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GrafTech International(EAF) - 2023 Q3 - Quarterly Report

python import urllib.parse def generate_report_outline(outline_data): """ Generates a professionally structured financial report outline in Markdown format. Args: outline_data (list): A list of dictionaries representing the report outline structure. Returns: str: The report outline in Markdown format. """ Pre-defined condensed summaries to ensure conciseness and avoid periods condensed_summary_map = { "PART I. FINANCIAL INFORMATION": "Presents the company's financial statements and management's analysis for Q3 2023", "Financial Statements": "Presents unaudited condensed consolidated financial statements for Q3 2023, showing a significant decline in profitability", "Note 2: Revenue from Contracts with Customers": "Details revenue disaggregation by contract type, showing a significant shift from LTAs and providing future LTA revenue outlook", "Note 4: Debt and Liquidity": "Outlines changes in debt structure, including new notes issuance and reduced revolving credit facility availability", "Note 7: Commitments and Contingencies": "Details significant legal and tax proceedings, including customer arbitrations and Mexican VAT audits", "Management's Discussion and Analysis of Financial Condition and Results of Operations": "Management discusses the significant Q3 2023 performance downturn, weak outlook, and liquidity preservation measures", "Results of Operations": "Analyzes Q3 2023 and nine-month operational results, highlighting significant declines in sales and profitability", "Liquidity and Capital Resources": "Assesses the company's liquidity position, cash flow from operations, and capital expenditure outlook", "Non-GAAP Financial Measures": "Presents and reconciles non-GAAP financial measures, including Adjusted EBITDA and Adjusted Free Cash Flow", "Quantitative and Qualitative Disclosures About Market Risk": "Discusses market risks from currency exchange rates and energy prices, noting elimination of interest rate risk", "Controls and Procedures": "Management concluded that disclosure controls and procedures were effective with no material changes in Q3 2023", "PART II. OTHER INFORMATION": "This section covers legal proceedings, updated risk factors, and other required disclosures", "Legal Proceedings": "Details significant ongoing legal matters, including customer arbitrations and Mexican tax assessments", "Risk Factors": "Updates risk factors, emphasizing significant risks from indebtedness and restrictive debt covenants", "Other Information": "Confirms no director or officer trading plans were adopted, modified, or terminated during Q3 2023", "Exhibits": "Lists all exhibits filed with the Form 10-Q, including CEO/CFO certifications and XBRL financial data" } Manual mapping for bolding key metrics within insight sentences bolding_map = { "Q3 2023 net sales decreased by $144.8 million (48%) YoY, reflecting soft demand, a shift from LTA to non-LTA volume, and lower average prices for both.": "Q3 2023 net sales decreased by **$144.8 million (48%) YoY**, reflecting soft demand, a shift from LTA to non-LTA volume, and lower average prices for both", "Q3 2023 cost of goods sold included approximately $23.3 million of excess fixed manufacturing costs that were expensed immediately due to reduced production levels.": "Q3 2023 cost of goods sold included approximately **$23.3 million** of excess fixed manufacturing costs that were expensed immediately due to reduced production levels", "For the first nine months of 2023, net sales decreased by $550.4 million (53%) YoY, primarily due to lower sales volume from the 2022 Monterrey suspension and ongoing soft demand.": "For the first nine months of 2023, net sales decreased by **$550.4 million (53%) YoY**, primarily due to lower sales volume from the 2022 Monterrey suspension and ongoing soft demand", "The effective tax rate for the first nine months of 2023 was 22.2%, compared to 14.5% for the same period in 2022, with the change driven by the shift from pre-tax income to a pre-tax loss and a different jurisdictional mix of earnings.": "The effective tax rate for the first nine months of 2023 was **22.2%**, compared to **14.5%** for the same period in 2022, with the change driven by the shift from pre-tax income to a pre-tax loss and a different jurisdictional mix of earnings", "Total liquidity was $285.1 million as of September 30, 2023, consisting of $172.8 million in cash and $112.3 million in revolver availability.": "Total liquidity was **$285.1 million** as of September 30, 2023, consisting of **$172.8 million** in cash and **$112.3 million** in revolver availability", "Net cash provided by operating activities decreased to $67.3 million in the first nine months of 2023 from $274.6 million in the same period of 2022, primarily due to a $370.5 million reduction in net income.": "Net cash provided by operating activities decreased to **$67.3 million** in the first nine months of 2023 from **$274.6 million** in the same period of 2022, primarily due to a $370.5 million reduction in net income", "In Q2 2023, the company issued $450 million of 2023 Senior Secured Notes to repay its 2018 Term Loan Facility, extending its debt maturity profile to 2028.": "In Q2 2023, the company issued **$450 million** of 2023 Senior Secured Notes to repay its 2018 Term Loan Facility, extending its debt maturity profile to 2028", "The company expects full-year 2023 capital expenditures to be in the range of $55.0 million to $60.0 million.": "The company expects full-year 2023 capital expenditures to be in the range of **$55.0 million to $60.0 million**", "The company is in arbitration with customers, including Aperam and ArcelorMittal, who are challenging their LTA commitments. As of June 2023, the claimants are seeking approximately $188.2 million in damages.": "The company is in arbitration with customers, including Aperam and ArcelorMittal, who are challenging their LTA commitments. As of June 2023, the claimants are seeking approximately **$188.2 million** in damages", "The Mexican Tax Authority (MTA) has opened two audits of GrafTech Commercial Mexico's VAT filings for periods in 2019 and 2018, with potential assessments totaling approximately $26.5 million and $51.0 million, respectively.": "The Mexican Tax Authority (MTA) has opened two audits of GrafTech Commercial Mexico's VAT filings for periods in 2019 and 2018, with potential assessments totaling approximately **$26.5 million** and **$51.0 million**, respectively", "The company entered into a Tax Receivable Agreement with its pre-IPO stockholder, Brookfield. As of September 30, 2023, the total liability under this agreement was $10.9 million.": "The company entered into a Tax Receivable Agreement with its pre-IPO stockholder, Brookfield. As of September 30, 2023, the total liability under this agreement was **$10.9 million**", "Primary market risks include changes in interest rates, currency exchange rates, and energy commodity prices.": "Primary market risks include changes in interest rates, currency exchange rates, and energy commodity prices", "As of September 30, 2023, the company no longer had any variable-rate debt outstanding, thus eliminating its exposure to interest rate risk.": "As of September 30, 2023, the company no longer had any variable-rate debt outstanding, thus eliminating its exposure to interest rate risk", "A sensitivity analysis indicates that a 10% appreciation or depreciation of the U.S. dollar would change the fair value of the foreign currency hedge portfolio by approximately $2.9 million.": "A sensitivity analysis indicates that a **10%** appreciation or depreciation of the U.S. dollar would change the fair value of the foreign currency hedge portfolio by approximately **$2.9 million**", "The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of September 30, 2023.": "The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of September 30, 2023", "There were no material changes to the company's internal control over financial reporting during the third quarter of 2023.": "There were no material changes to the company's internal control over financial reporting during the third quarter of 2023", "The company is in arbitration with customers, including Aperam and ArcelorMittal, over LTA disputes. The claimants are seeking approximately $188.2 million in damages as of June 2023.": "The company is in arbitration with customers, including Aperam and ArcelorMittal, over LTA disputes. The claimants are seeking approximately **$188.2 million** in damages as of June 2023", "Legal proceedings related to the temporary suspension of the Monterrey, Mexico facility in 2022 are ongoing, even though operations have resumed.": "Legal proceedings related to the temporary suspension of the Monterrey, Mexico facility in 2022 are ongoing, even though operations have resumed", "The company is contesting two VAT assessments from the Mexican Tax Authority (MTA) for periods in 2019 and 2018, amounting to potential liabilities of approximately $26.5 million and $51.0 million, respectively.": "The company is contesting two VAT assessments from the Mexican Tax Authority (MTA) for periods in 2019 and 2018, amounting to potential liabilities of approximately **$26.5 million** and **$51.0 million**, respectively", "The company's substantial indebtedness ($924.5 million as of Sep 30, 2023) could limit its financial and operating activities and its ability to fund future needs.": "The company's substantial indebtedness (**$924.5 million** as of Sep 30, 2023) could limit its financial and operating activities and its ability to fund future needs", "Operating performance has resulted in a reduction of the availability under the 2018 Revolving Credit Facility, which stood at $112.3 million as of September 30, 2023.": "Operating performance has resulted in a reduction of the availability under the 2018 Revolving Credit Facility, which stood at **$112.3 million** as of September 30, 2023", "Debt agreements contain restrictive covenants that limit the company's ability to, among other things, incur more debt, sell assets, pay dividends, and make acquisitions. Failure to comply could result in default.": "Debt agreements contain restrictive covenants that limit the company's ability to, among other things, incur more debt, sell assets, pay dividends, and make acquisitions. Failure to comply could result in default", "No director or officer trading plans under Rule 10b5-1 or other arrangements were adopted, modified, or terminated during Q3 2023.": "No director or officer trading plans under Rule 10b5-1 or other arrangements were adopted, modified, or terminated during Q3 2023", "The filing includes certifications from the CEO and CFO as required by Sarbanes-Oxley Act Rules 13a-14(a) and Section 906.": "The filing includes certifications from the CEO and CFO as required by Sarbanes-Oxley Act Rules 13a-14(a) and Section 906", "Financial data is provided in Inline XBRL format as per SEC requirements.": "Financial data is provided in Inline XBRL format as per SEC requirements", "The near-term outlook is weak, with sales volume in Q4 2023 expected to decline modestly compared to Q3 2023, reflecting persistent softness in the commercial environment and constrained steel industry production.": "The near-term outlook is weak, with sales volume in Q4 2023 expected to decline modestly compared to Q3 2023, reflecting persistent softness in the commercial environment and constrained steel industry production", "To maintain liquidity, the company suspended its quarterly cash dividend of $0.01 per share, effective August 2, 2023.": "To maintain liquidity, the company suspended its quarterly cash dividend of **$0.01 per share**, effective August 2, 2023", "Cash cost of goods sold per MT increased to $5,863 in Q3 2023 from $4,290 in Q3 2022, driven by the recognition of excess fixed costs over a smaller production base and the impact of higher raw material costs from 2022.": "Cash cost of goods sold per MT increased to **$5,863** in Q3 2023 from **$4,290** in Q3 2022, driven by the recognition of excess fixed costs over a smaller production base and the impact of higher raw material costs from 2022" } all_content_lines = [] def collect_all_content(node): """Recursively collects all content lines (headings, summaries, key points) without blank lines.""" level = node['level'] title = node['title'] item_id = node['item_id'] start_page = node['start_page'] encoded_item_id = urllib.parse.quote(item_id) heading_prefix = '' * level current_summary = condensed_summary_map.get(title, node['summary']) all_content_lines.append(f"{heading_prefix} [{title}](index={start_page}&type=section&id={encoded_item_id})") all_content_lines.append(current_summary) if 'key_points' in node and node['key_points']: for kp in node['key_points']: if kp['type'] == 'insight': original_content = kp['content'] bolded_content = bolding_map.get(original_content, original_content) refs = "".join([f"[{cn}](index={cn}&type=chunk)" for cn in kp['chunk_num']]) all_content_lines.append(f"- {bolded_content}{refs}") elif kp['type'] == 'table': all_content_lines.append(f" {kp['title']}") all_content_lines.extend(kp['content'].split('\n')) if 'children' in node and node['children']: for child in node['children']: collect_all_content(child) Collect all content lines for top_level_item in outline_data: collect_all_content(top_level_item) Post-process to insert blank lines according to rules final_output_lines = [] for i, line in enumerate(all_content_lines): final_output_lines.append(line) next_line_exists = (i + 1 < len(all_content_lines)) next_line = all_content_lines[i+1] if next_line_exists else None Rule: Add blank line after a summary (a non-heading line following a heading) This identifies a summary line by checking if the previous line was a heading and the current is not a heading, bullet, or table. is_summary_line = ( i > 0 and all_content_lines[i-1].startswith('') and not line.startswith('') and not line.startswith('-') and not line.startswith('|') and not line.startswith('') ) if is_summary_line: final_output_lines.append("") Rule: Add blank line after the last bullet point in a list If current line is an insight and next line is NOT an insight AND NOT a table heading if line.startswith('-') and (not next_line_exists or (not next_line.startswith('-') and not next_line.startswith(''))): final_output_lines.append("") Rule: No blank line after a table (table content ends with '|') If current line is the last line of a table and next line is a heading, remove the blank line just added. if line.strip().endswith('|') and next_line_exists and next_line.startswith(''): if final_output_lines and not final_output_lines[-1].strip(): final_output_lines.pop() Rule: No blank line between a table heading and its content if line.startswith('') and next_line_exists and next_line.startswith('|'): if final_output_lines and not final_output_lines[-1].strip(): final_output_lines.pop() Final cleanup: remove any consecutive blank lines and trailing blank lines. cleaned_output = [] for line in final_output_lines: if not line.strip() and cleaned_output and not cleaned_output[-1].strip(): continue Skip if current line is blank and last line was also blank cleaned_output.append(line) if cleaned_output and not cleaned_output[-1].strip(): cleaned_output.pop() Remove trailing blank line if any return "\n".join(cleaned_output) The `outline` variable is provided in the prompt's context. Call the function with the provided outline data markdown_report = generate_report_outline(outline) print(markdown_report) markdown [PART I. FINANCIAL INFORMATION](index=5&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) Presents the company's financial statements and management's analysis for Q3 2023 [Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) Presents unaudited condensed consolidated financial statements for Q3 2023, showing a significant decline in profitability Condensed Consolidated Balance Sheet Highlights (Unaudited) | Balance Sheet Item | Sep 30, 2023 ($ thousands) | Dec 31, 2022 ($ thousands) | | :--- | :--- | :--- | | **Total Current Assets** | 713,358 | 815,228 | | **Total Assets** | **1,483,145** | **1,604,178** | | **Total Current Liabilities** | 169,245 | 237,852 | | **Total Liabilities** | 1,194,267 | 1,266,463 | | **Total Stockholders' Equity** | **288,878** | **337,715** | Condensed Consolidated Statements of Operations Highlights (Unaudited) | Metric ($ thousands, except per share) | Q3 2023 | Q3 2022 | Nine Months 2023 | Nine Months 2022 | | :--- | :--- | :--- | :--- | :--- | | **Net Sales** | 158,992 | 303,840 | 483,355 | 1,033,731 | | **Gross Profit** | 1,389 | 133,669 | 55,891 | 470,850 | | **Operating (Loss) Income** | (18,137) | 114,077 | (6,725) | 410,371 | | **Net (Loss) Income** | **(22,621)** | **93,451** | **(37,841)** | **332,631** | | **Diluted (Loss) Income per Share** | **(0.09)** | **0.36** | **(0.15)** | **1.28** | Condensed Consolidated Statements of Cash Flows Highlights (Unaudited) | Cash Flow Activity ($ thousands) | Nine Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2022 | | :--- | :--- | :--- | | **Net cash provided by operating activities** | 67,269 | 274,605 | | **Net cash used in investing activities** | (48,067) | (45,120) | | **Net cash provided by (used in) financing activities** | 18,881 | (176,237) | [Note 2: Revenue from Contracts with Customers](index=11&type=section&id=Note%202%3A%20Revenue%20from%20Contracts%20with%20Customers) Details revenue disaggregation by contract type, showing a significant shift from LTAs and providing future LTA revenue outlook Disaggregation of Revenue ($ thousands) | Revenue Type | Nine Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2022 | | :--- | :--- | :--- | | Graphite Electrodes - LTAs | 212,579 | 683,858 | | Graphite Electrodes - Non-LTAs | 246,726 | 296,954 | | By-products and other | 24,050 | 52,919 | | **Total Revenues** | **483,355** | **1,033,731** | Estimated Future LTA Revenue ($ millions) | Period | Estimated LTA Revenue | | :--- | :--- | | **2023** | $245 - $255 | | **2024** | $100 - $135 | [Note 4: Debt and Liquidity](index=13&type=section&id=Note%204%3A%20Debt%20and%20Liquidity) Outlines changes in debt structure, including new notes issuance and reduced revolving credit facility availability Long-Term Debt Composition ($ thousands) | Debt Instrument | Sep 30, 2023 | Dec 31, 2022 | | :--- | :--- | :--- | | 2018 Term Loan Facility | — | 433,708 | | 2020 Senior Secured Notes | 500,000 | 500,000 | | 2023 Senior Secured Notes | 450,000 | — | | Unamortized costs | (25,764) | (12,049) | | **Total Debt** | **924,502** | **921,927** | - In June 2023, the company issued **$450 million** in 9.875% Senior Secured Notes due 2028. The net proceeds were used to repay the outstanding borrowings under the 2018 Term Loan Facility[54](index=54&type=chunk)[60](index=60&type=chunk) - As of September 30, 2023, availability under the 2018 Revolving Credit Facility was **$112.3 million**, a reduction from $327.0 million at year-end 2022, due to operating performance impacting financial covenant calculations[44](index=44&type=chunk) [Note 7: Commitments and Contingencies](index=16&type=section&id=Note%207%3A%20Commitments%20and%20Contingencies) Details significant legal and tax proceedings, including customer arbitrations and Mexican VAT audits - The company is in arbitration with customers, including Aperam and ArcelorMittal, who are challenging their LTA commitments. As of June 2023, the claimants are seeking approximately **$188.2 million** in damages[66](index=66&type=chunk)[67](index=67&type=chunk) - The Mexican Tax Authority (MTA) has opened two audits of GrafTech Commercial Mexico's VAT filings for periods in 2019 and 2018, with potential assessments totaling approximately **$26.5 million** and **$51.0 million**, respectively. The company believes its tax position is correct and is defending it[73](index=73&type=chunk)[74](index=74&type=chunk)[75](index=75&type=chunk) - The company entered into a Tax Receivable Agreement with its pre-IPO stockholder, Brookfield. As of September 30, 2023, the total liability under this agreement was **$10.9 million**[70](index=70&type=chunk)[72](index=72&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the significant Q3 2023 performance downturn, weak outlook, and liquidity preservation measures Q3 2023 vs Q3 2022 Performance | Metric | Q3 2023 | Q3 2022 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | **Net Sales ($M)** | $159.0 | $303.8 | ($144.8) | (48)% | | **Gross Profit ($M)** | $1.4 | $133.7 | ($132.3) | (99)% | | **Net (Loss) Income ($M)** | ($22.6) | $93.5 | ($116.1) | (124)% | | **Sales Volume (kMT)** | 24.2 | 35.7 | (11.5) | (32)% | | **Production Volume (kMT)** | 22.7 | 37.7 | (15.0) | (40)% | - The near-term outlook is weak, with sales volume in Q4 2023 expected to decline modestly compared to Q3 2023, reflecting persistent softness in the commercial environment and constrained steel industry production[120](index=120&type=chunk) - To maintain liquidity, the company suspended its quarterly cash dividend of **$0.01 per share**, effective August 2, 2023[179](index=179&type=chunk) - Cash cost of goods sold per MT increased to **$5,863** in Q3 2023 from **$4,290** in Q3 2022, driven by the recognition of excess fixed costs over a smaller production base and the impact of higher raw material costs from 2022[139](index=139&type=chunk)[214](index=214&type=chunk) [Results of Operations](index=30&type=section&id=Results%20of%20Operations) Analyzes Q3 2023 and nine-month operational results, highlighting significant declines in sales and profitability - Q3 2023 net sales decreased by **$144.8 million (48%) YoY**, reflecting soft demand, a shift from LTA to non-LTA volume, and lower average prices for both[138](index=138&type=chunk) - Q3 2023 cost of goods sold included approximately **$23.3 million** of excess fixed manufacturing costs that were expensed immediately due to reduced production levels[139](index=139&type=chunk) - For the first nine months of 2023, net sales decreased by **$550.4 million (53%) YoY**, primarily due to lower sales volume from the 2022 Monterrey suspension and ongoing soft demand[146](index=146&type=chunk) - The effective tax rate for the first nine months of 2023 was **22.2%**, compared to **14.5%** for the same period in 2022, with the change driven by the shift from pre-tax income to a pre-tax loss and a different jurisdictional mix of earnings[150](index=150&type=chunk)[151](index=151&type=chunk) [Liquidity and Capital Resources](index=32&type=section&id=Liquidity%20and%20Capital%20Resources) Assesses the company's liquidity position, cash flow from operations, and capital expenditure outlook - Total liquidity was **$285.1 million** as of September 30, 2023, consisting of **$172.8 million** in cash and **$112.3 million** in revolver availability[156](index=156&type=chunk) - Net cash provided by operating activities decreased to **$67.3 million** in the first nine months of 2023 from **$274.6 million** in the same period of 2022, primarily due to a $370.5 million reduction in net income[186](index=186&type=chunk) - In Q2 2023, the company issued **$450 million** of 2023 Senior Secured Notes to repay its 2018 Term Loan Facility, extending its debt maturity profile to 2028[160](index=160&type=chunk) - The company expects full-year 2023 capital expenditures to be in the range of **$55.0 million to $60.0 million**[184](index=184&type=chunk) [Non-GAAP Financial Measures](index=37&type=section&id=Non-GAAP%20Financial%20Measures) Presents and reconciles non-GAAP financial measures, including Adjusted EBITDA and Adjusted Free Cash Flow Reconciliation of Net (Loss) Income to Adjusted EBITDA ($ thousands) | Metric | Q3 2023 | Q3 2022 | Nine Months 2023 | Nine Months 2022 | | :--- | :--- | :--- | :--- | :--- | | **Net (Loss) Income** | (22,621) | 93,451 | (37,841) | 332,631 | | **EBITDA** | (1,336) | 127,937 | 35,067 | 453,437 | | **Adjusted EBITDA** | **919** | **128,567** | **42,056** | **456,363** | Reconciliation to Adjusted Free Cash Flow ($ thousands) | Metric | Nine Months 2023 | Nine Months 2022 | | :--- | :--- | :--- | | **Net cash provided by operating activities** | 67,269 | 274,605 | | **Free cash flow** | 18,982 | 229,324 | | **Adjusted free cash flow** | **46,435** | **233,529** | [Quantitative and Qualitative Disclosures About Market Risk](index=41&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Discusses market risks from currency exchange rates and energy prices, noting elimination of interest rate risk - Primary market risks include changes in interest rates, currency exchange rates, and energy commodity prices[217](index=217&type=chunk) - As of September 30, 2023, the company no longer had any variable-rate debt outstanding, thus eliminating its exposure to interest rate risk[220](index=220&type=chunk) - A sensitivity analysis indicates that a **10%** appreciation or depreciation of the U.S. dollar would change the fair value of the foreign currency hedge portfolio by approximately **$2.9 million**[226](index=226&type=chunk) [Controls and Procedures](index=42&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective with no material changes in Q3 2023 - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of September 30, 2023[230](index=230&type=chunk) - There were no material changes to the company's internal control over financial reporting during the third quarter of 2023[231](index=231&type=chunk) [PART II. OTHER INFORMATION](index=43&type=section&id=PART%20II.%20OTHER%20INFORMATION) This section covers legal proceedings, updated risk factors, and other required disclosures [Legal Proceedings](index=43&type=section&id=Item%201.%20Legal%20Proceedings) Details significant ongoing legal matters, including customer arbitrations and Mexican tax assessments - The company is in arbitration with customers, including Aperam and ArcelorMittal, over LTA disputes. The claimants are seeking approximately **$188.2 million** in damages as of June 2023[234](index=234&type=chunk) - Legal proceedings related to the temporary suspension of the Monterrey, Mexico facility in 2022 are ongoing, even though operations have resumed[235](index=235&type=chunk)[236](index=236&type=chunk)[237](index=237&type=chunk) - The company is contesting two VAT assessments from the Mexican Tax Authority (MTA) for periods in 2019 and 2018, amounting to potential liabilities of approximately **$26.5 million** and **$51.0 million**, respectively[239](index=239&type=chunk)[241](index=241&type=chunk) [Risk Factors](index=45&type=section&id=Item%201A.%20Risk%20Factors) Updates risk factors, emphasizing significant risks from indebtedness and restrictive debt covenants - The company's substantial indebtedness (**$924.5 million** as of Sep 30, 2023) could limit its financial and operating activities and its ability to fund future needs[245](index=245&type=chunk)[246](index=246&type=chunk) - Operating performance has resulted in a reduction of the availability under the 2018 Revolving Credit Facility, which stood at **$112.3 million** as of September 30, 2023[245](index=245&type=chunk)[246](index=246&type=chunk) - Debt agreements contain restrictive covenants that limit the company's ability to, among other things, incur more debt, sell assets, pay dividends, and make acquisitions. Failure to comply could result in default[250](index=250&type=chunk)[251](index=251&type=chunk)[253](index=253&type=chunk) [Other Information](index=46&type=section&id=Item%205.%20Other%20Information) Confirms no director or officer trading plans were adopted, modified, or terminated during Q3 2023 - No director or officer trading plans under Rule 10b5-1 or other arrangements were adopted, modified, or terminated during Q3 2023[255](index=255&type=chunk) [Exhibits](index=47&type=section&id=Item%206.%20Exhibits) Lists all exhibits filed with the Form 10-Q, including CEO/CFO certifications and XBRL financial data - The filing includes certifications from the CEO and CFO as required by Sarbanes-Oxley Act Rules 13a-14(a) and Section 906[257](index=257&type=chunk) - Financial data is provided in Inline XBRL format as per SEC requirements[257](index=257&type=chunk)