UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM10-Q (I.R.S. Employer Identification No.) (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 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: 001-32358 SPOK HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delawa ...

Spok Holdings, Inc. (NASDAQ:SPOK) Q3 2023 Earnings Conference Call October 26, 2023 9:00 AM ET Company Participants Al Galgano - IR Contact Vincent Kelly - President, CEO & Director Michael Wallace - COO Calvin Rice - CFO & CAO Conference Call Participants Eric Martinuzzi - Lake Street Capital Markets Christopher Irons - Analyst George Melas - MKH Management Company Operator Good morning, and welcome to Spok Holdings Third Quarter 2023 Earnings Call. [Operator Instructions]. As a reminder, this conference i ...

■ Dividend Distribution to Shareholders Share Repurchases 5 | --- | --- | --- | --- | |----------------------------------------------------------------------------------------------------------------------------------------|-------|-------|-------| | | | | | | | | | | | | | | | | | | | | | Second Quarter 2023 Highlights | | | | | • Company executing on strategic business plan generating $4.7 million of GAAP net income, and $8.5 million of adjusted EBITDA | | | | | • Second Quarter software operations bookin ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 For the quarterly period ended June 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: 001-32358 SPOK HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 16-1694797 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 5911 Kingstowne Village Pkwy, 6th Floo ...

Spok Holdings, Inc. (NASDAQ:SPOK) Q2 2023 Earnings Conference Call July 27, 2023 9:00 AM ET Company Participants Al Galgano - Investor Relations Vince Kelly - President & Chief Executive Officer Calvin Rice - Chief Financial Officer Mike Wallace - President Conference Call Participants Eric Martinuzzi - Lake Street Capital Operator Good morning, and welcome to the Spok Holdings Second Quarter 2023 Earnings Call. At this time, all participants are in listen-only mode. [Operator Instructions]. As a reminder, ...

Spok Holdings, Inc. (NASDAQ:SPOK) Q1 2023 Earnings Conference Call May 4, 2023 9:30 AM ET Company Participants Al Galgano - Investor Relations Vince Kelly - Chief Executive Officer Calvin Rice - Chief Financial Officer Conference Call Participants Al Galgano Hello, everyone, and welcome to Spok Holdings First Quarter 2023 Earnings Call. I am joined by Vince Kelly, Chief Executive Officer; Mike Wallace, President of Spok Inc. and Chief Operating Officer; and Calvin Rice, Chief Financial Officer. Please be ad ...

PART I. FINANCIAL INFORMATION [ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS](index=4&type=section&id=ITEM%201.%20CONDENSED%20CONSOLIDATED%20FINANCIAL%20STATEMENTS) The company's unaudited condensed consolidated financial statements for Q1 2023 detail its financial position, operations, equity changes, and cash flows [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheets (in thousands) | Metric | March 31, 2023 (Unaudited) | December 31, 2022 | | :-------------------------- | :------------------------- | :------------------ | | Cash and cash equivalents | $29,550 | $35,754 | | Accounts receivable, net | $22,644 | $26,861 | | Prepaid expenses | $7,150 | $6,849 | | Other current assets | $628 | $587 | | **Total current assets** | **$59,972** | **$70,051** | | Property and equipment, net | $7,802 | $8,223 | | Operating lease right-of-use assets | $13,401 | $13,876 | | Goodwill | $99,175 | $99,175 | | Deferred income tax assets, net | $50,706 | $52,398 | | Other non-current assets | $694 | $754 | | **Total non-current assets** | **$171,778** | **$174,426** | | **Total assets** | **$231,750** | **$244,477** | | Accounts payable | $4,659 | $5,880 | | Accrued compensation and benefits | $6,063 | $11,628 | | Deferred revenue | $24,629 | $26,274 | | Operating lease liabilities (current) | $4,964 | $5,096 | | Other current liabilities | $4,823 | $4,573 | | **Total current liabilities** | **$45,138** | **$53,451** | | Asset retirement obligations | $7,353 | $7,237 | | Operating lease liabilities (non-current) | $10,064 | $10,604 | | Other non-current liabilities | $846 | $1,107 | | **Total non-current liabilities** | **$18,263** | **$18,948** | | **Total liabilities** | **$63,401** | **$72,399** | | Total stockholders' equity | $168,349 | $172,078 | | **Total liabilities and stockholders' equity** | **$231,750** | **$244,477** | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Condensed Consolidated Statements of Operations (in thousands, except per share amounts) | Metric | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | Change (%) | | :------------------------------------ | :-------------------------------- | :-------------------------------- | :--------- | | Wireless revenue | $19,028 | $18,846 | 1.0% | | Software revenue | $14,152 | $14,979 | (5.5)% | | **Total revenue** | **$33,180** | **$33,825** | **(1.9)%** | | Cost of revenue | $6,536 | $7,804 | (16.2)% | | Research and development | $2,493 | $6,497 | (61.6)% | | Technology operations | $6,587 | $7,013 | (6.1)% | | Selling and marketing | $3,901 | $5,315 | (26.6)% | | General and administrative | $7,700 | $10,435 | (26.2)% | | Depreciation, amortization and accretion | $1,236 | $934 | 32.3% | | Severance and restructuring | $10 | $4,495 | (99.8)% | | **Total operating expenses** | **$28,463** | **$42,493** | **(33.0)%** | | **Operating income (loss)** | **$4,717** | **$(8,668)** | **(154.4)%** | | Interest income | $272 | $67 | 306.0% | | Other income (expense) | $53 | $(13) | (507.7)% | | Income (loss) before income taxes | $5,042 | $(8,614) | (158.5)% | | (Provision for) benefit from income taxes | $(1,925) | $1,400 | (237.5)% | | **Net income (loss)** | **$3,117** | **$(7,214)** | **(143.2)%** | | Basic net income (loss) per common share | $0.16 | $(0.37) | - | | Diluted net income (loss) per common share | $0.15 | $(0.37) | - | | Cash dividends declared per common share | $0.3125 | $0.3125 | 0.0% | [Condensed Consolidated Statements of Comprehensive Income (Loss)](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income%20(Loss)) Condensed Consolidated Statements of Comprehensive Income (Loss) (in thousands) | Metric | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Net income (loss) | $3,117 | $(7,214) | | Foreign currency translation adjustments | $12 | $25 | | Other comprehensive income | $12 | $25 | | **Comprehensive income (loss)** | **$3,129** | **$(7,189)** | [Condensed Consolidated Statements of Stockholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity) Condensed Consolidated Statements of Stockholders' Equity (in thousands, except share amounts) | Metric | Balance, January 1, 2023 | Net Income | Purchase of Common Stock for Tax Withholding | Amortization of Stock-Based Compensation | Cash Dividends Declared | Cumulative Translation Adjustment | Balance, March 31, 2023 | | :-------------------------------- | :----------------------- | :--------- | :------------------------------------------- | :--------------------------------------- | :---------------------- | :-------------------------------- | :---------------------- | | Outstanding Common Shares | 19,703,800 | — | (144,516) | — | — | — | 19,941,852 | | Common Stock | $2 | — | — | — | — | — | $2 | | Additional Paid-In Capital & Accumulated Other Comprehensive Loss | $97,999 | — | $(1,245) | $936 | — | $12 | $97,702 | | Retained Earnings | $74,077 | $3,117 | — | — | $(6,549) | — | $70,645 | | **Total Stockholders' Equity** | **$172,078** | **$3,117** | **$(1,245)** | **$936** | **$(6,549)** | **$12** | **$168,349** | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Condensed Consolidated Statements of Cash Flows (in thousands) | Metric | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Net cash provided by (used in) operating activities | $2,611 | $(4,879) | | Net cash used in investing activities | $(649) | $(646) | | Net cash used in financing activities | $(8,178) | $(7,733) | | Effect of exchange rate on cash and cash equivalents | $12 | $25 | | Net decrease in cash and cash equivalents | $(6,204) | $(13,233) | | Cash and cash equivalents, beginning of period | $35,754 | $44,583 | | Cash and cash equivalents, end of period | $29,550 | $31,350 | | Income taxes paid/(refunded) | $(6) | $(39) | [Unaudited Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Unaudited%20Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) - Spok Holdings, Inc. is a global leader in healthcare communications, providing clinical information to care teams to improve patient outcomes[20](index=20&type=chunk) - The company offers a focused suite of unified clinical communication and collaboration solutions, including call center applications, clinical alerting, wireless messaging, mobile communications, and public safety solutions[21](index=21&type=chunk) - In February 2022, the company initiated a strategic business plan to discontinue Spok Go, eliminate associated costs, and optimize its existing structure, resulting in the **elimination of 176 positions**[34](index=34&type=chunk) Severance and Restructuring Costs (in thousands) | Category | For the Three Months Ended March 31, 2022 | | :------------------------------ | :---------------------------------------- | | Severance and personnel related costs | $3,997 | | Contractual terminations | $498 | | **Total severance and restructuring costs** | **$4,495** | - Remaining performance obligations at March 31, 2023, totaled **$46.5 million**, with approximately **$34.9 million** expected to be recognized over the next 12 months[48](index=48&type=chunk) Total Lease Cost (in thousands) | Lease Type | For the Three Months Ended March 31, 2023 | For the Three Months Ended March 31, 2022 | | :----------------- | :---------------------------------------- | :---------------------------------------- | | Operating lease cost | $1,178 | $1,482 | | Short-term lease cost | $2,280 | $2,633 | | **Total lease cost** | **$3,458** | **$4,115** | - The company declared a regular quarterly cash dividend of **$0.3125 per share** on February 22, 2023, totaling **$6.55 million**[63](index=63&type=chunk) - As of March 31, 2023, there was **$5.3 million** of unrecognized net compensation cost related to RSUs and restricted stock, expected to be recognized over a weighted average period of **2.0 years**[74](index=74&type=chunk) Stock-Based Compensation Expense (in thousands) | Category | For the Three Months Ended March 31, 2023 | For the Three Months Ended March 31, 2022 | | :---------------------------------- | :---------------------------------------- | :---------------------------------------- | | Performance-based RSUs | $381 | $460 | | Time-based RSUs, DSUs and restricted stock | $542 | $655 | | ESPP | $13 | $— | | **Total stock-based compensation** | **$936** | **$1,115** | - Total net deferred income tax assets were **$50.7 million** as of March 31, 2023, with a valuation allowance of **$2.3 million**[86](index=86&type=chunk) - The company recognized **$0.1 million** in revenue from a related party (an entity where a Board member is employed) for both Q1 2023 and Q1 2022[91](index=91&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=20&type=section&id=ITEM%202.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management analyzes the company's Q1 2023 financial performance, detailing revenue trends, expense reductions, and liquidity following its strategic business plan - Spok delivers smart, reliable clinical communication and collaboration solutions primarily to the U.S. healthcare industry, focusing on workflow improvement, secure messaging, paging, contact center optimization, and public safety[96](index=96&type=chunk) - The strategic business plan, completed in Q4 2022, involved discontinuing Spok Go, eliminating 176 positions, and optimizing the existing structure to drive cost improvement and prioritize cash flow generation[98](index=98&type=chunk) - The company anticipates future operating periods will return to **positive cash flow generation**, with the majority of accrued restructuring liabilities paid out in Q1 2023[134](index=134&type=chunk) [Overview](index=20&type=section&id=Overview) - Spok delivers smart, reliable clinical communication and collaboration solutions to organizations, primarily in the U.S. healthcare industry, to help protect the health, well-being and safety of individuals[96](index=96&type=chunk) - Organizations rely on Spok for workflow improvement, secure messaging, paging services, contact center optimization and public safety response[96](index=96&type=chunk) [Strategic Business Plan](index=21&type=section&id=Strategic%20Business%20Plan) - In February 2022, the Board announced a new strategic business plan to discontinue Spok Go, eliminate associated costs, and optimize the existing structure for cost improvement[98](index=98&type=chunk) - Restructuring efforts were completed during Q4 2022, resulting in the **elimination of 176 positions**, primarily in research and development[98](index=98&type=chunk) - These actions allowed for better cost alignment, enabling the return of capital to stockholders through increased quarterly dividends of **$0.3125 per share** starting in 2022[98](index=98&type=chunk) [Results of Operations](index=21&type=section&id=Results%20of%20Operations) Summary of Condensed Consolidated Statement of Operations (in thousands) | Metric | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | Change (Total) | Change (%) | | :------------------------------------ | :-------------------------------- | :-------------------------------- | :------------- | :--------- | | Total revenue | $33,180 | $33,825 | $(645) | (1.9)% | | Total operating expenses | $28,463 | $42,493 | $(14,030) | (33.0)% | | Operating income (loss) | $4,717 | $(8,668) | $13,385 | (154.4)% | | Net income (loss) | $3,117 | $(7,214) | $10,331 | (143.2)% | | FTE Employees | 380 | 548 | (168) | (30.7)% | | Active transmitters | 3,300 | 3,399 | (99) | (2.9)% | [Revenue](index=22&type=section&id=Revenue) Revenue by Type (in thousands) | Revenue Type | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | Change (Total) | Change (%) | | :-------------------- | :-------------------------------- | :-------------------------------- | :------------- | :--------- | | Paging revenue | $18,525 | $18,313 | $212 | 1.2% | | Product and other revenue | $503 | $533 | $(30) | (5.6)% | | **Total wireless revenue** | **$19,028** | **$18,846** | **$182** | **1.0%** | | License | $1,618 | $1,824 | $(206) | (11.3)% | | Professional services | $3,239 | $3,336 | $(97) | (2.9)% | | Hardware | $356 | $589 | $(233) | (39.6)% | | **Operations revenue** | **$5,213** | **$5,749** | **$(536)** | **(9.3)%** | | Maintenance | $8,939 | $9,230 | $(291) | (3.2)% | | **Total software revenue** | **$14,152** | **$14,979** | **$(827)** | **(5.5)%** | | **Total revenue** | **$33,180** | **$33,825** | **$(645)** | **(1.9)%** | [Wireless Revenue](index=22&type=section&id=Wireless%20Revenue) - Wireless revenue **increased by 1.0%** due to nominal increases in the standard rate from price adjustments in late 2022 and general increases in Universal Service Fees (USF), offset by secular decrease in demand[105](index=105&type=chunk) Wireless Revenue Metrics | Metric | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Average Revenue Per User (ARPU) | $7.59 | $7.24 | | Total units in service | 0.8 million | 0.8 million | - The GenA pager, a new one-way alphanumeric pager with advanced features, is expected to provide a competitive advantage and help slow wireless revenue attrition[108](index=108&type=chunk)[109](index=109&type=chunk) [Software Revenue](index=23&type=section&id=Software%20Revenue) - Software revenue **decreased by 5.5%** due to fluctuations in the timing of license and equipment delivery for operations revenue and a decline in maintenance revenue where churn exceeded new bookings[104](index=104&type=chunk)[112](index=112&type=chunk)[113](index=113&type=chunk) - Professional services revenue remained generally stable despite significantly fewer billable resources, indicating **improved resource utilization**[112](index=112&type=chunk) - Annual maintenance revenue is likely to be down slightly until existing software solutions are enhanced to reduce gross churn and generate additional maintenance revenue[114](index=114&type=chunk) [Operating Expenses](index=24&type=section&id=Operating%20Expenses) - Total operating expenses **decreased by 33.0% to $28.46 million** in Q1 2023, primarily driven by significant reductions in severance and restructuring, research and development, general and administrative, and selling and marketing expenses[100](index=100&type=chunk) [Cost of Revenue](index=25&type=section&id=Cost%20of%20Revenue) Cost of Revenue (in thousands) | Category | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | Change (Total) | Change (%) | | :---------------------- | :-------------------------------- | :-------------------------------- | :------------- | :--------- | | Payroll and related | $3,980 | $5,110 | $(1,130) | (22.1)% | | Cost of sales | $1,205 | $1,557 | $(352) | (22.6)% | | Recoverable taxes and fees | $971 | $712 | $259 | 36.4% | | Stock-based compensation | $76 | $109 | $(33) | (30.3)% | | Other | $304 | $316 | $(12) | (3.8)% | | **Total cost of revenue** | **$6,536** | **$7,804** | **$(1,268)** | **(16.2)%** | | FTE Employees | 131 | 177 | (46) | (26.0)% | - The decrease in payroll and related expenses is attributable to restructuring activities and position eliminations, while cost of sales decreased due to lower equipment sales[118](index=118&type=chunk) - Recoverable taxes and fees increased due to rate changes for Universal Service Fees (USF), which are passed through to wireless customers[118](index=118&type=chunk) [Research and Development](index=25&type=section&id=Research%20and%20Development) Research and Development Expenses (in thousands) | Category | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | Change (Total) | Change (%) | | :---------------------- | :-------------------------------- | :-------------------------------- | :------------- | :--------- | | Payroll and related | $1,541 | $4,305 | $(2,764) | (64.2)% | | Outside services | $846 | $1,899 | $(1,053) | (55.5)% | | Stock-based compensation | $27 | $130 | $(103) | (79.2)% | | Other | $79 | $163 | $(84) | (51.5)% | | **Total research and development** | **$2,493** | **$6,497** | **$(4,004)** | **(61.6)%** | | FTE Employees | 40 | 101 | (61) | (60.4)% | - Research and development expenses **decreased significantly by 61.6%** due to the decision to discontinue Spok Go in Q1 2022 and the resulting elimination of positions and associated outside services[119](index=119&type=chunk) [Technology Operations](index=26&type=section&id=Technology%20Operations) Technology Operations Expenses (in thousands) | Category | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | Change (Total) | Change (%) | | :---------------------- | :-------------------------------- | :-------------------------------- | :------------- | :--------- | | Payroll and related | $2,339 | $2,509 | $(170) | (6.8)% | | Site rent | $2,881 | $3,067 | $(186) | (6.1)% | | Telecommunications | $707 | $771 | $(64) | (8.3)% | | Stock-based compensation | $55 | $55 | $0 | 0.0% | | Other | $605 | $611 | $(6) | (1.0)% | | **Total Technology Operations** | **$6,587** | **$7,013** | **$(426)** | **(6.1)%** | | FTE Employees | 73 | 85 | (12) | (14.1)% | - Technology operations expenses decreased due to reduced payroll from restructuring activities and lower site rent and telecommunications costs resulting from network rationalization efforts[121](index=121&type=chunk) - Active transmitters **declined by 2.9%** from March 31, 2022, to March 31, 2023, contributing to cost reductions[100](index=100&type=chunk)[121](index=121&type=chunk) [Selling and Marketing](index=26&type=section&id=Selling%20and%20Marketing) Selling and Marketing Expenses (in thousands) | Category | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | Change (Total) | Change (%) | | :---------------------- | :-------------------------------- | :-------------------------------- | :------------- | :--------- | | Payroll and related | $2,449 | $3,468 | $(1,019) | (29.4)% | | Commissions | $799 | $1,024 | $(225) | (22.0)% | | Stock-based compensation | $94 | $79 | $15 | 19.0% | | Advertising and events | $231 | $568 | $(337) | (59.3)% | | Other | $328 | $176 | $152 | 86.4% | | **Total selling and marketing** | **$3,901** | **$5,315** | **$(1,414)** | **(26.6)%** | | FTE Employees | 66 | 91 | (25) | (27.5)% | - Selling and marketing expenses **decreased by 26.6%** due to reductions in payroll and related expenses from restructuring activities and lower advertising and events expenses[122](index=122&type=chunk)[123](index=123&type=chunk) - The decrease in advertising and events reflects changes in the timing of trade show participation, with nationwide travel still below pre-pandemic levels[123](index=123&type=chunk) [General and Administrative](index=27&type=section&id=General%20and%20Administrative) General and Administrative Expenses (in thousands) | Category | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | Change (Total) | Change (%) | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :------------- | :--------- | | Payroll and related | $3,266 | $4,051 | $(785) | (19.4)% | | Stock-based compensation | $684 | $742 | $(58) | (7.8)% | | Facility rent, office and technology costs | $1,848 | $2,680 | $(832) | (31.0)% | | Outside services | $1,003 | $1,900 | $(897) | (47.2)% | | Taxes, licenses and permits | $262 | $265 | $(3) | (1.1)% | | Bad debt | $(135) | $(14) | $(121) | 864.3% | | Other | $772 | $811 | $(39) | (4.8)% | | **Total general and administrative** | **$7,700** | **$10,435** | **$(2,735)** | **(26.2)%** | | FTE Employees | 70 | 94 | (24) | (25.5)% | - General and administrative expenses **decreased by 26.2%** due to lower outside services (legal and professional), reduced facility rent (from closing the Minnesota office), and decreased payroll from headcount reductions[124](index=124&type=chunk)[125](index=125&type=chunk) [Depreciation, Amortization and Accretion](index=27&type=section&id=Depreciation,%20Amortization%20and%20Accretion) - Depreciation, amortization and accretion expenses **increased by 32.3% to $1.2 million** in Q1 2023, primarily due to increases in asset retirement cost and pager depreciation[100](index=100&type=chunk)[126](index=126&type=chunk) [Severance and Restructuring](index=27&type=section&id=Severance%20and%20Restructuring) - Severance and restructuring expenses were **$10k** in Q1 2023, a **99.8% decrease** from $4.5 million in Q1 2022, as the restructuring program announced in February 2022 was completed by Q4 2022[100](index=100&type=chunk)[127](index=127&type=chunk) [Income Taxes](index=27&type=section&id=Income%20Taxes) - The company recorded an income tax provision of **$(1.9) million** in Q1 2023, compared to a benefit of **$1.4 million** in Q1 2022, primarily due to the generation of pre-tax book income versus a pre-tax loss[100](index=100&type=chunk)[128](index=128&type=chunk) - The change also reflects the effect of the anticipated annual effective tax rate change resulting from permanent tax differences, estimated R&D tax credits, and discrete items[128](index=128&type=chunk) [Liquidity and Capital Resources](index=28&type=section&id=Liquidity%20and%20Capital%20Resources) - As of March 31, 2023, the company held **$29.5 million** in cash and cash equivalents[130](index=130&type=chunk) - Primary sources of liquidity are cash flows from operations and existing cash, used for working capital, operations, business investments, and returning value to stockholders through dividends and share repurchases[131](index=131&type=chunk)[132](index=132&type=chunk) - The discontinuation of Spok Go is expected to result in **more cash available** for other uses than in prior years[132](index=132&type=chunk) - The company anticipates that net cash provided by operating activities, combined with available cash, will be adequate to meet anticipated cash requirements for both the short and long term[136](index=136&type=chunk) [Cash and Cash Equivalents](index=28&type=section&id=Cash%20and%20Cash%20Equivalents) - As of March 31, 2023, cash and cash equivalents totaled **$29.55 million**, primarily held in operating accounts and interest-bearing funds managed by third-party financial institutions[130](index=130&type=chunk) [Cash Sources](index=28&type=section&id=Cash%20Sources) - The primary sources of liquidity are cash flows generated from operations and existing cash and cash equivalents, maintaining sufficient liquidity for short-term and long-term needs[131](index=131&type=chunk) [Cash Uses](index=28&type=section&id=Cash%20Uses) - Cash is intended for working capital, operations, business investments, and returning value to stockholders through cash dividends and common stock repurchases[132](index=132&type=chunk) - The discontinuation of Spok Go is expected to free up more cash for other uses than in prior years[132](index=132&type=chunk) - The Board authorized a **$10 million share repurchase program** in February 2022, but no common stock was repurchased during Q1 2023[64](index=64&type=chunk)[133](index=133&type=chunk) [Cash Flows Overview](index=28&type=section&id=Cash%20Flows%20Overview) - The company anticipates that net cash provided by operating activities, combined with available cash on hand, will be adequate to meet anticipated cash requirements for both the short term (next 12 months) and long term (beyond 12 months)[136](index=136&type=chunk) - Contingency plans for insufficient cash include reducing planned capital expenses, reducing or eliminating cash dividends, not repurchasing shares, selling assets, or seeking additional financing[135](index=135&type=chunk) [Operating Activities](index=29&type=section&id=Operating%20Activities) Net Cash Flows from Operating Activities (in thousands) | Metric | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Net cash provided by (used in) operating activities | $2,611 | $(4,879) | - Net cash provided by operating activities in Q1 2023 was **$2.6 million**, driven by net income ($3.1 million), changes in accounts receivable ($4.2 million), depreciation ($1.2 million), and stock-based compensation ($0.9 million)[139](index=139&type=chunk) - This was partially offset by changes in accounts payable, accrued liabilities and other ($6.7 million) and deferred revenue ($1.6 million)[139](index=139&type=chunk) [Investing Activities](index=29&type=section&id=Investing%20Activities) Net Cash Flows from Investing Activities (in thousands) | Metric | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Net cash used in investing activities | $(649) | $(646) | - Net cash used in investing activities remained stable at **$0.6 million**, primarily reflecting purchases of property and equipment[141](index=141&type=chunk) [Financing Activities](index=29&type=section&id=Financing%20Activities) Net Cash Flows from Financing Activities (in thousands) | Metric | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Net cash used in financing activities | $(8,178) | $(7,733) | - Net cash used in financing activities was primarily due to cash distributions to stockholders and the purchase of common stock for tax withholding on vested equity awards[142](index=142&type=chunk) - On May 3, 2023, the Board declared a regular quarterly cash dividend of **$0.3125 per share**, totaling approximately **$6.2 million**, to be paid from available cash on hand[143](index=143&type=chunk) [Commitments and Contingencies](index=29&type=section&id=Commitments%20and%20Contingencies) Significant Commitments and Contractual Obligations as of March 31, 2023 (in thousands) | Category | Total | 1 year or Less | 1 to 3 years | 3 to 5 years | More than 5 years | | :-------------------------- | :------ | :------------- | :----------- | :----------- | :---------------- | | Operating lease obligations | $17,170 | $4,236 | $7,037 | $3,422 | $2,475 | | Unconditional purchase obligations | $4,296 | $2,801 | $1,493 | $2 | $— | | **Total contractual obligations** | **$21,466** | **$7,037** | **$8,530** | **$3,424** | **$2,475** | - The company continues to review its office and transmitter locations to replace, reduce, or consolidate leases where possible[146](index=146&type=chunk) [Related Party Transactions](index=30&type=section&id=Related%20Party%20Transactions) - The company recognized **$0.1 million** in revenue from an entity where a Board of Directors member serves as EVP and Chief Information Officer for both the three months ended March 31, 2023, and 2022[91](index=91&type=chunk)[149](index=149&type=chunk) [Critical Accounting Policies and Estimates](index=30&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) - The preparation of the Condensed Consolidated Financial Statements requires management to make estimates, judgments, and assumptions that affect reported amounts, including those related to asset impairment, revenue recognition, and income taxes[150](index=150&type=chunk) - There have been no changes to the critical accounting policies reported in the 2022 Annual Report that materially affect significant judgments and estimates[151](index=151&type=chunk) [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=30&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) The company's market risk exposure is minimal, with no outstanding debt mitigating interest rate risk and immaterial foreign currency exchange rate risk [Interest Rate Risk](index=30&type=section&id=Interest%20Rate%20Risk) - As of March 31, 2023, the company had **no outstanding debt** and no revolving credit facility, indicating no material interest rate risk[152](index=152&type=chunk) [Foreign Currency Exchange Rate Risk](index=30&type=section&id=Foreign%20Currency%20Exchange%20Rate%20Risk) - The company conducts a limited amount of business outside the United States, resulting in an **immaterial financial impact** from foreign currency exchange rate fluctuations[153](index=153&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=31&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management concluded that the company's disclosure controls and procedures were effective as of March 31, 2023, with no material changes to internal controls [Evaluation of Disclosure Controls and Procedures](index=31&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) - Management, with the participation of the principal executive officer and principal financial officer, evaluated the effectiveness of disclosure controls and procedures and concluded they were **effective** as of March 31, 2023[154](index=154&type=chunk) [Changes in Internal Control over Financial Reporting](index=31&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) - There were **no changes** to the company's internal control over financial reporting during the three months ended March 31, 2023, that materially affected, or are reasonably likely to materially affect, internal control over financial reporting[155](index=155&type=chunk) PART II. OTHER INFORMATION [ITEM 1. LEGAL PROCEEDINGS](index=31&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) There have been no material changes to the legal proceedings previously reported in the 2022 Annual Report during the first quarter of 2023 - There have been **no material changes** during the three months ended March 31, 2023, to the commitments and contingencies previously reported in the 2022 Annual Report, which includes legal proceedings[90](index=90&type=chunk)[156](index=156&type=chunk) [ITEM 1A. RISK FACTORS](index=31&type=section&id=ITEM%201A.%20RISK%20FACTORS) The risk factors outlined in the company's 2022 Annual Report have not materially changed during the first quarter of 2023 - The risk factors included in "Item 1A – Risk Factors" of Part I of the 2022 Annual Report have **not materially changed** during the three months ended March 31, 2023[157](index=157&type=chunk) [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=31&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The company did not repurchase any shares of its common stock during the three months ended March 31, 2023 - The Company **did not repurchase any shares** of its common stock during the three months ended March 31, 2023[158](index=158&type=chunk) [ITEM 6. EXHIBITS](index=32&type=section&id=ITEM%206.%20EXHIBITS) This section lists all exhibits filed as part of the Form 10-Q, including officer certifications and Inline XBRL documents - The exhibit index includes certifications from the Chief Executive Officer (31.1, 32.1) and Chief Financial Officer (31.2, 32.2) as required by the Securities Exchange Act and 18 U.S.C. Section 1350[161](index=161&type=chunk) - Various Inline XBRL documents (101.INS, 101.SCH, 101.CAL, 101.DEF, 101.LAB, 101.PRE, 104) are filed as part of this report, with the financial information contained within them being unaudited[161](index=161&type=chunk) [Signatures](index=33&type=section&id=Signatures) The report is officially signed on behalf of Spok Holdings, Inc. by its Chief Financial Officer on May 4, 2023 - The report was signed on May 4, 2023, by **Calvin C. Rice, Chief Financial Officer**, as the duly authorized officer of Spok Holdings, Inc[163](index=163&type=chunk)[164](index=164&type=chunk)[165](index=165&type=chunk)

(1) Adjusted EBITDA represents net income/(loss) before interest income/expense, income tax benefit/expense, depreciation, amortization and accretion expense, stock-based compensation expense, impairment of intangible assets, effects of capitalized software development costs, capital expenditures, and severance and restructuring costs. 8 Fourth Quarter Earnings| 02.23.23 05.04.23 Statements contained in this presentation which are not historical fact, such as statements regarding Spok's future operating and ...

Financial Data and Key Metrics Changes - In Q4 2022, GAAP net income was $24.2 million, or $1.21 per diluted share, compared to a net loss of $16.7 million, or $0.86 per diluted share in Q4 2021, largely due to a $21.9 million noncash gain related to tax credits [34][35] - Total GAAP revenue for Q4 2022 was $33.3 million, down from $34.5 million in Q4 2021, with wireless revenue at $19 million and software revenue at $14.3 million, reflecting declines of less than 1% and 7.2% respectively [36] - Adjusted EBITDA for Q4 2022 was $5.6 million, compared to a negative $3.8 million in Q4 2021, indicating significant progress in the strategic pivot [40] Business Line Data and Key Metrics Changes - Wireless revenue for the full year 2022 declined by 4.1%, with monthly paging revenue down only 3.3% year-over-year, showing a slowing rate of erosion [36] - Software operations bookings increased nearly 17% year-over-year in Q4 2022, with a software backlog of $44 million at year-end [28] - Professional services revenue decreased to $3.1 million in Q4 2022 from $3.8 million in Q4 2021, reflecting a planned reduction in personnel [37] Market Data and Key Metrics Changes - The company has over 2,200 healthcare facilities as customers, including 18 of the top 20 adult hospitals, indicating strong market presence [26] - Approximately 83% of the company's revenue is recurring, providing financial stability [26] Company Strategy and Development Direction - The company has shifted its focus to maximizing cash flow and returning capital to shareholders, having returned $25 million in cumulative capital since the strategic pivot [26][32] - Future investments will focus on enhancing the Spok Care Connect software solutions and wireless products, with R&D spending expected to increase to approximately $11.3 million in 2023 [27][42] - The company aims to stabilize software revenue and position it for growth in future years following the discontinuation of Spok Go [42] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in generating adjusted EBITDA in the range of $24 million to $26 million for 2023, based on cautious optimism and performance in 2022 [42] - The company anticipates moderate growth in software operations bookings while minimizing unit churn and maximizing average revenue per unit in wireless products [32] Other Important Information - The company plans to host an Investor Day on May 4, 2023, in Dallas, providing an opportunity for investors to engage with management [17] Q&A Session Summary Question: What is the expectation for wireless revenue in 2023? - Management expects unit churn to remain consistent with 2022, with an uptick in ARPU due to pricing actions and new GenA pagers [10] Question: What is the outlook for license revenue? - Management indicated that the decline in license revenue is a function of mix and expects overall bookings to grow, leading to an increase in license revenue over time [11] Question: How is the morale within the company? - Morale is reported to be high, with a significant reduction in regrettable turnover to less than 1% [5] Question: What is the company's dividend commitment? - The company is committed to paying an annual dividend of $1.25 in 2023, with sufficient cash generation expected to support this [7] Question: Are there opportunities outside of healthcare for the communications console? - Management views opportunities in other market segments as a longer-term priority, with current focus on generating adjusted EBITDA [8]

Part I [Business](index=7&type=section&id=Item%201.%20Business) Spok Holdings, Inc. is a global leader in healthcare communications, focusing on its core Spok Care Connect and wireless services after a strategic shift in February 2022 - In February 2022, the company announced a new strategic business plan to discontinue the Spok Go platform, rightsize the organization, and focus on generating cash flow from its core Spok Care Connect and Wireless business lines[20](index=20&type=chunk) - The company's primary market is the U.S. healthcare industry, facing rising costs and a shift to value-based purchasing, increasing demand for efficient clinical communication tools[19](index=19&type=chunk)[22](index=22&type=chunk)[23](index=23&type=chunk) Revenue Contribution by Business Line (2020-2022) | Business Line | 2022 | 2021 | 2020 | | :--- | :--- | :--- | :--- | | Wireless Products & Services | 56% | 55% | 56% | | Professional Services | 9% | 12% | 12% | | Maintenance (Software Support) | 27% | 27% | 26% | - The company faces intense competition in its wireless segment from major mobile telephone companies and in software from specialized firms and large EMR companies[68](index=68&type=chunk)[72](index=72&type=chunk)[73](index=73&type=chunk) - As part of its 2022 restructuring, the company reduced **FTE employees from 563 to 376**, eliminating **176 positions** primarily in R&D and support functions[75](index=75&type=chunk)[77](index=77&type=chunk) [Risk Factors](index=25&type=section&id=Item%201A.%20Risk%20Factors) The company faces risks from declining wireless revenue, healthcare industry reliance, cybersecurity threats, and data privacy regulations - The ongoing decline in wireless subscribers and revenue is a primary risk, with profitability dependent on reducing operating expenses in line with this erosion[115](index=115&type=chunk)[118](index=118&type=chunk) - A significant portion of revenue (over **75%**) comes from the U.S. healthcare industry, making the company vulnerable to economic pressures, regulatory changes, and events like the COVID-19 pandemic[121](index=121&type=chunk)[113](index=113&type=chunk) - The company is subject to complex data privacy regulations, including HIPAA, HITECH, and GDPR, with non-compliance potentially leading to significant liability and harm to marketability[142](index=142&type=chunk)[143](index=143&type=chunk)[146](index=146&type=chunk) - The ability to realize significant deferred income tax assets is dependent on achieving sufficient future taxable income, with failure materially affecting the company's financial condition[138](index=138&type=chunk) - Cybersecurity threats, including unauthorized intrusions and data breaches, pose a material risk, potentially leading to reputational damage, litigation, and financial liabilities[135](index=135&type=chunk)[137](index=137&type=chunk) [Unresolved Staff Comments](index=37&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reported no unresolved comments from the SEC staff as of February 23, 2023 - As of February 23, 2023, Spok had no unresolved SEC staff comments[158](index=158&type=chunk) [Properties](index=37&type=section&id=Item%202.%20Properties) Spok's corporate headquarters is in Alexandria, Virginia, with numerous leased facilities and 2,738 wireless transmitter sites - The corporate headquarters is in Alexandria, Virginia, in a leased space of approximately **26,000 square feet** with a lease expiring on September 30, 2026[159](index=159&type=chunk) - As of December 31, 2022, the company leased **2,738 transmitter sites** and operated **3,325 active transmitters** for its wireless services[161](index=161&type=chunk) [Legal Proceedings](index=37&type=section&id=Item%203.%20Legal%20Proceedings) Legal proceedings are disclosed in Note 11, with no expected material adverse impact from current lawsuits - The company refers to Note 11 for information on legal proceedings, stating that potential outcomes from current lawsuits are not expected to have a material adverse impact[162](index=162&type=chunk)[437](index=437&type=chunk) [Mine Safety Disclosures](index=38&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[163](index=163&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=38&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Spok's common stock trades on NASDAQ, with dividends, a share repurchase program, and transfer restrictions for deferred tax assets Dividends Declared per Share | Year | Dividend per Share | | :--- | :--- | | 2022 | $1.250 | | 2021 | $0.500 | | 2020 | $0.500 | - In February 2022, the Board of Directors authorized a share repurchase program for up to **$10 million** of the company's common stock, though no shares were repurchased under this program in 2022[170](index=170&type=chunk)[169](index=169&type=chunk) - The company's Certificate of Incorporation includes transfer restrictions for **5% stockholders** to prevent an ownership change that could limit the use of its deferred income tax assets under IRC Section 382[171](index=171&type=chunk)[172](index=172&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=40&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) In 2022, revenue decreased, but significant operating expense reductions from restructuring led to net income and solid liquidity - The February 2022 strategic plan involved discontinuing Spok Go, eliminating associated costs, and restructuring the business, leading to the elimination of **176 positions** and allowing for an increased quarterly dividend[177](index=177&type=chunk) Key Financial Results (2022 vs. 2021) | Metric (in thousands) | 2022 | 2021 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Total Revenue | $134,534 | $142,153 | ($7,619) | (5.4)% | | Total Operating Expenses | $134,296 | $169,871 | ($35,575) | (20.9)% | | Operating Income (Loss) | $238 | ($27,718) | $27,956 | 100.9% | | Net Income (Loss) | $21,856 | ($22,180) | $44,036 | 198.5% | - The significant decrease in operating expenses was driven by business restructuring, including lower R&D costs, reduced personnel expenses, and the non-recurrence of a **$15.7 million** software impairment charge from 2021, partially offset by **$7.3 million** in one-time restructuring charges in 2022[183](index=183&type=chunk)[226](index=226&type=chunk) - The company recorded a **$20.9 million** benefit from income taxes in 2022, primarily due to a **$21.9 million** reduction in the valuation allowance against its deferred tax assets, reflecting improved future profitability projections post-restructuring[184](index=184&type=chunk)[232](index=232&type=chunk)[235](index=235&type=chunk) - Net cash provided by operating activities was **$6.5 million** in 2022, with **$26.2 million** used in financing activities, mainly for **$25.0 million** in cash dividends to stockholders[243](index=243&type=chunk)[245](index=245&type=chunk)[248](index=248&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=57&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company reports minimal market risk due to no outstanding debt and immaterial foreign currency exposure - The company has no outstanding borrowings as of December 31, 2022, and therefore has no associated interest rate risk[269](index=269&type=chunk) - Exposure to foreign currency exchange rate risk is immaterial as the company conducts limited business outside the U.S[270](index=270&type=chunk) [Financial Statements and Supplementary Data](index=58&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section provides an index to the company's consolidated financial statements and supplementary data, starting on page F-1 - This item contains the index to the audited consolidated financial statements, which are included from page F-1 onwards[272](index=272&type=chunk)[273](index=273&type=chunk) [Controls and Procedures](index=59&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management and auditors concluded that disclosure controls and internal control over financial reporting were effective as of December 31, 2022 - The principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were effective as of December 31, 2022[275](index=275&type=chunk) - Management concluded that the company's internal control over financial reporting was effective as of December 31, 2022, a conclusion audited and affirmed by Grant Thornton LLP[278](index=278&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=61&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information on directors, executive officers, and corporate governance is incorporated by reference from the 2023 Proxy Statement - Information regarding directors, executive officers, and corporate governance is incorporated by reference from the 2023 Proxy Statement[283](index=283&type=chunk) [Executive Compensation](index=61&type=section&id=Item%2011.%20Executive%20Compensation) Information on executive compensation is incorporated by reference from the 2023 Proxy Statement - Information regarding executive compensation is incorporated by reference from the 2023 Proxy Statement[284](index=284&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=61&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information on security ownership by beneficial owners and management is incorporated by reference from the 2023 Proxy Statement - Information regarding security ownership is incorporated by reference from the 2023 Proxy Statement[284](index=284&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=61&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information on related party transactions and director independence is incorporated by reference from the 2023 Proxy Statement - Information regarding related transactions and director independence is incorporated by reference from the 2023 Proxy Statement[285](index=285&type=chunk) [Principal Accountant Fees and Services](index=61&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information on principal accountant fees and services is incorporated by reference from the 2023 Proxy Statement - Information regarding principal accountant fees and services is incorporated by reference from the 2023 Proxy Statement[286](index=286&type=chunk) Part IV [Exhibit and Financial Statement Schedules](index=62&type=section&id=Item%2015.%20Exhibit%20and%20Financial%20Statement%20Schedules) This section lists all financial statements and exhibits filed as part of the Form 10-K - This item lists all financial statements and exhibits filed with the Form 10-K[288](index=288&type=chunk) Financial Statements and Notes [Reports of Independent Registered Public Accounting Firm](index=65&type=section&id=Reports%20of%20Independent%20Registered%20Public%20Accounting%20Firm) Grant Thornton LLP issued unqualified opinions on financial statements and internal controls, with deferred tax asset realizability as a critical audit matter - The auditor, Grant Thornton LLP, issued an unqualified (clean) opinion on the company's financial statements and its internal control over financial reporting as of December 31, 2022[297](index=297&type=chunk)[310](index=310&type=chunk) - The audit identified the 'Realizability of Deferred Tax Assets and Valuation Allowance Assessment' as a critical audit matter, highlighting the complexity and significant judgment required by management in this area[301](index=301&type=chunk)[302](index=302&type=chunk)[303](index=303&type=chunk) [Consolidated Financial Statements](index=69&type=section&id=Consolidated%20Financial%20Statements) The consolidated financial statements show a net income of $21.9 million in 2022, driven by reduced expenses and a tax benefit Consolidated Balance Sheet Highlights (As of Dec 31) | (in thousands) | 2022 | 2021 | | :--- | :--- | :--- | | Cash and cash equivalents | $35,754 | $44,583 | | Total Current Assets | $70,051 | $94,053 | | Goodwill | $99,175 | $99,175 | | Deferred income tax assets, net | $52,398 | $31,653 | | Total Assets | $244,477 | $248,154 | | Total Liabilities | $72,399 | $74,463 | | Total Stockholders' Equity | $172,078 | $173,691 | Consolidated Statement of Operations Highlights (Year Ended Dec 31) | (in thousands) | 2022 | 2021 | 2020 | | :--- | :--- | :--- | :--- | | Total Revenue | $134,534 | $142,153 | $148,180 | | Operating Income (Loss) | $238 | ($27,718) | ($22,665) | | Net Income (Loss) | $21,856 | ($22,180) | ($44,225) | | Diluted EPS | $1.09 | ($1.14) | ($2.32) | [Notes to Consolidated Financial Statements](index=74&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail the February 2022 restructuring, revenue recognition, deferred tax asset valuation allowance reduction, goodwill, and dividends - The February 2022 restructuring resulted in **$7.3 million** in total costs, comprising **$6.0 million** in severance and **$1.3 million** in contractual terminations[382](index=382&type=chunk) - As of December 31, 2022, the company had **$44.0 million** in remaining performance obligations, with **$33.1 million** expected to be recognized as revenue in the next 12 months[388](index=388&type=chunk) - Based on improved profitability projections following its restructuring, the company reduced the valuation allowance on its deferred tax assets by **$21.9 million** as of December 31, 2022[365](index=365&type=chunk)[431](index=431&type=chunk) - The company had goodwill of **$99.2 million** as of December 31, 2022, with no impairment recognized in 2022 or 2021, following a **$25.0 million** impairment in 2020[398](index=398&type=chunk)[353](index=353&type=chunk) - The Board declared dividends of **$1.25 per share** in 2022, a significant increase from **$0.50 per share** in 2021 and 2020[406](index=406&type=chunk)