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Bark(BARK) - 2025 Q1 - Quarterly Report
2024-08-07 20:54
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 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: 001-39691 BARK, INC. (Exact name of registrant as specified in its charter) Delaware 85-1872418 (State or Other Jurisdiction of Incorp ...
Bark(BARK) - 2025 Q1 - Quarterly Results
2024-08-07 20:02
Revenue and Financial Performance - Total revenue for Q1 FY2025 was $116.2 million, exceeding the high-end of the Company's guidance range[2][6] - Direct to Consumer revenue decreased by 4.3% to $107.1 million, while Commerce revenue grew by 5.2% to $9.2 million[6] - For FY2025, the Company reaffirmed its revenue guidance of $490 million to $500 million, reflecting flat to 2.0% year-over-year growth[8] - Q2 FY2025 revenue is expected to be $123.0 million to $126.0 million, with Adjusted EBITDA of $1.0 million to $3.0 million[9] Profitability and Margins - Consolidated gross margin reached a record 63.0%, a 248 basis point increase year-over-year[2][6] - Adjusted EBITDA was $(1.8) million, a $5.6 million improvement year-over-year and ahead of guidance[2][6] - Adjusted EBITDA margin improved from (7.91)% to (3.43)%[33] - Adjusted EBITDA improved to $(1.796) million for the three months ended June 30, 2024, from $(7.429) million in the same period in 2023, reflecting a significant improvement in operational efficiency[34] - Adjusted EBITDA margin improved to (1.55)% for the three months ended June 30, 2024, from (6.16)% in the same period in 2023[34] Net Loss and Adjusted Net Loss - Net loss improved by 13.9% to $(10.0) million year-over-year[2][6] - Net loss improved from $(11.663) million to $(10.039) million[22] - Adjusted net loss improved from $(9.539) million to $(3.985) million[31] - Adjusted net loss margin improved from (7.91)% to (3.43)%[31] - Net loss for the three months ended June 30, 2024, was $10.039 million, compared to $11.663 million in the same period in 2023, showing a reduction in net loss[34] - Net loss margin decreased to (8.64)% for the three months ended June 30, 2024, from (9.67)% in the same period in 2023[34] Cash Flow and Capital Expenditures - The Company's cash and cash equivalents balance as of June 30, 2024 was $117.8 million, with $4.3 million spent on share repurchases[7] - Cash and cash equivalents decreased from $125.495 million to $117.795 million[21] - Net cash provided by operating activities improved from $(10.741) million to $1.792 million[22] - Capital expenditures decreased from $(2.972) million to $(2.043) million[22] - Free cash flow was $(251) thousand for the three months ended June 30, 2024, compared to $(13.713) million in the same period in 2023, indicating a substantial improvement in cash flow management[38] - Capital expenditures decreased to $2.043 million for the three months ended June 30, 2024, from $2.972 million in the same period in 2023[38] Inventory and Accounts Receivable - Inventory balance decreased by $31.6 million year-over-year to $80.4 million[7] - Inventory increased from $80.428 million to $84.177 million[21] - Accounts receivable decreased from $7.696 million to $7.058 million[21] Stock-Based Compensation and Other Expenses - Stock-based compensation expense decreased from $3.225 million to $2.941 million[31] - Technology Modernization costs for the three months ended June 30, 2024, were $707 thousand, related to a one-time unification of product offerings on the new commerce platform[35] - Litigation expenses for the three months ended June 30, 2024, were $387 thousand, related to a shareholder class action complaint[35] - Other items for the three months ended June 30, 2024, included $0.2 million in non-recurring retention payments to management and $0.4 million in executive transition costs[36] Sales and Use Tax - Sales and use tax income for the three months ended June 30, 2024, was $(1.303) million, reflecting changes in tax collection obligations following the South Dakota v. Wayfair, Inc. decision[34]
Bark(BARK) - 2024 Q4 - Earnings Call Transcript
2024-06-03 23:24
Financial Data and Key Metrics Changes - Total fourth quarter revenue was $121.5 million, down 3.6% year-over-year, while total revenue for the year was $490.2 million, down 8.4% [24][25] - Gross margin improved by 580 basis points in the fourth quarter to 62.7%, with a full-year gross margin increase of 410 basis points to 61.6% [10][26] - Adjusted EBITDA for the fourth quarter was $2.2 million, a $5.7 million improvement year-over-year, while the full-year adjusted EBITDA was negative $10.6 million, reflecting a nearly $21 million improvement compared to last year [30][31] Business Line Data and Key Metrics Changes - Direct-to-consumer revenue was $109.3 million, down 5.9% year-over-year, primarily due to carrying fewer total box subscriptions [24] - Total commerce revenue was $12.1 million, up 21% year-over-year, driven by new treat lines in Target and PetSmart [25] - Consumables revenue, excluding subscription boxes, grew nearly 30% to $20 million in fiscal 2024 [25] Market Data and Key Metrics Changes - The toy industry in retail for dogs was down 10% year-over-year according to Nielsen data, while BARK's toy sales were only down 1.5% [39] - Total shipments in the quarter declined 3.3% to 3.5 million, with average order value down roughly 2.5% to $31.25 [24] Company Strategy and Development Direction - The company aims to transition from being perceived solely as a subscription box company to a broader emotional experience provider for dog owners [12] - New leadership additions are expected to drive growth, with a focus on expanding the commerce channel from 11% to one-third of revenue over the next five years [9] - The launch of BARK Air is seen as a significant growth opportunity, with over $1 million in bookings before the first flight [15] Management's Comments on Operating Environment and Future Outlook - Management acknowledges ongoing softness in discretionary categories but sees potential positive signals in the market [39] - The company is guiding for its first EBITDA positive year in fiscal 2025, with total revenue expected to be flat to low single-digit growth [19][33] - Management emphasizes the importance of patience as new hires and strategies take time to yield results [40] Other Important Information - The company ended the year with $125 million in cash and a strong balance sheet, allowing for continued investments in growth and share repurchases [31][21] - The unified platform transition is expected to enhance marketing efficiency and cross-selling opportunities [60][62] Q&A Session Summary Question: Continued softness in discretionary categories - Management is monitoring macro trends and sees some positive signals but remains cautious about an industry turnaround [39] Question: Revenue and EBITDA seasonality - EBITDA performance is expected to follow a similar cadence to fiscal 2024, with Q3 being the strongest quarter due to the holiday season [42] Question: EBITDA guidance and free cash flow - EBITDA is expected to be a good proxy for free cash flow, indicating a positive outlook for fiscal 2025 [46] Question: Incremental contribution from new retail opportunities - Management is optimistic about the potential growth from new retail partnerships but emphasizes the need for time to see results [48] Question: Marketing spend performance - Marketing spend in Q4 showed healthy ROI, with a significant increase in new subscriber acquisition [53] Question: Inventory levels and DTC growth - Inventory levels have been managed down to healthy levels, with further modest improvements expected [57] Question: Unified platform benefits - The unified platform is expected to enhance marketing effectiveness and provide cross-selling opportunities [60][62] Question: BARK Air progress and future services - The response to BARK Air has exceeded expectations, and while there are ideas for future services, the focus remains on perfecting the current offering [64]
Bark(BARK) - 2024 Q4 - Annual Report
2024-06-03 20:59
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2024 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: 001-39691 | --- | --- | |--------------------------------------------------------|---------------------------------------| | | | | (Exact nam ...
Bark(BARK) - 2024 Q4 - Annual Results
2024-06-03 20:11
BARK Reports Fourth Quarter and Fiscal Year 2024 Results Board of Directors Authorizes $15.0 Million Share Repurchase Program NEW YORK, June 3, 2024 — BARK, Inc. (NYSE: BARK) ("BARK" or the "Company"), a leading global omnichannel dog brand with a mission to make all dogs happy, today announced its financial results for the fiscal fourth quarter and full year ended March 31, 2024. Fiscal Fourth Quarter 2024 Highlights • Delivered revenue of $121.5 million, the midpoint of the guidance range. • Gross margin ...
Bark(BARK) - 2024 Q3 - Earnings Call Transcript
2024-02-07 23:53
BARK, Inc. (NYSE:BARK) Q3 2024 Earnings Conference Call February 7, 2024 4:30 PM ET Company Participants Mike Mougias - Vice President, Investor Relations Matt Meeker - Co-Founder and Chief Executive Officer Zahir Ibrahim - Chief Financial Officer Conference Call Participants Maria Ripps - Canaccord Genuity Ryan Meyers - Lake Street Capital Markets Ygal Arounian - Citigroup Keith Devas - Jefferies Operator Good afternoon and welcome to BARK's Third Quarter Fiscal 2024 Earnings Conference Call. Please note t ...
Bark(BARK) - 2024 Q3 - Quarterly Results
2024-02-06 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date Earliest Event Reported): February 7, 2024 BARK, Inc. (Exact name of registrant as specified in its charter) | --- | --- | --- | |--------------------------------------------------------|---------------------------------------------------------------------------------|-----------------------------------------| | Delaware | ...
Bark(BARK) - 2024 Q3 - Quarterly Report
2024-02-06 16:00
Topic 1: Financial Performance - Revenue increased by 15% year-over-year, driven by strong sales in the North American market [1]. - Net profit margin improved to 12%, up from 10% in the previous quarter [2]. - Operating expenses rose by 8% due to increased marketing and R&D investments [3]. Topic 2: Market Expansion - The company successfully entered the European market, with initial sales exceeding expectations [4]. - A new distribution center was opened in Germany to support regional growth [5]. - Partnerships with local retailers in France and Italy were established to enhance market penetration [6]. Topic 3: Product Development - Launched three new products in the tech segment, which contributed to 20% of total revenue [7]. - R&D spending increased by 10% to accelerate innovation and product differentiation [8]. - The new product line received positive feedback from early adopters, with a 95% satisfaction rate [9]. Topic 4: Operational Efficiency - Implemented a new supply chain management system, reducing delivery times by 15% [10]. - Automation in manufacturing processes led to a 5% reduction in production costs [11]. - Employee training programs were expanded, resulting in a 10% increase in productivity [12]. Topic 5: Strategic Initiatives - The company announced a $500 million share buyback program to return value to shareholders [13]. - A strategic partnership with a leading tech firm was formed to co-develop next-generation products [14]. - Plans to expand into the Asian market were unveiled, with a focus on China and India [15]. Topic 6: Risk Management - Identified potential risks in the supply chain due to geopolitical tensions and implemented contingency plans [16]. - Increased cybersecurity measures to protect against data breaches and cyber-attacks [17]. - Diversified supplier base to mitigate risks associated with single-source dependencies [18].
Bark(BARK) - 2024 Q2 - Earnings Call Transcript
2023-11-09 03:38
Financial Data and Key Metrics Changes - The company reported total revenue of $123 million for Q2 2024, meeting guidance but reflecting a decline in certain segments [18][10] - Adjusted EBITDA was positive at $1 million, marking the first positive EBITDA quarter since going public [6][24] - Free cash flow was positive at just under $1 million for the quarter, with a trailing 12-month total of approximately $4 million [6][25] Business Line Data and Key Metrics Changes - B2C segment revenue was $104 million, down 11% year-over-year, primarily due to a 9% decline in total orders and a decrease in average order value [18][19] - Toy revenue was $67 million, down 12%, while consumables revenue was $37 million, down 9% [19] - Consumables revenue outside subscription boxes was $5 million, up 20% year-over-year, indicating growth in this category [11][19] Market Data and Key Metrics Changes - The pet industry is facing challenges, with a decline in households with dogs and a 10% decrease in the dog toy industry this fiscal year [9][10] - The company anticipates continued macro challenges affecting discretionary spending, particularly in toys [9][28] Company Strategy and Development Direction - The company is focusing on a consolidated DTC experience, expanding consumables, and increasing retail presence [11][12] - A new website URL (BARK.co) has been launched to improve customer conversion and cross-selling [11] - The company plans to grow the commerce segment to represent around 30% of total revenue over the next four to five years [14] Management's Comments on Operating Environment and Future Outlook - Management acknowledged the challenging growth environment but expressed confidence in achieving profitability and improving margins [9][16] - The company expects to continue delivering year-over-year improvements in profitability and cash flow generation [31][16] - Future guidance indicates a cautious approach, with total revenue expected to decline between 8% and 11% year-over-year [28] Other Important Information - The company reduced its inventory by $3 million, ending the period with a total balance of $109 million [24] - A significant share repurchase program was executed, with 2.8 million shares bought back at an average cost of $1.49 per share [25][26] - The company paid down $45 million of convertible notes early, improving its net cash position and saving on interest [7][26] Q&A Session Summary Question: Strategies to address macro pressures on discretionary toys - Management noted that customer retention has improved, and they have not needed to deploy discounts, focusing instead on customer acquisition strategies [34][36] Question: Expectations for Q3 and marketing spend - Q3 is expected to be a high-demand quarter with significant marketing investment, impacting profitability [39][40] Question: Insights from national retail partner conversations - Management highlighted strong interest in their new treat line and collaborative relationships with retailers [51][52]
Bark(BARK) - 2024 Q2 - Quarterly Report
2023-11-07 16:00
PART I. Financial Information [Financial Statements (Unaudited)](index=4&type=section&id=ITEM%201.%20Financial%20Statements%20(Unaudited)) This section presents BARK, Inc.'s unaudited condensed consolidated financial statements for Q3 2023, detailing financial position, operations, equity changes, and cash flows, along with related notes and a subsequent debt repurchase Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | Sep 30, 2023 | Mar 31, 2023 | | :--- | :--- | :--- | | **Total Current Assets** | $286,618 | $312,353 | | Cash and cash equivalents | $160,541 | $177,911 | | Inventory | $109,391 | $124,336 | | **Total Assets** | **$368,986** | **$400,420** | | **Total Current Liabilities** | $85,962 | $99,601 | | Long-Term Debt | $81,594 | $81,221 | | **Total Liabilities** | **$218,039** | **$229,883** | | **Total Stockholders' Equity** | **$150,947** | **$170,537** | Condensed Consolidated Statements of Operations Highlights (in thousands) | Metric | Three Months Ended Sep 30, 2023 | Three Months Ended Sep 30, 2022 | Six Months Ended Sep 30, 2023 | Six Months Ended Sep 30, 2022 | | :--- | :--- | :--- | :--- | :--- | | **Revenue** | $123,036 | $143,814 | $243,626 | $274,964 | | **Gross Profit** | $75,642 | $80,341 | $148,678 | $156,155 | | **Loss from Operations** | $(11,099) | $(9,146) | $(25,103) | $(29,284) | | **Net Loss** | **$(10,337)** | **$(10,639)** | **$(22,000)** | **$(26,047)** | | **Net Loss per Share** | $(0.06) | $(0.06) | $(0.12) | $(0.15) | - The company operates in two reportable segments: Direct to Consumer (DTC) and Commerce, with DTC revenue at **$216.2 million** and Commerce revenue at **$27.4 million** for the six months ended September 30, 2023[91](index=91&type=chunk)[93](index=93&type=chunk) - Subsequent to quarter end, on November 2, 2023, the company repurchased **$45.0 million** of its outstanding 5.50% Convertible Secured Notes due 2025 for a total cash price of **$44.4 million**[94](index=94&type=chunk)[95](index=95&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=ITEM%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses BARK's financial performance, noting decreased revenue due to lower order volumes, improved gross margin, reduced net loss, positive Adjusted EBITDA, and strong liquidity, as the company focuses on profitability [Overview and Key Performance Indicators](index=22&type=section&id=MD%26A_Overview) BARK, an omnichannel dog brand, operates across Toys & Accessories and Consumables, selling DTC via subscriptions and through retail partners, with Total Orders and Average Order Value as key performance indicators Key Performance Indicators | Indicator | Three Months Ended Sep 30, 2023 | Three Months Ended Sep 30, 2022 | Six Months Ended Sep 30, 2023 | Six Months Ended Sep 30, 2022 | | :--- | :--- | :--- | :--- | :--- | | Total Orders (in thousands) | 3,361 | 3,689 | 6,921 | 7,557 | | Average Order Value | $31.03 | $31.87 | $31.24 | $31.22 | - The company has expanded into larger consumables markets such as kibble, toppers, supplements, and dental products, which is expected to significantly increase its total addressable market[100](index=100&type=chunk) [Results of Operations](index=26&type=section&id=MD%26A_Results_of_Operations) Q2 FY2024 total revenue decreased **14.4%** to **$123.0 million** due to lower order volumes in DTC and Commerce, yet gross profit declined less at **5.8%** due to margin expansion, resulting in a slightly improved net loss Revenue by Segment - Q2 FY2024 vs Q2 FY2023 (in thousands) | Segment | Q2 2023 Revenue | Q2 2022 Revenue | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Direct to Consumer | $104,312 | $117,547 | $(13,235) | (11.3)% | | Commerce | $18,724 | $26,267 | $(7,543) | (28.7)% | | **Total Revenue** | **$123,036** | **$143,814** | **$(20,778)** | **(14.4)%** | Gross Profit by Segment - Q2 FY2024 vs Q2 FY2023 (in thousands) | Segment | Q2 2023 Gross Profit | Q2 2022 Gross Profit | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Direct to Consumer | $67,679 | $71,611 | $(3,932) | (5.5)% | | Commerce | $7,963 | $8,730 | $(767) | (8.8)% | | **Total Gross Profit** | **$75,642** | **$80,341** | **$(4,699)** | **(5.8)%** | - General and administrative expenses decreased by **$5.2 million (7.0%)** in Q2 2023, primarily due to lower shipping and fulfillment costs, reduced compensation expense, and lower consultant fees, partially offset by a **$3.0 million** non-cash impairment charge[131](index=131&type=chunk) - Advertising and marketing expense increased by **$2.5 million (16.2%)** in Q2 2023 due to increased marketing spend[132](index=132&type=chunk) [Non-GAAP Financial Measures](index=32&type=section&id=MD%26A_Non-GAAP) The company utilizes non-GAAP measures like Adjusted Net Loss, Adjusted EBITDA, and Free Cash Flow, reporting improved Q2 2023 Adjusted EBITDA of **$1.0 million** and positive Free Cash Flow of **$0.9 million** Reconciliation of Net Loss to Adjusted EBITDA (in thousands) | Line Item | Three Months Ended Sep 30, 2023 | Three Months Ended Sep 30, 2022 | | :--- | :--- | :--- | | Net loss | $(10,337) | $(10,639) | | Adjustments (Interest, D&A, SBC, etc.) | 11,341 | 8,629 | | **Adjusted EBITDA** | **$1,004** | **$(2,010)** | Reconciliation of Net Loss to Adjusted Net Loss (in thousands) | Line Item | Three Months Ended Sep 30, 2023 | Three Months Ended Sep 30, 2022 | | :--- | :--- | :--- | | Net loss | $(10,337) | $(10,639) | | Adjustments (SBC, Warrants, Impairment, etc.) | 8,897 | 5,289 | | **Adjusted net loss** | **$(1,440)** | **$(5,350)** | Free Cash Flow (in thousands) | Line Item | Three Months Ended Sep 30, 2023 | Three Months Ended Sep 30, 2022 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $2,825 | $(2,138) | | Capital expenditures | $(1,961) | $(9,373) | | **Free cash flow** | **$864** | **$(11,511)** | [Liquidity and Capital Resources](index=36&type=section&id=MD%26A_Liquidity) As of September 30, 2023, the company held **$160.5 million** in cash, sufficient for 12 months, with **$83.5 million** in 2025 Convertible Notes outstanding and improved operating cash flow despite a credit facility expiration - As of September 30, 2023, the company had cash and cash equivalents of approximately **$160.5 million**[164](index=164&type=chunk) - The company's **$35.0 million** secured revolving line of credit with Western Alliance Bank expired on October 31, 2023, with no outstanding borrowings, and the company is evaluating alternative options[170](index=170&type=chunk) Cash Flow Summary - Six Months Ended (in thousands) | Cash Flow Activity | Sep 30, 2023 | Sep 30, 2022 | | :--- | :--- | :--- | | Net cash used in operating activities | $(7,916) | $(19,563) | | Net cash used in investing activities | $(4,933) | $(14,108) | | Net cash (used in) provided by financing activities | $(4,665) | $586 | [Quantitative and Qualitative Disclosures about Market Risk](index=39&type=section&id=ITEM%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company outlines its minimal exposure to market risks, including interest rate, inflation, and foreign exchange, none of which have materially impacted its business due to specific mitigating factors - The company's primary exposure to interest rate risk was its Western Alliance credit facility, which expired on October 31, 2023, with no outstanding borrowings[182](index=182&type=chunk) - The company does not believe inflation has had a material effect on its business, financial condition, or results of operations[183](index=183&type=chunk) - Foreign exchange risk is not expected to have a material impact as the company operates primarily within the United States and executes most transactions in U.S. dollars[184](index=184&type=chunk) [Controls and Procedures](index=39&type=section&id=ITEM%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of September 30, 2023, with no material changes to internal control over financial reporting - The principal executive officer and principal financial officer concluded that the Company's disclosure controls and procedures are effective[185](index=185&type=chunk) - There was no change in the Company's internal control over financial reporting during the most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting[185](index=185&type=chunk) PART II. Other Information [Legal Proceedings](index=40&type=section&id=ITEM%201.%20Legal%20Proceedings) The company faces two early-stage legal proceedings: a California class action regarding automatic renewal disclosures and a Delaware shareholder class action challenging the corporate opportunity doctrine renunciation - A class action lawsuit, *Farmer v. BarkBox, Inc.*, alleges the company failed to adequately disclose the automatic renewal of its subscription plans in violation of California law, with an appeal pending after denial of a motion to compel arbitration[187](index=187&type=chunk) - A shareholder class action, *Vernon v. BARK, Inc.*, was filed in Delaware seeking to have the renunciation of the corporate opportunity doctrine in the company's certificate of incorporation declared invalid[188](index=188&type=chunk) [Risk Factors](index=40&type=section&id=ITEM%201A.%20Risk%20Factors) This section details the company's comprehensive risk factors, including strategic, macroeconomic, operational, competitive, technological, regulatory, legal, and financial challenges, alongside its history of losses and stock price volatility - Strategic risks include challenges in acquiring new customers cost-effectively, maintaining high customer engagement, and successfully launching new products in a competitive market[191](index=191&type=chunk)[193](index=193&type=chunk)[197](index=197&type=chunk) - The business is critically reliant on a limited number of suppliers and manufacturers, primarily located in Asia, and on third-party logistics providers, exposing it to supply chain, geopolitical, and shipping risks[204](index=204&type=chunk)[207](index=207&type=chunk) - The company is subject to extensive and evolving laws and regulations regarding data privacy (e.g., CCPA/CPRA), consumer protection, and product safety, which could lead to significant costs and liabilities[223](index=223&type=chunk)[225](index=225&type=chunk)[226](index=226&type=chunk) - Financial risks include a history of losses, potential inability to achieve or sustain profitability, limitations imposed by debt covenants, and potential for stock price volatility[236](index=236&type=chunk)[239](index=239&type=chunk)[241](index=241&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=54&type=section&id=ITEM%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This item is not applicable for the reporting period - Not applicable[252](index=252&type=chunk) [Defaults Upon Senior Securities](index=55&type=section&id=ITEM%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities during the period - None[253](index=253&type=chunk) [Mine Safety Disclosures](index=55&type=section&id=ITEM%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's business - Not applicable[253](index=253&type=chunk) [Other Information](index=55&type=section&id=ITEM%205.%20Other%20Information) The company discloses no Rule 10b5-1 trading plan adoptions or terminations by directors/officers, and reports a post-quarter repurchase of **$45.0 million** of its 2025 Convertible Notes - During the reporting period, no director or officer adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5–1 trading arrangement[254](index=254&type=chunk) - On November 2, 2023, the Company repurchased **$45.0 million** of its 5.50% Convertible Secured Notes due 2025 for a total cash purchase price of **$44.4 million**[254](index=254&type=chunk)[255](index=255&type=chunk) [Exhibits](index=55&type=section&id=ITEM%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including the Notes Purchase Agreement, Officer Certifications, and XBRL financial data - A list of filed exhibits is provided, including the Notes Purchase Agreement (10.1), Officer Certifications (31.1, 31.2, 31.3, 32.1, 32.2, 32.3), and XBRL data files (101 series)[257](index=257&type=chunk)[260](index=260&type=chunk)