MultiPlan (MPLN) - 2023 Q2 - Quarterly Report

Glossary Part I. Financial Information Item 1. Financial Statements This section presents unaudited condensed consolidated financial statements, summarizing financial position, performance, and cash movements Unaudited Condensed Consolidated Balance Sheets Total assets decreased from $7.37 billion to $7.14 billion, primarily due to reduced cash; liabilities also decreased Condensed Consolidated Balance Sheet Highlights (in thousands) | Metric | June 30, 2023 | December 31, 2022 | Change ($) | Change (%) | | :-------------------------------- | :------------ | :---------------- | :--------- | :--------- | | Total assets | $7,136,390 | $7,371,104 | $(234,714) | (3.18)% | | Cash and cash equivalents | $89,757 | $334,046 | $(244,289) | (73.14)% | | Goodwill | $3,829,356 | $3,705,199 | $124,157 | 3.35% | | Total liabilities | $5,367,870 | $5,580,562 | $(212,692) | (3.81)% | | Long-term debt | $4,603,583 | $4,741,856 | $(138,273) | (2.92)% | | Total shareholders' equity | $1,768,520 | $1,790,542 | $(22,022) | (1.23)% | Unaudited Condensed Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income Net loss of $36.16 million for six months ended June 30, 2023, reversed prior year net income, driven by lower revenues and higher interest Condensed Consolidated Statements of (Loss) Income Highlights (in thousands, except per share data) | Metric | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | Change ($) | Change (%) | | :----------------------------------- | :----------------------------- | :----------------------------- | :--------- | :--------- | | Revenues | $474,585 | $588,174 | $(113,589) | (19.31)% | | Operating income | $81,651 | $214,404 | $(132,753) | (61.92)% | | Interest expense | $165,903 | $144,141 | $21,762 | 15.10% | | Gain on extinguishment of debt | $(36,778) | $0 | $(36,778) | NM | | Net (loss) income | $(36,161) | $57,490 | $(93,651) | (162.9)% | | Net (loss) income per share – Basic | $(0.06) | $0.09 | $(0.15) | (166.67)% | Unaudited Condensed Consolidated Statements of Shareholders' Equity Shareholders' equity decreased from $1,790.54 million to $1,768.52 million, primarily due to net loss and share repurchases Shareholders' Equity Changes (Six Months Ended June 30, 2023, in thousands) | Metric | Amount | | :----------------------------------- | :------- | | Balance at beginning of period | $1,790,542 | | 2020 Omnibus Incentive Plan | $8,522 | | Tax withholding related to vesting | $(457) | | Stock consideration for BST acquisition | $19,214 | | Repurchase of common stock | $(13,140) | | Net loss | $(36,161) | | Balance at end of period | $1,768,520 | Unaudited Condensed Consolidated Statements of Cash Flows Operating cash flow decreased to $71.9 million, investing and financing activities used more cash, resulting in a $244.7 million net cash decrease Condensed Consolidated Statements of Cash Flows Highlights (in thousands) | Activity | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | Change ($) | Change (%) | | :----------------------------------- | :----------------------------- | :----------------------------- | :--------- | :--------- | | Net cash provided by operating activities | $71,900 | $235,639 | $(163,739) | (69.49)% | | Net cash used in investing activities | $(196,389) | $(58,110) | $(138,279) | 237.96% | | Net cash used in financing activities | $(120,176) | $(8,821) | $(111,355) | 1262.35% | | Net (decrease) increase in cash, cash equivalents and restricted cash | $(244,665) | $168,708 | $(413,373) | (245.02)% | - Cash used for BST Acquisition (net of cash acquired) was $141.3 million for the six months ended June 30, 2023[28][159] - Cash used for repurchase of 5.750% Notes was $100.0 million for the six months ended June 30, 2023[28][160] Notes to Unaudited Condensed Consolidated Financial Statements The notes provide detailed explanations and disclosures for the condensed consolidated financial statements, covering general information, policies, and transactions 1. General Information and Basis of Accounting MultiPlan provides data analytics and technology solutions to reduce U.S. healthcare costs and improve billing accuracy, operating as a single segment - MultiPlan provides data analytics and technology-enabled solutions to reduce medical costs and improve billing/payment accuracy in the U.S. healthcare industry[31] - The company manages its operations as a single segment, with all revenues and long-lived assets attributable to operations in the United States[35][36] - The company adopted ASU 2020-04, 2021-01, and 2022-06 (Reference Rate Reform) and transitioned from LIBOR to Term SOFR effective July 1, 2023, with no material impact on financial statements[42] 2. Business Combinations MultiPlan acquired Benefits Science LLC (BST) for $160.5 million (net of cash) on May 8, 2023, enhancing data analytics and adding goodwill - Acquired 100% of Benefits Science LLC (BST) on May 8, 2023, for $160.5 million (net of acquired cash)[44] - Consideration included $141.3 million in cash and $19.2 million in Company Class A common stock[44] BST Acquisition Purchase Price Allocation (in thousands) | Item | Amount | | :-------------------------- | :------- | | Total consideration | $161,181 | | Goodwill | $124,157 | | Other intangibles, net | $35,700 | - Transaction costs of $6.8 million were expensed for the three and six months ended June 30, 2023[51] 3. Long-Term Debt Total long-term debt, net, decreased to $4.60 billion from $4.74 billion, primarily due to 5.750% Notes repurchases, yielding a $36.8 million gain Long-Term Debt Summary (in thousands) | Debt Type | June 30, 2023 | December 31, 2022 | | :-------------------------------- | :------------ | :---------------- | | Term Loan B | $1,301,813 | $1,308,438 | | 5.50% Senior Secured Notes | $1,050,000 | $1,050,000 | | 5.750% Notes | $1,025,958 | $1,163,793 | | Senior Convertible PIK Notes | $1,300,000 | $1,300,000 | | Long-term debt, net | $4,603,583 | $4,741,856 | - During the six months ended June 30, 2023, the Company purchased and cancelled $137.8 million of the 5.750% Notes, recognizing a gain on extinguishment of $36.8 million[56] - The interest rate in effect for Term Loan B was 9.73% as of June 30, 2023, an increase from 5.82% as of June 30, 2022[56][163] - The Company was in compliance with all debt covenants as of June 30, 2023, and December 31, 2022[58] 4. Private Placement Warrants and Unvested Founder Shares Fair value of Private Placement Warrants and Unvested Founder Shares increased to $4.84 million, resulting in a $2.39 million loss from stock price rise Fair Value of Private Placement Warrants and Unvested Founder Shares (in thousands) | Item | June 30, 2023 | December 31, 2022 | | :----------------------------------- | :------------ | :---------------- | | Private Placement Warrants | $1,859 | $953 | | Unvested Founder Shares | $2,977 | $1,489 | | Total | $4,836 | $2,442 | - Loss on change in fair value of Private Placement Warrants and Unvested Founder Shares was $2.39 million for the six months ended June 30, 2023, primarily due to an increase in the Company's Class A common stock price[61] 5. Fair Value Measurements The company uses a three-tier fair value hierarchy for financial instruments, with cash and long-term debt as Level 1, and warrants/founder shares as Level 3 - Fair value measurements are categorized into Level 1 (quoted prices in active markets), Level 2 (observable inputs), and Level 3 (unobservable inputs)[63] - Cash and cash equivalents (money market funds) are valued based on Level 1 measurements[66] - Long-term debt fair value is estimated using Level 1 quoted prices in active markets[66] - Private Placement Warrants and Unvested Founder Shares are recurring Level 3 measurements, valued using an option pricing simulation[67] - No impairment charges for goodwill and long-lived assets for the six months ended June 30, 2023 (compared to $662.2 million in fiscal year 2022)[68] 6. Commitments and Contingencies MultiPlan has $1.8 million in letters of credit and settled the Delaware Stockholder Litigation for $33.75 million, resolving the class action - The Company has $1.8 million in irrevocable letters of credit outstanding as of June 30, 2023, for real estate lease agreements[70] - The Delaware Stockholder Litigation, a class action lawsuit, was settled for $33.75 million, paid by the Company and its insurers[75] - The settlement for the Delaware Stockholder Litigation was approved by the Delaware Court of Chancery on February 28, 2023, resolving the litigation[76] 7. Shareholder's Equity The Board approved a $100 million share repurchase program, with $13.1 million of Class A common stock repurchased by June 30, 2023 - The Board approved a share repurchase program on February 27, 2023, authorizing up to $100 million of Class A common stock repurchases through December 31, 2023[78] - As of June 30, 2023, the Company repurchased $13.1 million of its Class A common stock under this program[78] - 21,588,652 shares of Class A common stock were issued on May 8, 2023, as stock consideration for the BST acquisition[79] 8. Basic and Diluted (Loss) Earnings Per Share Basic and diluted net loss per share were $(0.06) for six months ended June 30, 2023, a decrease from $0.09 in the prior year Basic and Diluted (Loss) Earnings Per Share (Six Months Ended June 30) | Metric | 2023 | 2022 | | :----------------------------------- | :----- | :----- | | Net (loss) income per share – basic | $(0.06) | $0.09 | | Net (loss) income per share – diluted | $(0.06) | $0.09 | - For the three and six months ended June 30, 2023, potentially dilutive securities were excluded from the calculation of diluted net loss per share as their effect would have been anti-dilutive[82] 9. Related Party Transactions Related party expenses for six months ended June 30, 2023, were $155,000, primarily for software licenses and services from Hellman & Friedman LLC-controlled companies Related Party Expenses (in thousands) | Period | 2023 | 2022 | | :----------------------------------- | :----- | :----- | | Three Months Ended June 30 | $92 | $0 | | Six Months Ended June 30 | $155 | $0 | - Expenses are associated with a software license from Abacus Insights, Inc., customer service software, and captive management services from companies controlled by Hellman & Friedman LLC[83] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on financial condition and results, including revenue, expense, liquidity, and non-GAAP measures Cautionary Note Regarding Forward-looking Statements Forward-looking statements are subject to risks and uncertainties, and actual results may differ materially from current expectations - The report includes forward-looking statements about the Company's financial position, business strategy, and future operations[87] - These statements are subject to risks and uncertainties, including loss of customers, trends in the U.S. healthcare system, competition, pricing pressure, and regulatory changes[88][89] - The Company does not undertake any obligation to update or revise forward-looking statements, except as required by applicable securities laws[89] Company Overview MultiPlan is a leading U.S. healthcare provider of data analytics and technology solutions, identifying $11.2 billion in potential medical cost savings - MultiPlan is a leading provider of data analytics and technology-enabled solutions for the U.S. healthcare industry, focused on reducing medical costs and improving payment accuracy[90] - Services are offered in three categories: Network-Based Services, Analytics-Based Services, and Payment and Revenue Integrity Services[92] - For the six months ended June 30, 2023, comprehensive services identified approximately $11.2 billion in potential medical cost savings[93] Factors Affecting Our Results of Operations BST acquisition's impact was not material; medical charges processed increased by 6.8% to $82.8 billion, while potential savings decreased by 1.8% to $11.2 billion - The BST acquisition on May 8, 2023, added enhanced data and analytics capabilities, but its impact on revenues and net earnings was not material through June 30, 2023[95][96] Medical Charges Processed and Potential Savings (in billions) | Metric | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | Change (%) | | :----------------------------------- | :----------------------------- | :----------------------------- | :--------- | | Total Medical charges processed | $82.8 | $77.5 | 6.8% | | Total Potential medical cost savings | $11.2 | $11.4 | (1.8)% | | Potential savings as a % of charges | 13.6% | 14.8% | (1.2) pp | Components of Results of Operations This section defines key components of MultiPlan's financial results, including revenues, costs, expenses, depreciation, amortization, interest, and tax - Revenues are generated from Network-Based Services, Analytics-Based Services, and Payment and Revenue Integrity Services, primarily compensated through PSAV or PEPM rates[102] - Costs of services include personnel expenses and access and bill review fees[103] - Amortization of intangible assets includes customer relationships, provider network, technology, and trademarks from acquisitions[106] - Gain on extinguishment of debt is recognized for the difference between the reacquisition price and the net carrying amount of extinguished debt[109] Non-GAAP Financial Measures MultiPlan uses non-GAAP measures like EBITDA, Adjusted EBITDA, and Adjusted EPS to assess performance, excluding non-indicative items for core business insights - The Company uses EBITDA, Adjusted EBITDA, and Adjusted EPS as non-GAAP financial measures to evaluate performance[112] - Adjusted EBITDA is used for debt covenant compliance and excludes items not indicative of core business, such as transaction-related expenses and changes in fair value of warrants[114] Reconciliation of Net (Loss) Income to EBITDA and Adjusted EBITDA (in thousands) | (in thousands) | Three Months Ended June 30, 2023 | Three Months Ended June 30, 2022 | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | | :---------------------------------------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net income (loss) | $(36,370) | $13,512 | $(36,161) | $57,490 | | EBITDA | $139,133 | $195,357 | $324,898 | $427,326 | | Adjusted EBITDA | $152,682 | $209,634 | $308,941 | $435,040 | Reconciliation of Net (Loss) Income to Adjusted EPS (in thousands, except per share amounts) | (in thousands, except share and per share amounts) | Three Months Ended June 30, 2023 | Three Months Ended June 30, 2022 | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | | :---------------------------------------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net (loss) income | $(36,370) | $13,512 | $(36,161) | $57,490 | | Adjusted net income | $38,577 | $89,717 | $80,910 | $189,797 | | Weighted average shares outstanding – Basic | 643,339,328 | 639,001,506 | 640,996,659 | 638,750,938 | | Adjusted EPS | $0.06 | $0.14 | $0.13 | $0.30 | Factors Affecting the Comparability of our Results of Operations BST acquisition, debt repurchases, and variable interest rates on Term Loan B impacted comparability, with a $36.8 million gain on debt extinguishment - The BST acquisition on May 8, 2023, resulted in $6.8 million in expensed transaction costs and acquired expenses[120] - Repurchase and cancellation of $137.8 million of 5.750% Notes generated a $36.8 million gain on debt extinguishment for the six months ended June 30, 2023[121] - The annualized weighted average cash interest rate on total debt increased by 1.11% for the six months ended June 30, 2023, compared to the prior year, due to the variable interest rate on Term Loan B[123] Results of Operations for the Three and Six Months Ended June 30, 2023 and 2022 Total revenues decreased by 19.3% to $474.6 million, operating income fell by 61.9% to $81.7 million, and net loss was $36.2 million, reversing prior year income Revenue Performance by Service Line (in thousands) | Service Line | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | Change ($) | Change (%) | | :----------------------------------- | :----------------------------- | :----------------------------- | :--------- | :--------- | | Network-Based Services | $114,343 | $132,044 | $(17,701) | (13.4)% | | Analytics-Based Services | $303,861 | $389,412 | $(85,551) | (22.0)% | | Payment and Revenue Integrity Services | $56,381 | $66,718 | $(10,337) | (15.5)% | | Total Revenues | $474,585 | $588,174 | $(113,589) | (19.3)% | - Operating income decreased by $132.75 million (61.9%) to $81.65 million for the six months ended June 30, 2023[124] - Net (loss) income shifted from a $57.49 million income in 2022 to a $36.16 million loss in 2023[124] - Costs of services increased by $16.81 million (17.3%) for the six months ended June 30, 2023, primarily due to higher personnel expenses and acquired BST costs[135] - Interest expense increased by $21.76 million (15.1%) for the six months ended June 30, 2023, mainly due to higher LIBOR rates on Term Loan B[142] Liquidity and Capital Resources MultiPlan had $95.9 million in cash and $448.2 million available under its revolving credit facility, deemed sufficient for the next twelve months, despite significant cash outflows - As of June 30, 2023, cash and cash equivalents (including restricted cash) totaled $95.9 million[150] - The Company had $448.2 million of loan availability under its revolving credit facility as of June 30, 2023[150] - The Company believes its primary sources of liquidity (internally generated funds and revolving credit facility) will be sufficient for the next twelve months[153] - Cash consideration of $141.3 million was paid for the BST acquisition[152] - The Company repurchased $13.1 million of Class A common stock under its share repurchase program[151] Cash Flow Summary Operating cash flows decreased to $71.9 million, investing activities used $196.4 million (BST acquisition), and financing activities used $120.2 million (debt/share repurchases) Net Cash Flows by Activity (in thousands) | Activity | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | | :----------------------------------- | :----------------------------- | :----------------------------- | | Operating activities | $71,900 | $235,639 | | Investing activities | $(196,389) | $(58,110) | | Financing activities | $(120,176) | $(8,821) | Cash Flows from Operating Activities Cash from operating activities decreased by $163.7 million to $71.9 million, primarily due to lower net income and negative changes in net working capital - Cash flows from operating activities decreased by $163.7 million (69.5%) to $71.9 million for the six months ended June 30, 2023[155] - The decrease was primarily due to a $93.7 million decrease in net income, $57.9 million in negative changes in net working capital, and $12.2 million decrease in non-cash items[155] - Working capital changes included increases in prepaid taxes ($15.8 million) and decreases in accrued legal contingencies ($21.5 million) and accrued compensation ($6.8 million)[157] Cash Flows from Investing Activities Net cash used in investing activities increased to $196.4 million, primarily driven by $141.3 million for the BST acquisition and $55.1 million for capital expenditures - Net cash used in investing activities was $196.4 million for the six months ended June 30, 2023[159] - Key uses included $141.3 million for the BST acquisition (net of cash acquired) and $55.1 million for purchases of property and equipment and capitalization of software development[159] Cash Flows from Financing Activities Cash used in financing activities increased to $120.2 million, mainly due to $100.0 million for 5.750% Notes repurchases and $13.1 million for treasury stock purchases - Cash flows used in financing activities were $120.2 million for the six months ended June 30, 2023[160] - Primary uses included $100.0 million for the repurchase of 5.750% Notes and $13.1 million for the purchase of treasury stock[160] Term Loans and Revolvers Senior secured credit facilities include a $1,325.0 million Term Loan B and a $450.0 million Revolver B; Term Loan B interest rate increased to 9.73% - Senior secured credit facilities consist of a $1,325.0 million Term Loan B (maturing Sep 1, 2028) and a $450.0 million Revolver B (maturing Aug 24, 2026)[162][164] - The interest rate for Term Loan B was 9.73% as of June 30, 2023, up from 5.82% as of June 30, 2022[163] - The Company transitioned from LIBOR to Term SOFR effective July 1, 2023[164] Senior Notes MultiPlan has $1,300.0 million in Senior Convertible PIK Notes and $1,050.0 million in 5.50% Senior Secured Notes; $137.8 million of 5.750% Notes were repurchased - Outstanding Senior Convertible PIK Notes total $1,300.0 million, with a 6.00%/7.00% interest rate and a $13.00 conversion price, due October 15, 2027[166][167] - Outstanding 5.50% Senior Secured Notes total $1,050.0 million, with a 5.50% interest rate, due September 1, 2028[169] - During the six months ended June 30, 2023, the Company repurchased and cancelled $137.8 million of the 5.750% Notes, resulting in a $36.8 million gain on debt extinguishment[170] Debt Covenants and Events of Default The company is subject to debt covenants, including a maximum first lien secured leverage ratio of 6.75 to 1.00, and was in compliance as of June 30, 2023 - The Company is subject to affirmative and negative debt covenants that limit its ability to incur additional indebtedness, pay dividends, make investments, and sell assets[171] - The revolving credit facility requires maintaining a maximum first lien secured leverage ratio of 6.75 to 1.00 if utilization exceeds 35% of total commitments[174] - As of June 30, 2023, the Company was in compliance with all debt covenants, with a consolidated first lien debt to consolidated EBITDA ratio of 3.54 times[174] Guarantees and Security All obligations under senior secured credit facilities and 5.50% Senior Secured Notes are guaranteed by MPH Acquisition Corp. 1 and its U.S. subsidiaries, secured by a first priority lien - All obligations under senior secured credit facilities and 5.50% Senior Secured Notes are unconditionally guaranteed by MPH Acquisition Corp. 1 and its wholly-owned U.S. subsidiaries[177] - These obligations are secured by a first priority lien on substantially all tangible and intangible property of MPH and subsidiary guarantors, and a pledge of their subsidiaries' capital stock[177] Critical Accounting Policies Significant estimates are made for revenue recognition, long-lived assets, goodwill, warrants, stock-based compensation, and income taxes, with no material changes reported - Significant estimates and assumptions are made for revenue recognition, recoverability of long-lived assets, goodwill, valuation of Private Placement Warrants and Unvested Founder Shares, stock-based compensation, and income taxes[34][178] - No material changes to critical accounting policies and estimates were reported as of June 30, 2023, compared to the 2022 Annual Report[179] Customer Concentration MultiPlan faces significant customer concentration risk, with three customers accounting for 32%, 20%, and 10% of 2022 revenues; loss of any could materially impact results - Three customers individually accounted for 32%, 20%, and 10% of revenues for the year ended December 31, 2022[180] - The loss of business from one or more of these larger customers could have a material adverse effect on the Company's results of operations[180] Recent Accounting Pronouncements Refer to Note 1 for details on recent accounting pronouncements, including the adoption of ASU 2020-04, 2021-01, and 2022-06 (Reference Rate Reform) - Refer to Note 1 for additional information on recent accounting pronouncements[181] - The Company adopted ASU 2020-04, 2021-01, and 2022-06 (Reference Rate Reform) and transitioned from LIBOR to Term SOFR effective July 1, 2023, with no material impact on financial statements[42] Quantitative and Qualitative Disclosure About Market Risk No material changes to market risks previously disclosed in Item 7A of the 2022 Annual Report were reported as of June 30, 2023 - Refer to Item 7A of the 2022 Annual Report for quantitative and qualitative disclosures about market risk[185] - As of June 30, 2023, there were no material changes in the market risks described in the 2022 Annual Report[185] Internal Controls Over Financial Reporting Refer to Item 4 for further information on the company's internal controls over financial reporting - Refer to Item 4 for further information on the Company's internal controls over financial reporting[184] Item 3. Quantitative and Qualitative Disclosures About Market Risk No material changes to market risks previously disclosed in Item 7A of the company's 2022 Annual Report were reported as of June 30, 2023 - No material changes in the market risks described in the 2022 Annual Report as of June 30, 2023[185] Item 4. Controls and Procedures Management concluded disclosure controls and procedures were effective as of June 30, 2023, with no material changes in internal control over financial reporting - Management concluded that disclosure controls and procedures were effective at a reasonable assurance level as of June 30, 2023[187] - There has been no material change in internal control over financial reporting during the six months ended June 30, 2023[188] - Management recognizes the inherent limitations of control systems, which provide reasonable, not absolute, assurance[189] Part II - Other Information Item 1. Legal Proceedings MultiPlan is a defendant in various lawsuits and regulatory investigations, none expected to materially affect financial condition or results of operations - The Company is a defendant in various lawsuits and regulatory investigations, which are not expected to have a material adverse effect on its financial condition or results of operations[191] - The Delaware Stockholder Litigation, a class action lawsuit, was settled for $33.75 million, paid by the Company and its insurers[194] - The settlement was approved by the Delaware Court of Chancery on February 28, 2023, resolving the litigation[195] Item 1A. Risk Factors No material changes to the risk factors previously disclosed in Item 1A. "Risk Factors" of the company's 2022 Annual Report were reported - No material changes to the risk factors previously disclosed in Item 1A. "Risk Factors" in the Company's 2022 Annual Report during the six months ended June 30, 2023[197] Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities The company repurchased 7,123,459 shares of Class A common stock for $1.04 per share during Q2 2023 under a $100 million repurchase program Issuer Purchases of Equity Securities (Three Months Ended June 30, 2023) | Period | Total Number of Shares Purchased | Average Price Paid Per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Approximate Dollar Value of Shares that May Yet Be Purchased | | :------------------- | :------------------------------- | :--------------------------- | :----------------------------------------------------------------- | :--------------------------------------------------------- | | April 1 - 30, 2023 | 2,371,867 | $1.05 | 2,371,867 | $91,784 | | May 1 - 31, 2023 | 4,751,592 | $1.04 | 4,751,592 | $86,860 | | June 1 - 30, 2023 | — | — | — | — | | Total | 7,123,459 | $1.04 | 7,123,459 | — | - The share repurchase program, approved on February 27, 2023, authorizes repurchases of up to $100 million of Class A common stock through December 31, 2023[200] Item 6. Exhibits This section lists exhibits filed with the Form 10-Q, including the Unit Purchase Agreement for BST acquisition, Credit Agreement Amendment, and officer certifications - Key exhibits include the Unit Purchase Agreement for the BST acquisition, Amendment Agreement No. 1 to the Credit Agreement, certifications of Principal Executive and Financial Officers, and Inline XBRL financial information[202] Signature