Subsequent Event

12 Months Ended

Dec. 31, 2022

Subsequent Events [Abstract]

Subsequent Event

Note 18: Subsequent Events

Amended and Restated Credit Agreement

On January 24, 2023 (the “Closing Date”), we entered into an Amended and Restated Credit Agreement, which amends and restates in its entirety our existing Credit Agreement.

The Amended and Restated Credit Agreement provides for a delayed draw term loan facility up to a maximum principal amount of $270 million (the “Delayed Draw Term Loan Facility”) and a revolving credit facility with a commitment amount of $50 million (the “Revolving Credit Facility”). We may borrow term loans under the Delayed Draw Term Loan Facility (the “Term Loans”) until January 24, 2024. The stated maturity date of the Delayed Draw Term Loan Facility and the Revolving Credit Facility is January 24, 2028 (the “Maturity Date”). The proceeds of any Term Loans may be used to fund shareholder distributions and for general corporate purposes. The proceeds of any loans under the Revolving Credit Facility may be used to finance working capital needs and for general corporate purposes. On February 24, 2023, we borrowed $170.0 million under the Delayed Draw Term Loan Facility.

Stock Repurchases

Between January 1, 2023 and January 26, 2023, we repurchased approximately 0.5 million shares of our common stock under our stock repurchase authorization for an aggregate purchase price of approximately $12.5 million. The remaining authorized amount under the stock repurchase authorization as of February 24, 2023 was approximately $187.5 million.

Capital Return Program

On January 27, 2023, we commenced a modified “Dutch Auction” tender offer (the “Tender Offer”) to purchase shares of our common stock for an aggregate purchase price of up to $250 million at a price per share not less than $27.00 and not greater than $31.00. The Tender Offer is in addition to, and separate from, the $200.0 million stock repurchase authorization discussed in "Note 12—Stockholders' Equity." The Tender Offer was

not conditioned upon any minimum number of shares being tendered and was not subject to a financing condition. The Tender Offer expired at 12:00 midnight, New York City Time, at the end of the day on February 24, 2023. Based on the preliminary results of the Tender Offer, we expect to purchase 8.3 million shares, or approximately 17.4% of our outstanding shares of common stock as of February 24, 2023, for aggregate cash consideration of $250.0 million (excluding fees and expenses related to the Tender Offer).