FS KKR Capital (FSK)

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FS KKR Capital (FSK) - 2023 Q2 - Earnings Call Transcript
2023-08-08 16:10
Financial Data and Key Metrics Changes - The company generated net investment income of $0.82 per share and adjusted net investment income of $0.78 per share, exceeding public guidance [90] - The net asset value per share as of June 30, 2023, was $24.69, down from $24.89 at the start of the year and $24.93 as of March 31, 2023 [90][112] - The company declared a third quarter regular distribution of $0.70 per share, consisting of a base distribution of $0.64 and a supplemental distribution of $0.06 [90][106] Business Line Data and Key Metrics Changes - The investment portfolio had a fair value of $14.8 billion, down from $15.3 billion as of March 31, 2023, with a decrease attributed to the sale of lower-yielding assets [9][96] - The company originated $363 million in new investments during the second quarter, primarily focused on add-on financings [7][109] - The weighted average yield on accruing debt investments increased to 12.1% as of June 30, 2023, compared to 11.7% as of March 31, 2023 [35] Market Data and Key Metrics Changes - The company reported a median interest coverage of 1.6 times for its portfolio companies at the end of the second quarter [8] - Non-accruals improved to 4.8% on a cost basis and 2.5% on a fair value basis, compared to 5.5% and 2.7% respectively as of March 31, 2023 [112] - The company expects recurring dividend income from its joint venture to approximate $54 million [114] Company Strategy and Development Direction - The company is focused on large high-quality borrowers with strong operating margins and deep equity cushions, with 59.5% of the portfolio in first lien loans [111] - The company is actively seeking opportunities in the asset-based finance sector, particularly due to pressures on regional banks [40][108] - The company aims to continue producing strong financial results and rewarding shareholders with attractive dividends over the long term [91][105] Management's Comments on Operating Environment and Future Outlook - Management noted that the resilience of the labor market and strong consumer spending make it unlikely for the economy to slow down significantly [92] - The company anticipates that the recent increase in new investment activity will not materially impact financial results until the fourth quarter of 2023 or early 2024 [93] - Management expressed optimism about the increasing deal flow and the potential for favorable origination activity [44][108] Other Important Information - The company completed the sale of approximately $500 million of lower-yielding investments to increase investment capacity [109] - The total investment income increased by $6 million quarter-over-quarter to $462 million, driven by increased interest income [142] - The company expects third quarter 2023 GAAP net investment income to approximate $0.79 per share [143] Q&A Session Summary Question: Update on Global Jet asset - Management indicated that the underlying performance of the assets remains strong, with good management and cost control [17] Question: Average price of portfolio sale as a percentage of par value - Management explained that the market is currently wide on a spread level, and the portfolio rotation was a strategic decision [20][21] Question: Inbound opportunities from regional banks - Management confirmed they are actively looking for opportunities to partner with banks on transactions, including buying entire portfolios [41] Question: Current share price and actions to narrow discount to NAV - Management emphasized the importance of consistent performance and guidance to improve market perception [30][31] Question: Driving factors behind portfolio sale - Management clarified that the sale was a strategic move related to a specific asset, Solera, which had temporary cash flow adjustments [125] Question: Restructuring environment and valuation changes - Management acknowledged that the restructuring process can be complex and that some situations have become more challenging [134][135]
FS KKR Capital (FSK) - 2023 Q2 - Quarterly Report
2023-08-06 16:00
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q _________________________________________________ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2023 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER: 814-00757 _________________________________________________ FS KKR Capital Corp. (Exact name of registrant as spec ...
FS KKR Capital (FSK) - 2023 Q1 - Earnings Call Transcript
2023-05-05 15:03
Financial Data and Key Metrics Changes - For Q1 2023, the company generated net investment income of $0.81 per share and adjusted net investment income of $0.78 per share, exceeding public guidance of $0.77 and $0.74 per share respectively [10] - The net asset value increased to $24.93 per share, up from $24.89 per share in Q4 2022, despite a slight decline in the investment portfolio value [39] - Total investment income rose by $7 million quarter-over-quarter, driven by increased interest income, totaling $369 million [35] Business Line Data and Key Metrics Changes - The investment portfolio had a fair value of $15.3 billion as of March 31, 2023, down from $15.4 billion at the end of 2022, with 189 portfolio companies [22] - New investments in Q1 2023 totaled approximately $270 million, with 87% coming from existing portfolio companies [18] - The weighted average yield on accruing debt investments increased to 11.7% from 11.4% in the previous quarter [24] Market Data and Key Metrics Changes - The company ended Q1 2023 with approximately $3 billion in available liquidity [11] - Interest expense increased to $114 million, reflecting rising base rates on secured debt facilities [37] - Non-accruals totaled 5.5% on a cost basis and 2.7% on a fair value basis, compared to 4.9% and 2.4% respectively at the end of 2022 [30] Company Strategy and Development Direction - The company plans to maintain a minimum quarterly supplemental distribution of $0.06 per share throughout 2023, with total distributions expected to reach a minimum of $2.95 per share [14] - The focus remains on senior secured investments, with 61% of the portfolio in first lien loans as of March 31, 2023 [22] - The company anticipates that increased volatility and economic uncertainty will create compelling investment opportunities [16] Management's Comments on Operating Environment and Future Outlook - Management expects inflation to remain elevated and believes the higher interest rate environment will persist longer than anticipated [15] - The company is seeing a ramp-up in M&A activity inquiries, although overall transaction volumes are expected to remain below average for the next few quarters [16] - The portfolio is performing well, with borrowers demonstrating the ability to pass through price increases, maintaining acceptable EBITDA margins [17] Other Important Information - The company completed a $100 million share repurchase program, repurchasing $32 million of shares in March [11] - Special distributions totaling $0.15 per share will be paid in three equal installments throughout 2023 [13] - The gross and net debt to equity levels were 125% and 118% respectively, unchanged from the previous quarter [43] Q&A Session Summary Question: Can you discuss the recent increase in deal activity? - Management noted an uptick in inquiries from sell-side firms and existing borrowers, indicating potential future M&A activity, although the overall environment remains slow [52] Question: What are the best opportunities in the current market? - The direct lending market is seen as extremely attractive, with credit spreads on new loans approximately 100 basis points higher than a year ago [53] Question: How is the company managing its funding profile? - The company is satisfied with its unsecured debt issued prior to 2022 and plans to remain active in the market while being prudent with its funding strategy [75]
FS KKR Capital (FSK) - 2023 Q1 - Earnings Call Presentation
2023-05-05 12:39
Quarter Ended March 31, 2023 Portfolio Diversification Capital Structure FS KKR Capital Corp. F i n a n c i a l I n f o r m a t i o n Summary of Quarterly Results • Diversified portfolio with 189 portfolio companies spread across 23 industries. • Exposure to the top ten largest portfolio companies by fair value was 19% as of March 31, 2023. • $3.0 billion of liquidity in undrawn debt, cash, and unsettled trades. 1. See the Appendix for a reconciliation between NII and Adjusted NII. 2. Based on the declared ...
FS KKR Capital (FSK) - 2023 Q1 - Quarterly Report
2023-05-04 16:00
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q _________________________________________________ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2023 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER: 814-00757 _________________________________________________ FS KKR Capital Corp. (Exact name of registrant as spe ...
FS KKR Capital (FSK) - 2022 Q4 - Earnings Call Transcript
2023-02-28 16:34
Financial Data and Key Metrics Changes - The adjusted net investment income per share for the full year grew over 10% compared to 2021 [13] - The net asset value declined 1.6% quarter-over-quarter, with a December 31, 2022 net asset value per share of $24.89 [14][121] - Total investment income increased by $38 million quarter-over-quarter, driven by increased interest income [65] - The weighted average yield on accruing debt investments was 11.4% as of December 31, 2022, compared to 10.4% as of September 30 [120] Business Line Data and Key Metrics Changes - The investment portfolio had a fair value of $15.4 billion, consisting of 197 portfolio companies, down from $15.8 billion and 195 companies as of September 30, 2022 [23] - During the fourth quarter, the company originated approximately $863 million of new investments, primarily focused on fundings and add-on financings to existing portfolio companies [31] - The largest negative movers in the portfolio were Pure Fishing and KBS, impacted by credit performance-related issues [24] Market Data and Key Metrics Changes - The company expects above-average levels of volatility in the near term due to the Federal Reserve's focus on fighting inflation and ongoing geopolitical issues [18] - The portfolio companies reported a weighted average year-over-year EBITDA growth rate of approximately 15% across companies invested in since April 2018 [30] - The median interest coverage for portfolio companies at the end of the fourth quarter was 1.9 times [32] Company Strategy and Development Direction - The company continues to rotate its investment portfolio into FS KKR originated assets, with a focus on larger companies in the upper end of the middle market [12][58] - The management team believes the increased volatility and economic uncertainty have created compelling investment opportunities for large-scale private debt investors [19] - The company plans to maintain a minimum supplemental distribution of $0.06 per share throughout 2023, equating to a total minimum distribution of $0.70 per share per quarter [15][36] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the company's future and confidence in generating strong results for shareholders [43] - The macroeconomic environment is expected to remain challenging throughout 2023, with uncertainty over inflation and interest rates [18] - Management noted that while there has been a slight uptick in amendment activity, it is considered normal course of business and not indicative of fundamental weaknesses in the companies [80] Other Important Information - The company repurchased $87 million of shares under its $100 million share repurchase program, with $13 million remaining as of February 24, 2023 [3] - The board declared a first-quarter total distribution of $0.70 per share, raising the quarterly-based dividend to $0.64 per share, a 5% increase from the previous quarter [27] Q&A Session Summary Question: Will higher interest rates impact deal activity? - Management indicated that the M&A market is looking for comfort that inflation is under control, and deal activity may remain slow until there is more clarity on the economic landscape [46][57] Question: How does the company view asset-based finance opportunities? - The company maintains a 10% to 15% allocation to asset-based finance and sees it as an attractive asset class to invest in [50] Question: What is driving the increase in amendment activity? - The increase in amendment activity is primarily driven by financial performance metrics and regular loan covenant adjustments [96][98] Question: Are the performance issues in portfolio companies considered transitory? - Management believes the performance issues are transitory and reflects normal market adjustments rather than fundamental weaknesses [63][82]
FS KKR Capital (FSK) - 2022 Q4 - Earnings Call Presentation
2023-02-28 15:10
Quarter and Year Ended December 31, 2022 FS KKR Capital Corp. Financial Information All information is as of December 31, 2022 unless otherwise noted Fourth Quarter Performance • Net asset value (NAV) per share as of December 31, 2022 was $24.89, compared to $25.30 as of September 30, 2022. Distribution/Dividend • 54% of our drawn leverage was unsecured as of December 31, 2022 and our weighted average effective rate on borrowings was 4.78%. 2 1. See the Appendix for a reconciliation between NII and Adjusted ...
FS KKR Capital (FSK) - 2022 Q4 - Annual Report
2023-02-26 16:00
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ________________________________________________ FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 814-00757 _________________________________________________ FS KKR Capital Corp. (Exact name of registrant as specified in its charter) _________________________________________________ Maryland 26-1630040 (State of Incorporation) (I.R.S. Employer Identification Number) FORM 10-K __________________________________ ...
FS KKR Capital (FSK) - 2022 Q3 - Earnings Call Transcript
2022-11-08 18:17
FS KKR Capital Corp (NYSE:FSK) Q3 2022 Earnings Conference Call November 8, 2022 9:00 AM ET Company Participants Robert Paun - Director, IR Michael Forman - Chairman & CEO Daniel Pietrzak - Co-President & CIO Brian Gerson - Co-President Steven Lilly - CFO Conference Call Participants John Hecht - Jefferies Casey Alexander - Compass Point Research & Trading Ryan Lynch - KBW Robert Dodd - Raymond James & Associates Melissa Wedel - JPMorgan Chase & Co. Kenneth Lee - RBC Capital Markets Operator Good morning, ...
FS KKR Capital (FSK) - 2022 Q3 - Quarterly Report
2022-11-06 16:00
[PART I—FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%E2%80%94FINANCIAL%20INFORMATION) [ITEM 1. FINANCIAL STATEMENTS](index=3&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) This section presents the unaudited consolidated financial statements for FS KKR Capital Corp. as of September 30, 2022, including key financial statements and investment schedules [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) Total assets decreased to $16.72 billion and stockholders' equity declined to $7.16 billion, resulting in a NAV per share of $25.30 Consolidated Balance Sheet Summary (in millions, except per share data) | Metric | September 30, 2022 (Unaudited) | December 31, 2021 | | :--- | :--- | :--- | | Total investments, at fair value | $15,792 | $16,101 | | Total assets | $16,716 | $17,228 | | Total debt (net) | $9,137 | $9,142 | | Total liabilities | $9,556 | $9,498 | | Total stockholders' equity | $7,160 | $7,730 | | Net asset value per share | $25.30 | $27.17 | [Consolidated Statements of Operations](index=4&type=section&id=Consolidated%20Statements%20of%20Operations) Net assets decreased by $127 million in Q3 2022 due to a $343 million loss, while nine-month net investment income rose to $639 million Consolidated Statements of Operations Summary (in millions) | Metric | Three Months Ended Sep 30, 2022 | Three Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2022 | Nine Months Ended Sep 30, 2021 | | :--- | :--- | :--- | :--- | :--- | | Total investment income | $411 | $360 | $1,186 | $717 | | Net expenses | $194 | $159 | $546 | $322 | | Net investment income | $216 | $201 | $639 | $395 | | Total net realized and unrealized gain (loss) | ($343) | $69 | ($611) | $939 | | Net increase (decrease) in net assets | ($127) | $270 | $25 | $1,334 | Per Share Information (Basic and Diluted) | Metric | Three Months Ended Sep 30, 2022 | Three Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2022 | Nine Months Ended Sep 30, 2021 | | :--- | :--- | :--- | :--- | :--- | | Earnings (Losses) per Share | ($0.45) | $0.95 | $0.09 | $7.13 | [Consolidated Statements of Changes in Net Assets](index=6&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Net%20Assets) Net assets decreased by $570 million to $7.16 billion in the first nine months of 2022, primarily due to distributions and stock repurchases Changes in Net Assets for the Nine Months Ended September 30, 2022 (in millions) | Category | Amount | | :--- | :--- | | Net assets at beginning of period | $7,730 | | Net increase in net assets from operations | $25 | | Distributions to stockholders | ($562) | | Repurchases of common stock | ($33) | | **Net assets at end of period** | **$7,160** | [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operations was $411 million, while financing activities used $522 million, leading to a total cash decrease of $111 million Consolidated Statements of Cash Flows Summary (in millions) | Cash Flow Activity | Nine Months Ended Sep 30, 2022 | Nine Months Ended Sep 30, 2021 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $411 | ($306) | | Net cash provided by (used in) financing activities | ($522) | $356 | | **Total increase (decrease) in cash** | **($111)** | **$50** | [Consolidated Schedules of Investments](index=9&type=section&id=Consolidated%20Schedules%20of%20Investments) Investment portfolio fair value was $15.79 billion, concentrated in Senior Secured Loans (69.8%), with top industries including Software & Services Investment Portfolio Composition by Type (in millions) | Investment Type | Fair Value (Sep 30, 2022) | % of Portfolio | Fair Value (Dec 31, 2021) | % of Portfolio | | :--- | :--- | :--- | :--- | :--- | | Senior Secured Loans—First Lien | $9,781 | 61.9% | $9,765 | 60.7% | | Senior Secured Loans—Second Lien | $1,245 | 7.9% | $1,557 | 9.7% | | Asset Based Finance | $1,826 | 11.6% | $2,245 | 13.9% | | Credit Opportunities Partners JV, LLC | $1,466 | 9.3% | $1,396 | 8.7% | | Equity/Other | $1,109 | 7.0% | $907 | 5.6% | | Other Debt | $365 | 2.3% | $231 | 1.4% | | **Total** | **$15,792** | **100.0%** | **$16,101** | **100.0%** | Top Industry Concentrations by Fair Value (in millions) | Industry Classification | Fair Value (Sep 30, 2022) | % of Portfolio | | :--- | :--- | :--- | | Software & Services | $2,847 | 18.0% | | Capital Goods | $2,224 | 14.1% | | Health Care Equipment & Services | $1,976 | 12.5% | | Commercial & Professional Services | $1,673 | 10.6% | | Credit Opportunities Partners JV, LLC | $1,466 | 9.3% | [Notes to Unaudited Consolidated Financial Statements](index=51&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) This section details accounting policies, share transactions, related party dealings, distributions, portfolio valuation, and financing arrangements - The company is an **externally managed BDC** that elected to be treated as a **RIC** for tax purposes. Its primary investment objectives are to generate **current income** and, to a lesser extent, **long-term capital appreciation**[146](index=146&type=chunk)[147](index=147&type=chunk) - On **June 16, 2021**, the company completed its **acquisition of FS KKR Capital Corp. II (FSKR)**[149](index=149&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=92&type=section&id=ITEM%202.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management discusses financial performance, portfolio activity, and liquidity, noting a Q3 net decrease in net assets due to unrealized losses [Portfolio and Investment Activity](index=96&type=section&id=Portfolio%20and%20Investment%20Activity) Net portfolio dispositions were $44 million in Q3 2022, with the portfolio comprising 195 companies and a weighted average yield of 11.1% Portfolio Investment Activity (in millions) | Period | Purchases | Sales and Repayments | Net Portfolio Activity | | :--- | :--- | :--- | :--- | | **Three Months Ended Sep 30, 2022** | $907 | ($951) | ($44) | | **Nine Months Ended Sep 30, 2022** | $3,779 | ($3,530) | $249 | Portfolio Quality Distribution by Fair Value | Investment Rating | Fair Value (Sep 30, 2022) | % of Portfolio | Fair Value (Dec 31, 2021) | % of Portfolio | | :--- | :--- | :--- | :--- | :--- | | 1 (Highest Quality) | $11,881M | 75% | $12,602M | 78% | | 2 | $3,252M | 21% | $2,468M | 15% | | 3 | $207M | 1% | $748M | 5% | | 4 (Lowest Quality) | $452M | 3% | $283M | 2% | | **Total** | **$15,792M** | **100%** | **$16,101M** | **100%** | - As of September 30, 2022, **96.6%** of the total investment portfolio at fair value consisted of **directly originated investments**[355](index=355&type=chunk) [Results of Operations](index=100&type=section&id=Results%20of%20Operations) Total investment income rose to $411 million in Q3 2022, but a $451 million unrealized depreciation led to a net decrease in net assets Results of Operations Summary (in millions) | Metric | Three Months Ended Sep 30, 2022 | Three Months Ended Sep 30, 2021 | | :--- | :--- | :--- | | Total investment income | $411 | $360 | | Net operating expenses | $194 | $159 | | Net investment income | $216 | $201 | | Net realized gain (loss) | $63 | $197 | | Net change in unrealized appreciation (depreciation) | ($451) | ($142) | | **Net Increase (Decrease) in Net Assets** | **($127)** | **$270** | - The increase in interest income during Q3 2022 was primarily attributed to the **rising interest rate environment**[361](index=361&type=chunk) - The net change in unrealized depreciation during Q3 2022 was driven primarily by a general **widening of credit spreads**[373](index=373&type=chunk) [Financial Condition, Liquidity and Capital Resources](index=103&type=section&id=Financial%20Condition%2C%20Liquidity%20and%20Capital%20Resources) The company had $266 million in cash and $2.11 billion in available borrowings, with an asset coverage ratio of 178% and $1.97 billion in unfunded commitments - As of September 30, 2022, the company had **$266 million** in cash and foreign currency and **$2,114 million** in **available borrowings**[376](index=376&type=chunk) - The company's **asset coverage ratio was 178%** as of September 30, 2022, exceeding the **regulatory requirement of 150%**[274](index=274&type=chunk)[377](index=377&type=chunk) - **Total unfunded commitments were approximately $1.97 billion**, comprising **$1,042.4 million** in debt, **$362.8 million** in equity/other, and **$560.2 million** to the Credit Opportunities Partners JV, LLC[376](index=376&type=chunk) Distributions Declared per Share | For the Three Months Ended | Per Share | Total Amount (in millions) | | :--- | :--- | :--- | | **Fiscal 2022** | | | | March 31, 2022 | $0.63 | $179 | | June 30, 2022 | $0.68 | $193 | | September 30, 2022 | $0.67 | $190 | | **Total** | **$1.98** | **$562** | [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=108&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) The company faces interest rate and foreign currency risks, with 70.9% of its portfolio in variable-rate debt and hedging strategies in place - As of September 30, 2022, **70.9%** of the investment portfolio at fair value consisted of **variable-rate debt investments**[407](index=407&type=chunk) Interest Rate Sensitivity Analysis (in millions) | Basis Point Change in Interest Rates | Change in Net Interest Income | % Change in Net Interest Income | | :--- | :--- | :--- | | Down 100 bps | ($72) | (6.8)% | | Down 50 bps | ($36) | (3.4)% | | Up 50 bps | $36 | 3.4% | | Up 100 bps | $72 | 6.8% | | Up 200 bps | $144 | 13.6% | - The company uses **foreign currency forward contracts** and borrows in foreign currencies to hedge against exchange rate movements. As of September 30, 2022, the net contractual amount of foreign currency forward contracts was **$192.8 million**[415](index=415&type=chunk)[416](index=416&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=110&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management concluded disclosure controls and procedures were effective as of September 30, 2022, with no material changes to internal controls - The Chief Executive Officer and Chief Financial Officer concluded that the company's **disclosure controls and procedures were effective** as of **September 30, 2022**[419](index=419&type=chunk) - **No material changes in internal control over financial reporting occurred** during the **third quarter of 2022**[420](index=420&type=chunk) [PART II—OTHER INFORMATION](index=111&type=section&id=PART%20II%E2%80%94OTHER%20INFORMATION) [ITEM 1. LEGAL PROCEEDINGS](index=111&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) The company is not currently subject to any material legal proceedings, nor is it aware of any threatened against it - The company reports **no material legal proceedings** as of the filing date[423](index=423&type=chunk) [ITEM 1A. RISK FACTORS](index=111&type=section&id=ITEM%201A.%20RISK%20FACTORS) This section highlights a new risk factor concerning the potential material adverse impact of the Russian invasion of Ukraine on the company - A **new risk factor has been added** regarding the potential negative impact of the **conflict between Russia and Ukraine** on global markets, economies, and the company's business[425](index=425&type=chunk) [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=111&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The company repurchased 1.57 million shares for $33 million, and the board renewed the share repurchase program for up to $54 million - The company **repurchased 1,565,083 shares** of its common stock for a total of **$33 million** during the **nine months ended September 30, 2022**[427](index=427&type=chunk) - On October 31, 2022, the board of directors **renewed the stock repurchase program**, authorizing up to **$54 million** in additional share repurchases[426](index=426&type=chunk) Share Purchases in Q3 2022 | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | July 2022 | 241,847 | $20.61 | | August 2022 | 132,479 | $21.97 | | September 2022 | 118,494 | $21.06 | [ITEM 5. OTHER INFORMATION](index=112&type=section&id=ITEM%205.%20OTHER%20INFORMATION) Todd C. Builione resigned from the Board of Directors, and Daniel Pietrzak was appointed to fill the vacant seat - **Todd C. Builione resigned** from the Board of Directors on **November 1, 2022**[436](index=436&type=chunk) - **Daniel Pietrzak**, the company's **CIO and Co-President**, was appointed to the Board of Directors, effective **November 4, 2022**[436](index=436&type=chunk)[437](index=437&type=chunk) [ITEM 6. EXHIBITS](index=113&type=section&id=ITEM%206.%20EXHIBITS) This section lists all the exhibits filed with the Form 10-Q, including agreements, articles of incorporation, and officer certifications