Bluegreen Vacations(BVH)

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Bluegreen Vacations Holding Corporation Announces Completion of Merger
Businesswire· 2024-01-17 14:20
BOCA RATON, Fla.--(BUSINESS WIRE)--Bluegreen Vacations Holding Corporation (NYSE: BVH) (OTCQX: BVHBB) (“Bluegreen Vacations” or the “Company”) announced today the completion of the previously announced acquisition of Bluegreen Vacations by Hilton Grand Vacations Inc. (“HGV”) pursuant to the merger agreement entered into by the parties which resulted in Bluegreen Vacations becoming an indirect wholly-owned subsidiary of HGV. The merger was effected, and trading of the Company’s Class A Common Stock on the Ne ...
Bluegreen Vacations(BVH) - 2023 Q3 - Quarterly Report
2023-11-06 11:21
BLUEGREEN VACATIONS HOLDING CORPORATION (Exact name of registrant as specified in its charter) Florida 59-2022148 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 4960 Conference Way North, Suite 100, Boca Raton, Florida 33431 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (561) 912-8000 Securities registered pursuant to Section 12(b) of the Act: Ding Title of each class Trading Symbol(s) Name of each ...
Bluegreen Vacations(BVH) - 2023 Q2 - Quarterly Report
2023-08-02 10:53
See accompanying Condensed Notes to Consolidated Financial Statements - Unaudited. | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |---------------------------------------------------------------|--------------|-------------|-------------------|----------------|--------------------|-------|----------------------|-------|--------------------------|----------------------|-------------------| | Balance, December 31, 2022 | A \n12,166 | B \n3,664 | A \n$ 122 $ | B \n 37 $ | Capital \n4 ...
Bluegreen Vacations(BVH) - 2023 Q1 - Quarterly Report
2023-05-04 11:03
| --- | --- | --- | --- | --- | --- | --- | |-------------------------|-----------|----------------------------|--------------|-------------------------------|--------------------------|----------------| | Plan Name | Grant | Number of Awards Granted | Grant Fair | Weighted Average Date Value | Requisite Service Period | Vesting Date | | | | | | | | | | 2021 Incentive Plan | 1/19/2022 | 208,035 | | 29.80 | 4 years | (1) | | 2021 Incentive Plan | 1/18/2023 | 318,811 | | 27.99 | 5 years | (2) | The Company an ...
Bluegreen Vacations(BVH) - 2022 Q4 - Annual Report
2023-03-13 14:40
Item 3. Legal Proceedings. For a description of material pending legal proceedings, please see Note 12, Commitments and Contingencies, to the Company's audited consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K, which is incorporated by reference into this "Legal Proceedings" section. Item 4. Mine Safety Disclosures. Not applicable. 43 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Th ...
Bluegreen Vacations(BVH) - 2022 Q3 - Quarterly Report
2022-11-03 11:08
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter end September 30, 2022 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 001-09071 BLUEGREEN VACATIONS HOLDING CORPORATION (Exact name of registrant as specified in its charter) Florida 59-2022148 (State ...
Bluegreen Vacations(BVH) - 2022 Q2 - Quarterly Report
2022-08-03 11:17
PART I - FINANCIAL INFORMATION [Item 1. Financial Statements (Unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) Unaudited consolidated financial statements for June 30, 2022, reflect total assets of **$1.30 billion** and six-month revenues of **$430.6 million** [Consolidated Balance Sheets (Unaudited)](index=3&type=section&id=Consolidated%20Balance%20Sheets%20(Unaudited)) Total assets increased to **$1.30 billion** as of June 30, 2022, with liabilities at **$982.9 million** and equity at **$312.5 million** Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Total Assets** | **$1,295,335** | **$1,210,512** | | Cash and cash equivalents | $222,076 | $140,225 | | Notes receivable, net | $482,647 | $446,322 | | **Total Liabilities** | **$982,881** | **$906,712** | | Receivable-backed notes payable - non-recourse | $379,858 | $340,154 | | **Total Equity** | **$312,454** | **$303,800** | [Consolidated Statements of Operations and Comprehensive Income (Unaudited)](index=4&type=section&id=Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Income%20(Unaudited)) Six-month revenues increased **27%** to **$430.6 million**, with net income attributable to shareholders rising to **$33.8 million** Key Operating Results (in thousands, except per share data) | Metric | Three Months Ended June 30, 2022 | Three Months Ended June 30, 2021 | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $235,570 | $193,458 | $430,624 | $339,712 | | Net Income Attributable to Shareholders | $17,784 | $19,501 | $33,771 | $22,475 | | Diluted EPS | $0.87 | $0.93 | $1.63 | $1.12 | | Cash Dividends Declared per Share | $0.15 | $— | $0.15 | $— | [Consolidated Statements of Equity (Unaudited)](index=5&type=section&id=Consolidated%20Statements%20of%20Equity%20(Unaudited)) Total equity increased to **$244.8 million** by June 30, 2022, primarily due to net income, offset by stock repurchases and dividends - Key changes in equity for the six months ended June 30, 2022 include: - Net income: **+$33.8 million** (shareholder portion)[14](index=14&type=chunk) - Purchase and retirement of common stock: **-$30.8 million**[14](index=14&type=chunk) - Dividends paid: **-$3.1 million**[14](index=14&type=chunk) [Consolidated Statements of Cash Flows (Unaudited)](index=6&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)) Operating cash flow reached **$68.9 million** for the six months ended June 30, 2022, with financing activities providing **$20.2 million** Cash Flow Summary (in thousands) | Activity | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $68,924 | $53,269 | | Net cash used in investing activities | $(7,867) | $(8,229) | | Net cash provided by (used in) financing activities | $20,185 | $(39,381) | | **Net increase in cash, cash equivalents and restricted cash** | **$81,242** | **$5,659** | [Notes to Condensed Consolidated Financial Statements (Unaudited)](index=8&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) Notes detail accounting policies, business structure, and key events, including a **$172.0 million** VOI receivable-backed securitization in April 2022 - The company is a leading vacation ownership company that markets and sells VOIs and manages resorts, earning fees from sales, management services, and financing for qualified VOI purchasers[22](index=22&type=chunk) - In April 2022, Bluegreen completed a **$172.0 million** VOI receivable-backed securitization, using proceeds to repay other debt facilities and for general corporate purposes[53](index=53&type=chunk)[54](index=54&type=chunk) - The company is involved in litigation with timeshare exit firms, attributing a rise in average annual default rates to **7.9%** in Q2 2022 to their activities[80](index=80&type=chunk)[81](index=81&type=chunk) - Subsequent to quarter end, in July 2022, the company purchased **46 units** in Vail, Colorado for **$18.6 million** and declared a **$0.15 per share** quarterly cash dividend[110](index=110&type=chunk)[111](index=111&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses strong VOI sales recovery, with six-month revenues up **27%** to **$430.6 million**, detailing segment performance, liquidity, and key risks [Consolidated Results of Operations](index=30&type=section&id=Consolidated%20Results%20of%20Operations) Six-month total revenues increased **27%** to **$430.6 million**, with net income attributable to shareholders rising to **$33.8 million** Consolidated Financial Highlights vs. Prior Year | Metric | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | Change | | :--- | :--- | :--- | :--- | | Total Revenues | $430.6M | $339.7M | +27% | | Net Income to Shareholders | $33.8M | $22.5M | +50% | | Diluted EPS | $1.63 | $1.12 | +46% | - Performance in 2022 was significantly impacted by improved conditions post-COVID, leading to higher revenues, partially offset by lower gross profit margins from VOI sales and increased SG&A expenses[126](index=126&type=chunk) [Reportable Segments Results of Operations](index=33&type=section&id=Reportable%20Segments%20Results%20of%20Operations) Sales of VOIs and Financing segment saw **22%** sales growth in Q2 2022, while Resort Operations and Club Management segment revenue increased **6%** Adjusted EBITDA by Segment (in thousands) | Segment | Three Months Ended June 30, 2022 | Three Months Ended June 30, 2021 | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | :--- | :--- | | Sales of VOIs and financing | $37,368 | $38,320 | $73,105 | $59,456 | | Resort operations and club management | $20,920 | $19,034 | $41,470 | $37,259 | | **Total Segment Adjusted EBITDA** | **$58,288** | **$57,354** | **$114,575** | **$96,715** | [Liquidity and Capital Resources](index=42&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains sufficient liquidity, supported by operations, VOI financing, and a **$172.0 million** securitization, with active share repurchases - BVH, the parent company, relies on distributions from Bluegreen to fund its operations and service its debt, including a **$50.0 million** note payable to BBX Capital[182](index=182&type=chunk)[184](index=184&type=chunk)[185](index=185&type=chunk) - Bluegreen's primary liquidity sources include cash sales, down payments, borrowings against VOI notes receivable, and fees from resort management[192](index=192&type=chunk) - In April 2022, Bluegreen completed a **$172.0 million** VOI receivable-backed securitization, using proceeds to repay other debt and for general corporate purposes[196](index=196&type=chunk)[197](index=197&type=chunk) - The company repurchased **$30.8 million** of its stock in the first six months of 2022 and paid a quarterly dividend of **$0.15 per share** in Q2 2022[188](index=188&type=chunk)[189](index=189&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=47&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Disclosure is not required due to the company's smaller reporting company status, with no material changes from the prior annual report - Disclosure is not required due to the company's smaller reporting company status[215](index=215&type=chunk) [Item 4. Controls and Procedures](index=48&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2022, with no material changes to internal controls - The CEO and CFO concluded that as of June 30, 2022, the company's disclosure controls and procedures were effective[217](index=217&type=chunk) - No material changes were made to the company's internal control over financial reporting during the quarter ended June 30, 2022[218](index=218&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=49&type=section&id=Item%201.%20Legal%20Proceedings) No material changes to legal proceedings were reported, with ongoing litigation including class actions and lawsuits against timeshare exit firms - There have been no material changes in legal proceedings, with details incorporated by reference from Note 9 of the financial statements[221](index=221&type=chunk) [Item 1A. Risk Factors](index=49&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the company's risk factors have occurred since the 2021 Annual Report on Form 10-K - No material changes to risk factors have occurred since the 2021 Annual Report on Form 10-K[222](index=222&type=chunk) [Item 2. Unregistered sales of Equity Securities and Use of Proceeds](index=49&type=section&id=Item%202.%20Unregistered%20sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company continued its share repurchase program, buying back **917,390 shares** for **$26.1 million** in Q2 2022, with **$31.9 million** remaining Share Repurchases for Q2 2022 | Period | Total Shares Purchased | Average Price Per Share | Total Cost (in millions) | | :--- | :--- | :--- | :--- | | April 2022 | 450,000 | $30.00 | $13.5 | | May 2022 | 217,853 | $25.74 | $5.6 | | June 2022 | 249,537 | $28.07 | $7.0 | | **Total Q2** | **917,390** | **$28.46** | **$26.1** | - As of June 30, 2022, **$31.9 million** remained available for repurchases under the authorized program[224](index=224&type=chunk) - In July 2022, subsequent to quarter end, the company repurchased an additional **843,358 shares** of Class A Common Stock for **$23.6 million** in a private transaction[224](index=224&type=chunk) [Item 6. Exhibits](index=50&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including securitization agreements, SOX certifications, and XBRL data files - Exhibits filed include agreements for the BXG Receivables Note Trust 2022-A securitization, Sarbanes-Oxley certifications, and XBRL interactive data files[229](index=229&type=chunk)
Bluegreen Vacations(BVH) - 2022 Q1 - Quarterly Report
2022-05-05 11:31
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2022 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 001-09071 BLUEGREEN VACATIONS HOLDING CORPORATION (Exact name of registrant as specified in its charter) Florida 59-2022148 (State o ...
Bluegreen Vacations(BVH) - 2021 Q4 - Annual Report
2022-03-04 02:46
Sales and Marketing - For the year ended December 31, 2021, sales and marketing expenses totaled approximately 55% of system-wide sales of VOIs[87]. - Approximately 4% of VOI sales were generated by marketing to prospective purchasers obtained through internal and third-party vendors' outbound telemarketing efforts[107]. - Bluegreen aims to grow VOI sales through the expansion of existing alliances and new marketing programs, targeting high-traffic resorts for sales office investments[90]. Customer Demographics - The average VOI owner has a household income of over $85,000, with 81% having graduated from or attended college[99]. - The vacation ownership industry has approximately 9.9 million families owning at least one VOI, representing about 7.7% of U.S. households[97]. Business Strategy - Bluegreen seeks to enhance its Vacation Club experience by adding new destinations and improving technology for its members[92]. - The company plans to grow higher-margin, cash-generating revenues such as resort management and financing revenues, which are more predictable[93]. - Bluegreen is pursuing opportunistic strategic transactions to acquire other VOI companies and assets, aiming for significant synergies and cost savings[95]. Revenue Trends - The company expects seasonal fluctuations in revenues, typically experiencing more tours and higher VOI sales volume during the second and third quarters[109]. Workforce - As of December 31, 2021, the company had 5,586 employees, with a focus on competitive compensation and benefits to attract and retain talent[111]. Regulatory Information - The Company provides access to its SEC filings, including annual reports on Form 10-K and quarterly reports on Form 10-Q, available on its website[114]. - The SEC maintains a website where reports and documents filed by the Company can be accessed free of charge[114]. - The Company does not have applicable quantitative and qualitative disclosures about market risk[371].
Bluegreen Vacations(BVH) - 2021 Q3 - Quarterly Report
2021-11-03 21:11
```markdown PART I - FINANCIAL INFORMATION [Item 1. Financial Statements (Unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section presents the unaudited consolidated financial statements for Bluegreen Vacations Holding Corporation as of September 30, 2021, and for the three and nine months then ended, including balance sheets, statements of operations, equity, and cash flows, along with detailed notes [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) Total assets increased to $1.28 billion as of September 30, 2021, from $1.25 billion at year-end 2020, driven by a rise in net notes receivable, while total liabilities remained stable and total equity grew to $298.6 million Consolidated Balance Sheet Highlights (in thousands) | Account | Sep 30, 2021 | Dec 31, 2020 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $216,567 | $221,118 | | Notes receivable, net | $436,737 | $409,349 | | Total assets | $1,283,657 | $1,250,119 | | **Liabilities & Equity** | | | | Total liabilities | $985,104 | $987,389 | | Total equity | $298,553 | $262,730 | | Total liabilities and equity | $1,283,657 | $1,250,119 | [Consolidated Statements of Operations and Comprehensive Income](index=4&type=section&id=Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Income) The company reported a significant turnaround, with net income attributable to shareholders of $23.1 million for Q3 2021, compared to a net loss of $25.3 million in Q3 2020, driven by a 49% increase in total revenues, primarily from higher sales of Vacation Ownership Interests (VOIs) Key Performance Indicators (in thousands, except per share data) | Metric | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Total revenues | $214,518 | $144,244 | $554,109 | $368,427 | | Income (loss) from continuing operations | $27,317 | $(24,884) | $56,700 | $(57,414) | | Net income (loss) attributable to shareholders | $23,127 | $(25,322) | $45,602 | $(89,432) | | Diluted EPS from continuing operations | $1.06 | $(1.51) | $2.21 | $(3.35) | [Consolidated Statements of Equity](index=6&type=section&id=Consolidated%20Statements%20of%20Equity) Total equity increased from $262.7 million at the end of 2020 to $298.6 million by September 30, 2021, driven by net income and the issuance of 2.66 million Class A shares for the Bluegreen merger, partially offset by stock repurchases - On May 5, 2021, the company acquired the remaining **~7%** of Bluegreen's common stock it did not own, making Bluegreen a wholly-owned subsidiary, achieved by issuing approximately **2.66 million** shares of Class A Common Stock[31](index=31&type=chunk)[17](index=17&type=chunk) - The company repurchased and retired **988,309** Class A and **18,996** Class B shares for an aggregate cost of **$20.9 million** during the quarter[17](index=17&type=chunk)[109](index=109&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the nine months ended September 30, 2021, net cash provided by operating activities significantly improved to $86.1 million from $3.2 million in the prior-year period, while net cash used in financing activities decreased due to the absence of the BBX Capital spin-off cash transfer, resulting in a net cash increase of $4.1 million Cash Flow Summary (in thousands) | Activity | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $86,072 | $3,161 | | Net cash used in investing activities | $(11,478) | $(12,183) | | Net cash used in financing activities | $(70,460) | $(151,066) | | **Net increase (decrease) in cash** | **$4,134** | **$(160,088)** | [Notes to Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail the company's transformation into a 'pure play' vacation ownership holding company after the BBX Capital spin-off and the Bluegreen merger, providing disaggregated revenue, notes receivable composition, debt facilities, ongoing litigation, and segment performance - The company completed its spin-off of BBX Capital, Inc. on September 30, 2020, becoming a 'pure play' holding company for its subsidiary, Bluegreen[30](index=30&type=chunk) - On May 5, 2021, the company acquired the remaining non-owned shares of Bluegreen, making it a wholly-owned subsidiary[31](index=31&type=chunk) - As of September 30, 2021, marketing operations were active at **123** Bass Pro Shops and Cabela's stores, and resort occupancy rates were approximately **84%** at resorts with sales centers in Q3 2021, indicating a strong recovery from the COVID-19 pandemic's impact[36](index=36&type=chunk) - The company is actively pursuing legal action against several timeshare exit firms, alleging deceptive advertising and tortious interference with its contracts with VOI owners[97](index=97&type=chunk)[98](index=98&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=35&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes the significant year-over-year improvement in financial results to the recovery from the COVID-19 pandemic, with total revenues increasing 49% to $214.5 million and net income attributable to shareholders reaching $23.1 million in Q3 2021, alongside strong system-wide VOI sales growth and sufficient liquidity System-Wide Sales of VOIs (in thousands) | Metric | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | System-wide sales of VOIs | $180,564 | $104,308 | $451,053 | $254,796 | Key Sales Metrics | Metric | Q3 2021 | Q3 2020 | Change | | :--- | :--- | :--- | :--- | | Number of total guest tours | 62,449 | 36,268 | 72% | | Sale-to-tour conversion ratio | 16.6% | 16.9% | (30)bp | | Average sales volume per guest | $2,910 | $2,889 | 1% | - The company's business and results generally improved during the nine months ended September 30, 2021, despite continued risks from the COVID-19 Delta variant[165](index=165&type=chunk) - Fee-based sales of VOIs comprised **29%** of system-wide sales in Q3 2021, down from **32%** in Q3 2020, as the company increases its focus on developed VOI and secondary market sales[168](index=168&type=chunk) - As of September 30, 2021, the company had approximately **$257.7 million** available under its various credit facilities, subject to eligible collateral and terms[73](index=73&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=61&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company states that its exposure to market risks, primarily interest rate risk and risks related to inflation, has not materially changed from its 2020 Annual Report on Form 10-K, noting that financial market instability could adversely impact its ability to finance VOI-backed notes receivable - The company's exposure to market risk, including interest rate and inflation risk, has not materially changed from the year ended December 31, 2020[266](index=266&type=chunk) [Item 4. Controls and Procedures](index=61&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that as of September 30, 2021, the company's disclosure controls and procedures were effective, with no material changes to internal control over financial reporting during the third quarter of 2021 - The CEO and CFO concluded that as of September 30, 2021, the company's disclosure controls and procedures were effective[267](index=267&type=chunk) - No changes in internal control over financial reporting occurred during Q3 2021 that have materially affected, or are reasonably likely to materially affect, internal controls[268](index=268&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=62&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no material changes in its legal proceedings from those disclosed in its 2020 Annual Report on Form 10-K, other than the updates provided in Note 9 of this quarterly report - There have been no material changes in legal proceedings from the 2020 Annual Report, except as described in Note 9 to the financial statements[271](index=271&type=chunk) [Item 1A. Risk Factors](index=62&type=section&id=Item%201A.%20Risk%20Factors) The company states that there have been no material changes to the risk factors it faces since the disclosure in its 2020 Annual Report on Form 10-K - There have been no material changes to the company's risk factors from those disclosed in the 2020 Annual Report on Form 10-K[272](index=272&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=62&type=section&id=Item%202.%20Unrestricted%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) In August 2021, the company's board approved a new share repurchase program for up to $40.0 million, under which 1,007,305 shares were repurchased for $20.9 million during the third quarter, leaving $19.1 million available Share Repurchases (Q3 2021) | Period | Total Shares Purchased | Average Price Per Share | Total Cost (approx.) | | :--- | :--- | :--- | :--- | | Aug 1 - Aug 31, 2021 | 809,984 | $20.17 | $16.3M | | Sep 1 - Sep 30, 2021 | 197,321 | $23.00 | $4.5M | | **Total** | **1,007,305** | **$20.72** | **$20.9M** | - A new share repurchase program was approved in August 2021, authorizing up to **$40.0 million** in repurchases of Class A and Class B Common Stock[274](index=274&type=chunk) [Item 6. Exhibits](index=63&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications under the Sarbanes-Oxley Act and XBRL data files - Exhibits filed with the report include CEO and CFO certifications (31.1, 31.2, 32.1, 32.2) and XBRL interactive data files (101 series)[277](index=277&type=chunk) ```