Excelerate Energy(EE)
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Wall Street Analysts Believe Excelerate Energy (EE) Could Rally 44.26%: Here's is How to Trade
Zacks Investment Research· 2024-03-19 14:56
Excelerate Energy (EE) closed the last trading session at $15.86, gaining 16.6% over the past four weeks, but there could be plenty of upside left in the stock if short-term price targets set by Wall Street analysts are any guide. The mean price target of $22.88 indicates a 44.3% upside potential.The mean estimate comprises eight short-term price targets with a standard deviation of $2.75. While the lowest estimate of $18 indicates a 13.5% increase from the current price level, the most optimistic analyst e ...
Excelerate Energy(EE) - 2023 Q4 - Earnings Call Transcript
2024-03-01 00:12
Excelerate Energy, Inc. (NYSE:EE) Q4 2023 Earnings Conference Call February 29, 2024 8:30 AM ET Company Participants Craig Hicks - VP, IR Steven Kobos - President and CEO Dana Armstrong - EVP and CFO Oliver Simpson - EVP and CCO Conference Call Participants Bobby Brooks - Northland Capital Markets Eli Jossen - JPMorgan Zack Van Everen - TPH Operator Hello, everyone. My name is Drew, and I'll be your conference operator today. At this time, I would like to welcome everyone to the Excelerate Energy Fourth Qua ...
Excelerate Energy (EE) Misses Q4 Earnings and Revenue Estimates
Zacks Investment Research· 2024-02-29 01:06
Excelerate Energy (EE) came out with quarterly earnings of $0.14 per share, missing the Zacks Consensus Estimate of $0.17 per share. This compares to earnings of $0.26 per share a year ago. These figures are adjusted for non-recurring items.This quarterly report represents an earnings surprise of -17.65%. A quarter ago, it was expected that this provider of floating liquified natural gas terminals would post earnings of $0.31 per share when it actually produced earnings of $0.40, delivering a surprise of 29 ...
Excelerate Energy Reports Strong Full Year 2023 Results and Announces New $50 Million Share Repurchase Program
Businesswire· 2024-02-28 21:53
THE WOODLANDS, Texas--(BUSINESS WIRE)--Excelerate Energy, Inc. (NYSE: EE) (the Company or Excelerate) today reported its financial results for the full year and fourth quarter ended December 31, 2023. RECENT HIGHLIGHTS Reported Net Income of $126.8 million for the full year 2023 and $20.0 million for the fourth quarter Reported Adjusted EBITDA of $346.8 million for the full year 2023 and $71.4 million for the fourth quarter Secured supply for previously announced Petrobangla SPA by executing a long ...
Excelerate Energy(EE) - 2023 Q4 - Annual Report
2024-02-28 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 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: 001-41352 Excelerate Energy, Inc. (Exact Name of Registrant as Specified in its Charter) (State or other jurisdiction ...
Excelerate Energy(EE) - 2023 Q4 - Annual Results
2024-02-27 16:00
[Financial and Operational Highlights](index=1&type=section&id=Financial%20and%20Operational%20Highlights) Excelerate Energy reported strong 2023 financial results, with full-year Net Income of **$126.8 million** and Adjusted EBITDA of **$346.8 million**, driven by core regasification and strategic LNG agreements - CEO Steven Kobos highlighted the strong 2023 financial results, attributing them to the consistent earnings from the core regasification business and solid performance of contracts in Brazil[3](index=3&type=chunk) - For 2024, the company is focused on executing its growth strategy and returning capital to shareholders via a new **$50 million** share repurchase program, while maintaining flexibility for growth opportunities[4](index=4&type=chunk) Key Financial Metrics (Q4 & Full Year 2023) | (in millions) | For the three months ended Dec 31, 2023 | For the full year ended Dec 31, 2023 | For the full year ended Dec 31, 2022 | | :--- | :--- | :--- | :--- | | **Revenues** | $240.1 | $1,159.0 | $2,473.0 | | **Operating Income** | $39.9 | $210.6 | $186.7 | | **Net Income** | $20.0 | $126.8 | $80.0 | | **Adjusted EBITDA** | $71.4 | $346.8 | $296.4 | | **Earnings Per Share (diluted)** | $0.14 | $1.11 | $0.51 | - Key strategic actions include: Securing a 15-year LNG supply contract with QatarEnergy for **0.85 to 1.0 MTPA** to support the Petrobangla SPA; Authorizing a **$50 million** Class A common stock repurchase program through February 2026; Declaring a quarterly dividend of **$0.025 per share**[8](index=8&type=chunk) [2024 Financial Guidance](index=1&type=section&id=2024%20GUIDANCE) Excelerate projects 2024 full-year Adjusted EBITDA between **$315 million** and **$335 million**, with committed growth capital expenditures of **$70-$80 million** and maintenance capital expenditures of **$50-$60 million** 2024 Full Year Guidance | Metric | Expected Range (in millions) | | :--- | :--- | | **Adjusted EBITDA** | $315 - $335 | | **Committed Growth Capex** | $70 - $80 | | **Maintenance Capex** | $50 - $60 | [Fourth Quarter and Full Year 2023 Financial Results Analysis](index=1&type=section&id=FOURTH%20QUARTER%20AND%20FULL%20YEAR%202023%20FINANCIAL%20RESULTS) Full-year 2023 Net Income and Adjusted EBITDA increased due to new charters and higher rates, while Q4 2023 saw a sequential decline primarily from drydocking expenses and absence of spot LNG sales - The increase in full-year 2023 Net Income and Adjusted EBITDA was primarily due to new charters in Finland and Germany, higher rates in Brazil, Argentina, and the UAE, and higher direct margin on gas sales[7](index=7&type=chunk) - Net Income and Adjusted EBITDA decreased sequentially in Q4 2023 compared to Q3 2023 mainly because of drydocking expenses for the FSRU Excellence, non-recurring spot LNG sales in Q3, and planned vessel repairs[10](index=10&type=chunk) [Key Commercial Updates](index=2&type=section&id=KEY%20COMMERCIAL%20UPDATES) Excelerate secured long-term LNG supply with a 15-year SPA with QatarEnergy for up to **1.0 MTPA**, supporting a corresponding 15-year SPA with Petrobangla, and plans significant growth capital deployment through 2026 - Signed a 15-year LNG SPA with QatarEnergy to purchase **0.85 to 1.0 MTPA** of LNG on a delivered ex-ship basis, starting January 2026. This is expected to supply the Petrobangla contract[11](index=11&type=chunk) - Finalized a long-term LNG SPA with Petrobangla (Bangladesh) to sell **0.85 to 1.0 MTPA** of LNG for 15 years, also beginning in January 2026, with deliveries through Excelerate's two existing FSRUs in the country[12](index=12&type=chunk) - For 2024, committed growth capex is expected to be **$70-$80 million**, with plans to deploy significant additional growth capital through 2026 for organic and inorganic opportunities[13](index=13&type=chunk) [Liquidity, Capital Resources, and Shareholder Returns](index=2&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) As of December 31, 2023, Excelerate maintained strong liquidity with **$555.9 million** in cash and no outstanding borrowings, actively returning capital through dividends and a new **$50 million** share repurchase program - As of December 31, 2023, the company had **$555.9 million** in cash and cash equivalents and no outstanding borrowings under its **$350 million** revolving credit facility. It paid down **$68.3 million** of debt in Q4[14](index=14&type=chunk) - The Board of Directors declared a quarterly cash dividend of **$0.025 per share** of Class A common stock, payable on March 28, 2024[15](index=15&type=chunk) - A new share repurchase program was authorized, allowing the company to repurchase up to **$50 million** of its outstanding Class A common stock through February 2026[16](index=16&type=chunk) [Consolidated Financial Statements](index=7&type=section&id=Consolidated%20Financial%20Statements) This section provides detailed consolidated financial statements, including Statements of Income, Balance Sheets, and Cash Flows, offering a comprehensive view of the company's financial performance and position for 2023 and 2022 [Consolidated Statements of Income](index=7&type=section&id=Consolidated%20Statements%20of%20Income) Full-year 2023 total revenues decreased to **$1.16 billion** from **$2.47 billion** in 2022 due to lower gas sales, yet operating income increased to **$210.6 million** and net income grew to **$126.8 million**, indicating improved core profitability Full Year Consolidated Statements of Income (Selected Items) | (In thousands) | For the full year ended Dec 31, 2023 | For the full year ended Dec 31, 2022 | | :--- | :--- | :--- | | **Total revenues** | $1,158,963 | $2,472,973 | | FSRU and terminal services | $506,810 | $445,157 | | Gas sales | $652,153 | $2,027,816 | | **Total operating expenses** | $948,358 | $2,286,288 | | **Operating income** | $210,605 | $186,685 | | **Net income** | $126,844 | $79,996 | | **Net income per common share – diluted** | $1.11 | $0.51 | [Consolidated Balance Sheets](index=8&type=section&id=Consolidated%20Balance%20Sheets) As of December 31, 2023, total assets remained stable at **$2.86 billion**, while total liabilities decreased to **$1.05 billion** and total equity increased to **$1.81 billion**, reflecting a stronger balance sheet Consolidated Balance Sheet Highlights | (In thousands) | December 31, 2023 | December 31, 2022 | | :--- | :--- | :--- | | **Total current assets** | $699,612 | $823,535 | | Cash and cash equivalents | $555,853 | $516,659 | | **Total assets** | $2,860,379 | $2,866,822 | | **Total current liabilities** | $203,756 | $391,509 | | **Total liabilities** | $1,051,025 | $1,170,125 | | **Total equity** | $1,809,354 | $1,696,697 | | **Total liabilities and equity** | $2,860,379 | $2,866,822 | [Consolidated Statements of Cash Flows](index=10&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Full-year 2023 net cash from operating activities was **$231.9 million**, with **$308.6 million** used in investing activities and **$111.4 million** provided by financing, resulting in a year-end cash balance of **$572.5 million** Full Year Consolidated Statements of Cash Flows | (In thousands) | For the year ended Dec 31, 2023 | For the year ended Dec 31, 2022 | | :--- | :--- | :--- | | **Net cash provided by operating activities** | $231,885 | $225,090 | | **Net cash used in investing activities** | $(308,634) | $(119,267) | | **Net cash provided by financing activities** | $111,357 | $341,184 | | **Net increase in cash, cash equivalents and restricted cash** | $34,487 | $447,007 | | **Cash, cash equivalents and restricted cash at end of period** | $572,458 | $537,971 | [Non-GAAP Financial Measures and Reconciliation](index=4&type=section&id=Non-GAAP%20Reconciliation) The company uses non-GAAP measures like Adjusted Gross Margin and Adjusted EBITDA to clarify core operational performance, with full-year 2023 Adjusted EBITDA increasing to **$346.8 million** and 2024 guidance set at **$315-$335 million** - The company uses non-GAAP measures to supplement GAAP results. Key measures include: **Adjusted Gross Margin**: Revenues less direct cost of sales and operating expenses, excluding D&A; **Adjusted EBITDA**: Net income adjusted for interest, taxes, D&A, accretion, and other non-recurring items; **Adjusted Net Income**: Net income adjusted for non-recurring charges[21](index=21&type=chunk)[22](index=22&type=chunk)[23](index=23&type=chunk) Reconciliation of Net Income to Adjusted EBITDA (Full Year) | (In thousands) | For the full year ended Dec 31, 2023 | For the full year ended Dec 31, 2022 | | :--- | :--- | :--- | | **Net income** | $126,844 | $79,996 | | Interest expense | $66,995 | $59,539 | | Provision for income taxes | $33,247 | $28,326 | | Depreciation and amortization expense | $114,323 | $97,313 | | Accretion expense | $1,774 | $1,494 | | Other adjustments | $3,639 | $29,690 | | **Adjusted EBITDA** | **$346,822** | **$296,358** | 2024E Adjusted EBITDA Outlook Reconciliation | (In millions) | 2024E Low Case | 2024E High Case | | :--- | :--- | :--- | | Income before income taxes | $146 | $184 | | Interest expense | $65 | $55 | | Depreciation and amortization expense | $96 | $86 | | Long-term incentive compensation expense | $6 | $9 | | Accretion expense | $2 | $1 | | **Adjusted EBITDA** | **$315** | **$335** |
Excelerate Energy Announces Quarterly Cash Dividend
Businesswire· 2024-02-23 23:10
THE WOODLANDS, Texas--(BUSINESS WIRE)--Excelerate Energy, Inc. (the “Company” or “Excelerate”) (NYSE: EE) announced today that its Board of Directors (the “Board”) declared a quarterly cash dividend, with respect to the quarter ended December 31, 2023, of $0.025 per share of Class A common stock. The dividend is payable on March 28, 2024, to Class A common stockholders of record as of the close of business on March 13, 2024. Excelerate Energy Limited Partnership, the Company’s operating subsidiary, will ma ...
Excelerate Energy Signs 15-Year LNG Supply Deal with QatarEnergy
Businesswire· 2024-01-29 11:30
THE WOODLANDS, Texas--(BUSINESS WIRE)--Excelerate Energy, Inc. (NYSE: EE) (the Company or Excelerate) and QatarEnergy announced today the execution of a 15-year liquefied natural gas (“LNG”) Sales and Purchase agreement (“SPA”). Under the SPA, Excelerate has agreed to purchase up to 1.0 million tonnes per annum (“MTPA”) of LNG from QatarEnergy on a delivered ex-ship basis in Bangladesh for 15 years, beginning January 2026. Excelerate will purchase 0.85 MTPA of LNG in 2026 and 2027 and 1.0 MTPA from 2028 to ...
Excelerate Energy(EE) - 2023 Q3 - Earnings Call Transcript
2023-11-09 19:09
Excelerate Energy Inc. (NYSE:EE) Q3 2023 Earnings Conference Call November 9, 2023 8:30 AM ET Company Participants Craig Hicks - VP, IR Steven Kobos - President and CEO Dana Armstrong - EVP and CFO Daniel Bustos - CCO Conference Call Participants Chris Robertson - Deutsche Bank Jeremy Tonet - JPMorgan Michael Blum - Wells Fargo Zack Van Everen - Tudor, Pickering & Holt Craig Shere - Tuohy Brothers Operator Hello and welcome to the Excelerate Energy Third Quarter 2023 Earnings Conference Call. My name is Ell ...
Excelerate Energy(EE) - 2023 Q3 - Quarterly Report
2023-11-08 16:00
PART I. FINANCIAL INFORMATION [Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) The company's financial statements show a significant increase in net income for the nine months ended September 30, 2023, driven by FSRU and terminal services revenue growth, alongside improved cash flow from operations and a stronger equity position [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets) As of September 30, 2023, total assets slightly increased to $2.90 billion, driven by property and equipment, while total liabilities decreased to $1.10 billion, strengthening total equity to $1.80 billion Consolidated Balance Sheet Highlights (in thousands) | Account | Sep 30, 2023 | Dec 31, 2022 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $602,870 | $516,659 | | Inventories | $18,203 | $173,603 | | Property and equipment, net | $1,663,582 | $1,455,683 | | **Total Assets** | **$2,904,035** | **$2,866,822** | | **Liabilities & Equity** | | | | Accounts payable | $10,827 | $96,824 | | Current portion of deferred revenue | $24,433 | $144,807 | | Long-term debt, net | $400,153 | $193,396 | | **Total Liabilities** | **$1,100,923** | **$1,170,125** | | **Total Equity** | **$1,803,112** | **$1,696,697** | [Consolidated Statements of Income](index=6&type=section&id=Consolidated%20Statements%20of%20Income) Net income significantly increased for both Q3 and the nine months ended September 30, 2023, despite a sharp decline in total revenues primarily due to lower gas sales, offset by growth in FSRU and terminal services Income Statement Summary (in thousands) | Metric | Q3 2023 | Q3 2022 | 9M 2023 | 9M 2022 | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $275,471 | $803,261 | $918,899 | $2,017,863 | | - FSRU and terminal services | $133,177 | $115,346 | $377,216 | $323,010 | | - Gas sales | $142,294 | $687,915 | $541,683 | $1,694,853 | | Operating Income | $67,498 | $49,912 | $170,747 | $128,331 | | Net Income | $46,505 | $37,272 | $106,800 | $46,126 | | Net Income Attributable to Shareholders | $13,892 | $8,828 | $26,704 | $6,797 | | Diluted EPS | $0.40 | $0.34 | $0.91 | $0.26 | [Consolidated Statements of Cash Flows](index=10&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the nine months ended September 30, 2023, operating cash flow turned positive to $195.3 million, while investing activities significantly increased cash usage to $300.3 million, primarily due to asset purchases Cash Flow Summary for Nine Months Ended Sep 30 (in thousands) | Activity | 2023 | 2022 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $195,274 | $(15,776) | | Net cash used in investing activities | $(300,325) | $(63,874) | | Net cash provided by financing activities | $193,305 | $355,733 | | **Net increase in cash, cash equivalents and restricted cash** | **$88,211** | **$276,083** | [Notes to Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Key notes detail the FSRU Sequoia acquisition funded by new debt, significant revenue from FSRU and terminal services in Brazil and Bangladesh, and subsequent long-term charter and LNG sales agreements - In March 2023, the company exercised its option to purchase the FSRU Sequoia for **$265 million**, closing the purchase in April 2023 using proceeds from the new Term Loan Facility and cash on hand[47](index=47&type=chunk) - In March 2023, the company entered into an amended credit agreement that included a new **$250 million Term Loan Facility**, which was used for the Sequoia purchase[58](index=58&type=chunk) - For the nine months ended Sep 30, 2023, **Brazil (43%)** and **Bangladesh (28%)** were the largest sources of revenue[95](index=95&type=chunk) - Subsequent to the quarter, Excelerate executed a **10-year time charter party (TCP) agreement** with Petrobras for the FSRU Sequoia, commencing January 1, 2024[135](index=135&type=chunk) - In November 2023, Excelerate signed a **15-year LNG Sales and Purchase Agreement (SPA)** with Petrobangla of Bangladesh to supply **0.85 to 1.0 MTPA of LNG**, starting in 2026[136](index=136&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=34&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes strong Q3 2023 performance to higher charter rates and gas sales margins, offsetting reduced gas sales volumes, while strategic moves like the FSRU Sequoia purchase and new long-term agreements bolster strong liquidity [Recent Trends and Outlook](index=34&type=section&id=Recent%20Trends%20and%20Outlook) Natural gas prices significantly decreased in Q3 2023, enabling increased spot purchases in emerging markets, while high European storage levels and anticipated LNG export capacity growth from late 2024 shape the market outlook - Dutch Title Transfer Facility (TTF) prices averaged **$10.75/MMBtu** in Q3 2023, a significant decrease from **$60.15/MMBtu** in Q3 2022[141](index=141&type=chunk) - European Union (EU) natural gas storage levels ended Q3 2023 at approximately **95% full**, exceeding the mandated target[142](index=142&type=chunk)[143](index=143&type=chunk) - Since the beginning of 2023, **56 MTPA** of incremental LNG volumes from the Gulf of Mexico have reached final investment decisions, with these projects expected to come online starting at the end of 2024[144](index=144&type=chunk) [How We Evaluate Our Operations](index=38&type=section&id=How%20We%20Evaluate%20Our%20Operations) The company evaluates performance using non-GAAP measures, with Adjusted Gross Margin increasing to $120.2 million and Adjusted EBITDA rising to $106.9 million in Q3 2023, reflecting strong year-over-year growth Non-GAAP Financial Metrics (in thousands) | Metric | Q3 2023 | Q3 2022 | 9M 2023 | 9M 2022 | | :--- | :--- | :--- | :--- | :--- | | Adjusted Gross Margin | $120,172 | $94,683 | $323,266 | $252,174 | | Adjusted EBITDA | $106,947 | $77,891 | $275,449 | $207,000 | [Consolidated Results of Operations Analysis](index=40&type=section&id=Consolidated%20Results%20of%20Operations%20Analysis) Net income for Q3 2023 increased by $9.2 million due to higher charter rates and gas sales margins, despite a significant decline in gas sales revenue and increased SG&A expenses - Q3 2023 net income increased by **$9.2 million** YoY, primarily due to higher charter rates in Finland, Argentina, Brazil, and Germany, and higher direct margin on gas sales[173](index=173&type=chunk) - FSRU and terminal services revenues increased by **$17.9 million** in Q3 2023, driven by new service in Finland and Argentina and higher rates in Brazil[181](index=181&type=chunk) - Gas sales revenues decreased by **$545.6 million** in Q3 2023 due to a reduction of natural gas sales volumes in Brazil[183](index=183&type=chunk) - SG&A expenses for the nine months ended Sep 30, 2023, increased by **$18.9 million** YoY, mainly due to incremental public company costs and new business development[192](index=192&type=chunk) [Liquidity and Capital Resources](index=44&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with $602.9 million in cash and available credit, supported by a new $250 million term loan for the FSRU Sequoia purchase, while managing future commitments for a newbuild FSRU and LNG supply - As of September 30, 2023, the company had **$602.9 million** in unrestricted cash and cash equivalents[208](index=208&type=chunk) - Cash flow from operating activities for the nine months ended Sep 30, 2023, was **$195.3 million**, a **$211.1 million** positive swing from the same period in 2022[213](index=213&type=chunk)[214](index=214&type=chunk) - In March 2023, the company secured a new **$250 million term loan facility**, which was used to fund the **$265 million** purchase of the FSRU Sequoia in April 2023[218](index=218&type=chunk)[219](index=219&type=chunk) - Future payment commitments for a newbuild FSRU are approximately **$50.0 million** in 2024 and **$250.0 million** in 2025-2026[226](index=226&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=47&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company manages market risks from interest rates, commodity prices, and foreign currency through derivative instruments, with interest rate swaps valued at $8.0 million as of September 30, 2023, showing an $8.7 million sensitivity to a 100 basis point rate change - The company uses long-term interest rate swaps to hedge a portion of its exposure to interest rate changes on its external bank loans[232](index=232&type=chunk) - A hypothetical **100 basis point** change in the LIBOR and SOFR forward curves would change the fair value of existing interest rate swaps by **$8.7 million**[233](index=233&type=chunk) - The company is exposed to commodity price risk through LNG purchases but did not hold any commodity derivative instruments as of September 30, 2023[234](index=234&type=chunk) [Controls and Procedures](index=48&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of September 30, 2023, with previously identified material weaknesses in internal control over financial reporting fully remediated by June 30, 2023, through enhanced personnel and controls - The CEO and CFO concluded that the company's disclosure controls and procedures were **effective** as of September 30, 2023[237](index=237&type=chunk) - Previously identified material weaknesses related to the control environment, period-end financial reporting, and income tax provision controls have been **fully remediated** as of June 30, 2023[238](index=238&type=chunk)[241](index=241&type=chunk) - Remediation actions included hiring new accounting leadership, establishing an internal audit function, and designing and implementing new controls[241](index=241&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=49&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in ordinary course legal proceedings, which are not expected to materially adversely affect its business, financial condition, or results of operations - The company does not expect currently pending legal proceedings to have a **material adverse effect** on its business or financials[244](index=244&type=chunk) [Risk Factors](index=49&type=section&id=Item%201A.%20Risk%20Factors) No material changes have occurred to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2022 - No material changes have occurred to the risk factors disclosed in the 2022 Annual Report[245](index=245&type=chunk) [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) This item is not applicable for the current reporting period - Not applicable[246](index=246&type=chunk) [Other Information](index=49&type=section&id=Item%205.%20Other%20Information) No directors or executive officers adopted, modified, or terminated any Rule 10b5-1 trading plans or other non-Rule 10b5-1 trading arrangements during the third quarter of 2023 - No directors or executive officers adopted, modified, or terminated any Rule 10b5-1 trading plans during Q3 2023[249](index=249&type=chunk)