Equity

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

Equity

10. EQUITY

Common Shares

In 2021, we completed the sale of 1,658,012 common shares through an at-the-market offering program pursuant to an Equity Distribution Agreement for the issuance and sale of up to $60.0 million of our common shares, which generated aggregate proceeds of $59.1 million, net of commissions and other associated costs. Proceeds were used to reduce outstanding debt on the Company’s credit facility in 2021.

On June 9, 2022, we entered into an Equity Distribution Agreement with certain banks (the "2022 Equity Distribution Agreement") for the issuance and sale of up to $60.0 million of our common shares. Under the terms of the 2022 Equity Distribution Agreement, sales of our common shares may be made by any method deemed to be an "at-the-market offering" as defined in Rule 415 under the Securities Act of 1933 (the "ATM program"). The Company elects when to issue a placement notice which may, among other sales parameters, specify the number of shares to be sold, the minimum price per share to be accepted, the daily volume of shares that may be sold and the range of dates when shares may be sold. The Company intends to use the net proceeds from any offerings for general corporate purposes. Pending these uses, Core Lab intends to invest the net proceeds in investment-grade interest-bearing obligations, highly liquid cash equivalents, certificates of deposit or direct or guaranteed obligations of the United States of America. As of September 30, 2022 and for the time period of October 1, 2022 through October 27, 2022, the Company has not sold any shares under the 2022 Equity Distribution Agreement.

Treasury Shares

During the three and nine months ended September 30, 2022, we distributed 27,925 and 87,330 treasury shares, respectively, upon vesting of stock-based awards. During the three months ended September 30, 2022, we repurchased 8,062 of our common shares for $0.1 million, which were surrendered to us pursuant to the terms of a stock-based compensation plan in consideration of the participants' tax burdens resulting from the issuance of common shares under that plan. During the nine months ended

September 30, 2022, we repurchased 92,057 of our common shares for $2.3 million, including rights to 19,776 shares valued at $0.5 million surrendered to us pursuant to the terms of a stock-based compensation plan in consideration of the participants' tax burdens resulting from the issuance of common shares under that plan. Such common shares, unless canceled, may be reissued for a variety of purposes such as future acquisitions, non-employee director stock awards or employee stock awards.

Dividend Policy

In March, May and August 2022, we paid a quarterly dividend of $0.01 per common share. In addition, on October 26, 2022 we declared a quarterly dividend of $0.01 per common share for shareholders of record on November 7, 2022 and payable on November 28, 2022.

Accumulated Other Comprehensive Income (Loss)

Amounts recognized, net of income tax, in accumulated other comprehensive income (loss) consist of the following (in thousands):

	September 30, 2022			December 31, 2021
Pension and other post-retirement benefit plans - unrecognized    prior service costs and net actuarial loss	$	(5,595	)	$	(5,595	)
Interest rate swaps - net fair value gain (loss)		1,095			(4,538	)
Total accumulated other comprehensive income (loss)	$	(4,500	)	$	(10,133	)