 | $8.9 | $6.66 | | **2022** | 415,066 | $2.7 | $6.48 | - The board of directors approved a **$10.0 million** increase to the share repurchase program in January 2023 and extended its authorization to **March 31, 2025**[120](index=120&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=26&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) FY2023 saw revenue growth to $442.2 million, driven by U.S. Concrete Waste Management and acquisitions, with net income rising to $31.8 million and Adjusted EBITDA growing to $124.6 million [Results of Operations](index=28&type=section&id=Results%20of%20Operations) FY2023 revenue increased by **10.2%** to **$442.2 million**, driven by strong segment growth, while gross margin slightly compressed and Adjusted EBITDA rose **7.4%** to **$124.6 million** Revenue by Segment (Fiscal Year Ended Oct 31) | Segment | 2023 Revenue (in thousands) | 2022 Revenue (in thousands) | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | U.S. Concrete Pumping | $317,877 | $296,506 | $21,371 | 7.2% | | U.K. Operations | $62,588 | $54,926 | $7,662 | 13.9% | | U.S. Concrete Waste Management | $62,405 | $50,191 | $12,214 | 24.3% | | **Total Reportable Segment Revenue** | **$442,870** | **$401,623** | **$41,247** | **10.3%** | - Gross margin decreased slightly from **40.8% in FY2022** to **40.3% in FY2023**, primarily due to inflationary pressures, mostly in labor[143](index=143&type=chunk) Adjusted EBITDA by Segment (Fiscal Year Ended Oct 31) | Segment | 2023 Adj. EBITDA (in thousands) | 2022 Adj. EBITDA (in thousands) | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | U.S. Concrete Pumping | $73,583 | $75,002 | ($1,419) | -1.9% | | U.K. Operations | $18,486 | $15,717 | $2,769 | 17.6% | | U.S. Concrete Waste Management | $30,030 | $22,838 | $7,192 | 31.5% | | **Total** | **$124,600** | **$116,056** | **$8,544** | **7.4%** | [Liquidity and Capital Resources](index=32&type=section&id=Liquidity%20and%20Capital%20Resources) As of October 31, 2023, CPH maintained **$216.7 million** in liquidity, with total debt at **$394.0 million**, and saw a significant decrease in capital expenditures to **$54.5 million** - As of October 31, 2023, the company had total available liquidity of **$216.7 million**, comprising **$15.9 million in cash** and **$200.8 million** of available borrowing capacity under the ABL Facility[156](index=156&type=chunk) Debt Composition (as of Oct 31, 2023) | Debt Instrument | Amount Outstanding (in thousands) | Interest Rate | Maturity | | :--- | :--- | :--- | :--- | | Senior Notes | $375,000 | 6.000% | Feb 2026 | | ABL Facility | $18,954 | Varies | June 2028 | | **Total Debt, Gross** | **$393,954** | | | - Capital expenditures were **$54.5 million in FY2023**, a decrease from **$101.9 million in FY2022**[160](index=160&type=chunk) Cash Flow Summary (Fiscal Year Ended Oct 31, 2023) | Cash Flow Category | Amount (in millions) | | :--- | :--- | | Net cash provided by operating activities | $96.9 | | Net cash used in investing activities | ($44.2) | | Net cash used in financing activities | ($44.3) | [Critical Accounting Policies and Estimates](index=37&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Critical accounting policies involve significant judgment, especially for goodwill and intangible asset impairment testing, with the U.S. Concrete Pumping unit's fair value showing sensitivity to assumption changes - The company's most critical accounting estimates relate to the impairment testing of goodwill and intangible assets, which requires significant judgment regarding future cash flows, discount rates, and market conditions[183](index=183&type=chunk)[184](index=184&type=chunk)[185](index=185&type=chunk) - As of the August 31, 2022 impairment test, the fair value of the U.S. Concrete Pumping reporting unit was approximately **7% greater** than its carrying value, indicating sensitivity to changes in key assumptions[195](index=195&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=39&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, CPH is not required to provide information for this item - The company is a smaller reporting company and is not required to provide this information[201](index=201&type=chunk) [Financial Statements and Supplementary Data](index=40&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) FY2023 consolidated financial statements report **$904.5 million** in total assets, **$442.2 million** in revenue, and **$31.8 million** in net income, with an unqualified audit opinion Consolidated Statement of Operations Highlights (Year Ended Oct 31, 2023) | Metric | Amount (in thousands) | | :--- | :--- | | Revenue | $442,241 | | Gross Profit | $178,304 | | Income from Operations | $61,452 | | Net Income | $31,790 | | Diluted EPS | $0.54 | Consolidated Balance Sheet Highlights (As of Oct 31, 2023) | Metric | Amount (in thousands) | | :--- | :--- | | Total Current Assets | $94,270 | | Property, plant and equipment, net | $427,648 | | Goodwill | $221,517 | | Total Assets | $904,525 | | Total Current Liabilities | $83,976 | | Long term debt, net | $371,868 | | Total Liabilities | $571,285 | | Total Stockholders' Equity | $308,240 | - The company's warrants expired on **December 6, 2023**, with the warrant liability recorded as **$0.1 million** as of October 31, 2023[132](index=132&type=chunk)[328](index=328&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=86&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20With%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants regarding financial disclosure - None[402](index=402&type=chunk) [Controls and Procedures](index=86&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that disclosure controls and internal control over financial reporting were effective as of October 31, 2023, with prior material weaknesses fully remediated - Management concluded that disclosure controls and procedures, as well as internal control over financial reporting, were effective as of **October 31, 2023**[404](index=404&type=chunk)[407](index=407&type=chunk) - Two material weaknesses identified in the prior year, related to manual journal entries and IT user access, have been successfully remediated as of **October 31, 2023**[410](index=410&type=chunk)[411](index=411&type=chunk) Part III [Directors, Executive Officers, Corporate Governance, Compensation, and Principal Accountant Fees](index=89&type=section&id=Item%2010%2C%2011%2C%2012%2C%2013%2C%2014) Information for Items 10 through 14, covering governance, compensation, and related matters, is incorporated by reference from the upcoming definitive proxy statement - Information for Items 10, 11, 12, 13, and 14 is incorporated by reference from the company's definitive proxy statement to be filed later[417](index=417&type=chunk)[419](index=419&type=chunk)[420](index=420&type=chunk) Part IV [Exhibits and Financial Statement Schedules](index=90&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists financial statements and exhibits filed with or incorporated by reference into the Form 10-K, including key corporate and debt documents - This section contains a list of all exhibits filed with the Form 10-K, including the Amended and Restated ABL Credit Agreement and the Indenture for the Senior Notes[426](index=426&type=chunk)[427](index=427&type=chunk) [Form 10-K Summary](index=91&type=section&id=Item%2016.%20Form%2010-K%20Summary) No summary is provided under this item - None[429](index=429&type=chunk)

Concrete Pumping (BBCP) came out with quarterly earnings of $0.16 per share, in line with the Zacks Consensus Estimate. This compares to earnings of $0.14 per share a year ago. These figures are adjusted for non-recurring items.A quarter ago, it was expected that this company would post earnings of $0.16 per share when it actually produced earnings of $0.17, delivering a surprise of 6.25%.Over the last four quarters, the company has surpassed consensus EPS estimates two times.Concrete Pumping, which belongs ...

Concrete Pumping Holdings, Inc. (NASDAQ:BBCP) Q4 2023 Earnings Conference Call January 11, 2024 5:00 PM ET Company Participants Bruce Young - CEO Iain Humphries - CFO Cody Slach - External Director, IR Conference Call Participants Brent Thielman - D.A. Davidson Andy Wittmann - Baird Luke McFadden - William Blair Stanley Elliott - Stifel Steven Fisher - UBS Operator Good afternoon, everyone, and thank you for participating in today's conference call to discuss Concrete Pumping Holdings Financial Results for ...

DENVER, Jan. 11, 2024 (GLOBE NEWSWIRE) -- Concrete Pumping Holdings, Inc. (NASDAQ:BBCP) (the "Company" or "CPH"), a leading provider of concrete pumping and waste management services in the U.S. and U.K., reported financial results for the fourth quarter and fiscal year ended October 31, 2023. Fourth Quarter Fiscal Year 2023 Highlights vs. Fourth Quarter of Fiscal Year 2022 (where applicable) Revenue increased 5% to $120.2 million compared to $114.9 million.Gross profit increased 1% to $48.9 million compare ...

Concrete Pumping Holdings, Inc. (NASDAQ:BBCP) Q3 2023 Results Conference Call September 7, 2023 5:00 PM ET Company Participants Bruce Young - CEO Iain Humphries - CFO Cody Slach - External Director, IR Conference Call Participants Steven Fisher - UBS Sam Kusswurm - William Blair Andy Wittmann - Baird Operator Good afternoon, everyone, and thank you for participating in today's conference call to discuss Concrete Pumping Holdings' financial results for the third quarter ended July 31, 2023. Joining us today ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____ to ____ Commission File Number: 001-38166 CONCRETE PUMPING HOLDINGS, INC. (Exact name of Registrant as specified in its charter) Delawar ...

Concrete Pumping Holdings, Inc. (NASDAQ:BBCP) Q2 2023 Earnings Conference Call June 8, 2023 5:00 PM ET Company Participants Cody Slach - Gateway Group, Inc., Investor Relations Bruce Young - Chief Executive Officer Iain Humphries - Chief Financial Officer Conference Call Participants Tim Mulrooney - William Blair Brent Thielman - D.A. Davidson Operator Good afternoon, everyone and thank you for participating in today's conference call to discuss Concrete Pumping Holdings’ Financial Results for the Second Qu ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____ to ____ Commission File Number: 001-38166 CONCRETE PUMPING HOLDINGS, INC. (Exact name of Registrant as specified in its charter) Delawa ...

Concrete Pumping Holdings, Inc. (NASDAQ:BBCP) Q1 2023 Earnings Conference Call March 9, 2023 5:00 PM ET Company Participants Cody Slach - External Director, Investor Relations Bruce Young - Chief Executive Officer Iain Humphries - Chief Financial Officer Conference Call Participants Sam Kusswurm - William Blair Brent Thielman - D.A. Davidson Andrew Wittmann - Baird Stanley Elliott - Stifel Steven Fisher - UBS Operator Good afternoon, everyone, and thank you for participating in today's conference call to di ...

Part I. Financial Information [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The company reported a 9.5% revenue increase to $93.6 million and a significant net income rise to $6.5 million for the quarter [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) - Total assets decreased slightly from **$887.5 million** on October 31, 2022, to **$882.1 million** on January 31, 2023[10](index=10&type=chunk) - Total liabilities decreased from **$583.2 million to $570.6 million** over the same period, while total stockholders' equity increased from **$279.3 million to $286.5 million**[10](index=10&type=chunk) Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | Jan 31, 2023 (Unaudited) | Oct 31, 2022 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $4,049 | $7,482 | | Trade receivables, net | $53,020 | $62,882 | | Total current assets | $76,287 | $81,556 | | Property, plant and equipment, net | $422,800 | $419,377 | | Goodwill | $221,905 | $220,245 | | **Total assets** | **$882,065** | **$887,489** | | **Liabilities & Equity** | | | | Revolving loan | $50,247 | $52,133 | | Total current liabilities | $102,916 | $110,280 | | Long term debt, net | $370,824 | $370,476 | | **Total liabilities** | **$570,567** | **$583,162** | | **Total stockholders' equity** | **$286,498** | **$279,327** | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) - Revenue for the three months ended January 31, 2023, increased by **9.5%** year-over-year[13](index=13&type=chunk) - Net income saw a substantial increase to **$6.5 million** from $1.2 million, largely due to a **$4.6 million gain** from the change in fair value of warrant liabilities[13](index=13&type=chunk) Statement of Operations Summary (in thousands, except per share data) | Metric | Three Months Ended Jan 31, 2023 | Three Months Ended Jan 31, 2022 | | :--- | :--- | :--- | | Revenue | $93,575 | $85,448 | | Gross profit | $36,454 | $34,127 | | Income from operations | $9,413 | $7,385 | | Net income | $6,475 | $1,183 | | Basic EPS | $0.11 | $0.01 | | Diluted EPS | $0.11 | $0.01 | [Condensed Consolidated Statements of Comprehensive Income (Loss)](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income%20(Loss)) - Total comprehensive income was **$11.5 million** for the three months ended January 31, 2023, a significant improvement from a comprehensive loss of $0.3 million in the prior-year period[16](index=16&type=chunk) Comprehensive Income (Loss) (in thousands) | Component | Three Months Ended Jan 31, 2023 | Three Months Ended Jan 31, 2022 | | :--- | :--- | :--- | | Net income | $6,475 | $1,183 | | Foreign currency translation adjustment | $5,052 | $(1,440) | | **Total comprehensive income (loss)** | **$11,527** | **$(257)** | [Condensed Consolidated Statements of Changes in Stockholders' Equity](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders'%20Equity) - Total stockholders' equity increased to **$286.5 million**, driven by net income and positive foreign currency adjustments, partially offset by **$4.9 million** in share repurchases[20](index=20&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) - Net cash from operating activities increased to **$17.9 million**, while financing activities used **$6.7 million**, primarily for share repurchases[24](index=24&type=chunk) Cash Flow Summary (in thousands) | Cash Flow Activity | Three Months Ended Jan 31, 2023 | Three Months Ended Jan 31, 2022 | | :--- | :--- | :--- | | Net cash provided by operating activities | $17,916 | $13,188 | | Net cash used in investing activities | $(14,787) | $(34,531) | | Net cash provided by (used in) financing activities | $(6,689) | $14,677 | | **Net decrease in cash and cash equivalents** | **$(3,433)** | **$(6,511)** | [Notes to Unaudited Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) - The company provides concrete pumping and industrial cleanup services in the U.S. and U.K., with business being seasonal[32](index=32&type=chunk)[33](index=33&type=chunk)[34](index=34&type=chunk) - No acquisitions were completed in Q1 2023, but the company acquired Cherokee Pumping for **$6.3 million** subsequent to the quarter end[46](index=46&type=chunk)[47](index=47&type=chunk)[51](index=51&type=chunk)[111](index=111&type=chunk) - As of January 31, 2023, the company had **$375.0 million** in Senior Notes and an outstanding balance of **$50.2 million** on its ABL Facility[78](index=78&type=chunk)[80](index=80&type=chunk) - The board approved a **$10.0 million** increase to the share repurchase program and repurchased **760,457 shares for $4.9 million** during the quarter[99](index=99&type=chunk)[100](index=100&type=chunk) Revenue by Segment (in thousands) | Segment | Three Months Ended Jan 31, 2023 | Three Months Ended Jan 31, 2022 | | :--- | :--- | :--- | | U.S. Concrete Pumping | $67,187 | $63,069 | | U.K. Operations | $12,708 | $12,022 | | U.S. Concrete Waste Management Services | $13,773 | $10,457 | | **Total Revenue** | **$93,575** | **$85,448** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=26&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Revenue grew 9.5% to $93.6 million, driven by acquisitions and organic growth, while net income rose significantly to $6.5 million - The U.S. Concrete Pumping segment's revenue growth was primarily driven by the **$4.4 million** contribution from the Coastal acquisition[129](index=129&type=chunk) - The U.K. Operations segment's revenue increased by **17.9%** on a constant currency basis due to improved pricing[130](index=130&type=chunk) - The U.S. Concrete Waste Management Services segment saw a **31.7%** revenue increase from organic volume growth and pricing improvements[131](index=131&type=chunk) - Adjusted EBITDA for Q1 2023 was **$25.0 million**, a **7.4%** increase from $23.3 million in Q1 2022, driven by the U.S. Concrete Waste Management segment[141](index=141&type=chunk)[144](index=144&type=chunk) - As of January 31, 2023, the company had total available liquidity of **$110.2 million**[147](index=147&type=chunk) Q1 2023 vs Q1 2022 Performance (in thousands) | Metric | Q1 2023 | Q1 2022 | | :--- | :--- | :--- | | Revenue | $93,575 | $85,448 | | Gross Profit | $36,454 | $34,127 | | Gross Margin | 39.0% | 39.9% | | Net Income | $6,475 | $1,183 | Q1 Revenue Growth by Segment (in thousands) | Segment | Q1 2023 Revenue | Q1 2022 Revenue | Change $ | Change % | | :--- | :--- | :--- | :--- | :--- | | U.S. Concrete Pumping | $67,187 | $63,069 | $4,118 | 6.5% | | U.K. Operations | $12,708 | $12,022 | $686 | 5.7% | | U.S. Concrete Waste Management | $13,773 | $10,457 | $3,316 | 31.7% | | **Total Revenue** | **$93,575** | **$85,448** | **$8,127** | **9.5%** | [Quantitative and Qualitative Disclosures About Market Risk](index=37&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is not applicable for this reporting period - The company states that this item is not applicable[172](index=172&type=chunk) [Controls and Procedures](index=37&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls and procedures were deemed ineffective as of January 31, 2023, due to two ongoing material weaknesses - The Chief Executive Officer and Chief Financial Officer concluded that as of January 31, 2023, the company's disclosure controls and procedures were **not effective** due to ongoing material weaknesses[173](index=173&type=chunk) - The company has implemented measures to remediate two previously disclosed material weaknesses related to manual journal entries and IT user access[174](index=174&type=chunk)[175](index=175&type=chunk) - Management notes that newly implemented controls have not operated for a sufficient period to conclude that the material weaknesses have been fully remediated[173](index=173&type=chunk)[175](index=175&type=chunk) Part II. Other Information [Legal Proceedings](index=38&type=section&id=Item%201.%20Legal%20Proceedings) The company is not party to any litigation expected to have a material adverse effect on its business - The company reports that it is not presently a party to any material litigation[177](index=177&type=chunk) [Risk Factors](index=38&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K - No material changes to the Risk Factors from the company's Annual Report have been reported[178](index=178&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=38&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company repurchased 842,813 shares for $5.5 million in Q1 2023 and increased its share repurchase program by $10.0 million - In January 2023, the board of directors authorized a **$10.0 million increase** to the existing share repurchase program, expiring on March 31, 2024[180](index=180&type=chunk) Issuer Purchases of Equity Securities (Q1 2023) | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | Nov 2022 | 240,618 | $6.89 | | Dec 2022 | 397,478 | $6.47 | | Jan 2023 | 204,717 | $6.19 | | **Total** | **842,813** | **$6.60** | [Defaults Upon Senior Securities](index=38&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) None - The company reports no defaults upon senior securities[181](index=181&type=chunk) [Mine Safety Disclosures](index=38&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Not applicable - This item is not applicable to the company[181](index=181&type=chunk) [Other Information](index=38&type=section&id=Item%205.%20Other%20Information) None - The company reports no other information for this item[181](index=181&type=chunk) [Exhibits](index=39&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the report, including CEO and CFO certifications and XBRL data files - The exhibits filed with this Form 10-Q include CEO and CFO certifications as required by Rule 13a-14(a) and 13a-14(b), as well as Inline XBRL documents[183](index=183&type=chunk) [Signatures](index=40&type=section&id=Signatures)