Common Unit Repurchase Plans and Retirement

12 Months Ended

Sep. 30, 2021

Equity [Abstract]

Common Unit Repurchase Plans and Retirement

5) Common Unit Repurchase Plans and Retirement

In July 2012, the Board adopted a plan to repurchase certain of the Company’s Common Units (the “Repurchase Plan”). Through August 2020, the Company had repurchased approximately 14.4 million Common Units under the Repurchase Plan. In August 2020, the Board authorized an increase of the number of Common Units that remained available for the Company to repurchase from 2.0 million to a total of 6.0 million, of which, 4.9 million were available for repurchase in open market transactions and 1.1 million were available for repurchase in privately-negotiated transactions. There is no guarantee of the number of units that will be purchased under the Repurchase Plan and the Company may discontinue purchases at any time. The Repurchase Plan does not have a time limit. The Board may also approve additional purchases of units from time to time in private transactions. The Company’s repurchase activities take into account SEC safe harbor rules and guidance for issuer repurchases. All of the Common Units purchased under the Repurchase Plan will be retired.

Under the Credit Agreement dated December 4, 2019, in order to repurchase Common Units we must maintain Availability (as defined in the amended and restated credit agreement) of $45 million, 15.0% of the facility size of $300 million (assuming the non-seasonal aggregate commitment is outstanding) on a historical pro forma and forward-looking basis, and a fixed charge coverage ratio of not less than 1.15 measured as of the date of repurchase. (See Note 13—Long-Term Debt and Bank Facility Borrowings). The following table shows repurchases under the Repurchase Plan.

(in thousands, except per unit amounts)
Period	Total Number of Units Purchased		Average Price Paid per Unit (a)		Total Number of Units Purchased as Part of Publicly Announced Plans or Programs		Maximum Number of Units that May Yet Be Purchased
Fiscal year 2012 to 2020 total		17,697	$	8.26		14,622		5,730
First quarter fiscal year 2021 total		2,591	$	9.75		1,191		4,539	(b),(c)
Second quarter fiscal year 2021 total		538	$	9.67		538		4,001	(d)
Third quarter fiscal year 2021 total		568	$	10.94		568		3,433	(e)
July 2021		25	$	11.27		25		3,408
August 2021		223	$	10.68		223		3,185
September 2021		337	$	10.30		337		2,848
Fourth quarter fiscal year 2021 total		585	$	10.49		585		2,848
Fiscal year 2021 total		4,282	$	10.00		2,882		2,848
October 2021		273	$	10.67		273		2,575
November 2021		161	$	10.99		161		2,414	(f)

(a) Amounts include repurchase costs.

(b) On November 16, 2020, the Company purchased 1.4 million Common Units in a private transaction for aggregate consideration of approximately $13.8 million.  The purchase was made outside of the Company’s unit repurchase plan.

(c) On December 10, 2020, the Company purchased 0.4 million Common Units in a private transaction for aggregate consideration of approximately $4.2 million.  The purchase was made within the Company’s unit repurchase plan.

(d) On January 28, 2021, the Company purchased 0.1 million Common Units in a private transaction for aggregate consideration of approximately $1.3 million.  The purchase was made within the Company’s unit repurchase plan.

(e) On May 28, 2021, the Company purchased 0.3 million Common Units in a private transaction for aggregate consideration of approximately $2.8 million.  The purchase was made within the Company’s unit repurchase plan.

(f) Of the total available for repurchase, approximately 2.1 million are available for repurchase in open market   transactions and 0.3 million are available for repurchase in privately-negotiated transactions.