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Subsequent Events
3 Months Ended
Mar. 31, 2019
Subsequent Events [Abstract]  
Subsequent Events
Subsequent Events
The Company evaluates subsequent events through the date on which the financial statements are issued.
On April 12, 2019, the Company refinanced its Term Loan Facility and used proceeds of $375.0 million to repay in full the outstanding principal balance of the Term Loan Facility, pay fees and expenses and increase our cash balance.
Borrowings under the New TLB bear interest at LIBOR plus 3.25%. The new TLB requires quarterly principal amortization payments of $4.7 million (or $18.8 million annually), beginning September 30, 2019 through March 31, 2024, with the remaining balance of the New TLB due at maturity on April 12, 2024. In addition, beginning for the year ended December 31, 2019, the Company may be required to make annual repayments of principal on the New TLB within ninety days of year end of up to 50% of our annual excess cash flow as defined in the credit agreement based on a calculation of net leverage. The Company is also required to repay certain amounts of the New TLB in connection with the non-ordinary course sale of assets, receipt of insurance proceeds, and the issuance of debt obligations, subject to certain exceptions. The Revolving Loan Facility was not refinanced and the amount, interest rate and maturity remain unchanged.
The New TLB and Revolving Loan Facility are both guaranteed by the Company’s existing and subsequently acquired or organized wholly-owned U.S. restricted subsidiaries (excluding any registered broker-dealers) and secured with a first priority perfected security interest in certain domestic assets and 100% of the capital stock of each U.S. subsidiary and 65% of the capital stock of each non-U.S. subsidiary, subject to certain exclusions which, for the avoidance of doubt, such security interest shall not include any assets of regulated subsidiaries that are not permitted to be pledged by law, statute or regulation, including cash held by regulated subsidiaries and any other capital required to meet and maintain regulatory capital requirements. The credit facilities contain certain covenants that limit the Company’s ability above certain permitted amounts to incur additional indebtedness, make certain acquisitions, pay dividends and repurchase shares. The New TLB does not have financial covenants and the Revolving Loan Facility is subject to a springing total net leverage ratio financial covenant, subject to certain step downs, if the Company’s borrowings under the revolving loan facility exceed $12.5 million. The Company is also subject to certain other non-financial covenants. As a result of the refinancing, in the second quarter of 2019, the Company will be required to write off certain unamortized deferred financing costs associated with the Term Loan Facility and certain costs associated with the New TLB.
In connection with the refinancing in April 2019, the Board of Directors of the Company increased the remaining amount authorized for future repurchases of common shares under the repurchase plan to $75 million.
On April 24, 2019, the Board of Directors of the Company declared a quarterly dividend of $0.05 per share. The dividend will be payable on June 19, 2019 to the common stockholders of record on June 5, 2019.
On April 30, 2019, pursuant to the purchase agreement related to the acquisition of Cogent, in consideration for the achievement of the Earnout, the Company issued 334,048 common shares and made a cash payment of $18.9 million. See “Note 4 — Fair Value of Financial Instruments”, “Note 7 — Equity” and “Note 8 — Earnings per Share”.