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EQUITY
3 Months Ended
Mar. 31, 2024
EQUITY [Abstract]  
Equity NOTE 12. EQUITY

Share Repurchases

On March 11, 2020, the Company announced a share repurchase program, which authorized the Company to repurchase up to $200.0 million of the Company’s Class A common stock (“Class A Common”). On March 4, 2022, the share repurchase program was expanded by authorizing the Company to repurchase an additional $200.0 million of the Company’s Class A Common. On September 27, 2023, the share repurchase program was expanded by authorizing the Company to repurchase an additional $350.0 million of the Company’s Class A Common. The repurchase program has no time limit and may be suspended for periods or discontinued at any time. The Company repurchased 1.6 million shares under this program at an average price of $52.18, for a total dollar amount of $83.3 million during the three months ended March 31, 2024. As of March 31, 2024, the Company has remaining authorization to repurchase a total of $191.7 million of the Company’s Class A Common. The timing and actual number of shares repurchased will depend on various factors including price, corporate and regulatory requirements, debt covenant requirements, alternative investment opportunities and other market conditions. Funding of share repurchases is expected to come from operating cash flows and excess cash.

Shares repurchased by the Company are accounted for under the constructive retirement method, in which the shares repurchased, are immediately retired, as there is no plan to reissue the shares. The Company made an accounting policy election to charge the excess of repurchase price over par value entirely to retained earnings.

Common Stock

Our amended and restated Certificate of Incorporation provides for a total of 775,000,000 authorized shares of common stock. Of the authorized number of shares of common stock, 500,000,000 shares are designated as Class A Common, and 275,000,000 shares are designated as Class B common stock (“Class B Common”).

The holders of Class A Common are entitled to one vote for each share of Class A Common held. The holders of Class B Common are entitled to 10 votes for each share of Class B Common held. Each share of our Class B Common is convertible at any time at the option of the holder into one share of our Class A Common. In addition, each share of our Class B Common will convert automatically into one share of our Class A Common upon any transfer, whether or not for value, except for permitted transfers. For more details relating to the conversion of our Class B Common please see “Exhibit 4.2, Description of Securities of the Registrant” filed with our Annual Report on Form 10-K on February 21, 2024. The holders of Class A Common and Class B Common vote together as one class of common stock. Except for voting rights, the Class A Common and Class B Common have the same rights and privileges.

Accumulated Other Comprehensive Income (Loss)

The tables below present the changes in each component of accumulated other comprehensive income/(loss), including current period other comprehensive income/(loss) and reclassifications out of accumulated other comprehensive income/(loss) for the three months ended March 31, 2024 and 2023, respectively:

(In thousands)

Unrealized loss on marketable securities, net of tax

Foreign currency translation adjustments

Accumulated other comprehensive loss

Accumulated other comprehensive income/(loss), net of tax, at December 31, 2023

$

(1,862)

$

(8,330)

$

(10,192)

Other comprehensive income/(loss) before reclassifications

476

(1,232)

(756)

Amounts reclassified from accumulated other comprehensive income/(loss), net of tax

(97)

(97)

Other comprehensive income/(loss), net of tax

379

(1,232)

(853)

Accumulated other comprehensive income/(loss), net of tax, at March 31, 2024

$

(1,483)

$

(9,562)

$

(11,045)

(In thousands)

Unrealized loss on marketable securities, net of tax

Foreign currency translation adjustments

Accumulated other comprehensive loss

Accumulated other comprehensive income/(loss), net of tax, at December 31, 2022

$

(15,093)

$

(9,537)

$

(24,630)

Other comprehensive income/(loss) before reclassifications

5,603

910

6,513

Amounts reclassified from accumulated other comprehensive income/(loss), net of tax

(1,305)

(1,305)

Other comprehensive income/(loss), net of tax

4,298

910

5,208

Accumulated other comprehensive income/(loss), net of tax, at March 31, 2023

$

(10,795)

$

(8,627)

$

(19,422)

 

Amounts reclassified from accumulated other comprehensive loss, net of tax, related to unrealized gains/losses on marketable securities were released to other income, net in our condensed consolidated statements of operations and comprehensive income.

Earnings Per Common Share

The Company computes basic earnings per share using the weighted-average number of common shares outstanding during the period. Diluted earnings per share assumes the conversion, exercise or issuance of all potential common stock equivalents, unless the effect of inclusion would be anti-dilutive. For purposes of this calculation, common stock equivalents include the Company’s stock options, unvested RSUs, and PRSUs. These are included in basic net income per share as of the date that all necessary conditions have been satisfied and are included in the denominator for dilutive calculation for the entire period if such shares would be issuable as of the end of the reporting period assuming the end of the reporting period was the end of the contingency period.

The following table sets forth the computation of basic and diluted earnings per share:

Year Ended

March 31,

(In thousands, except per share amounts)

2024

2023

Numerator:

Net income/(loss) for basic

$

(7,117)

$

49,129

Dilutive potential net income /(loss)

Adjusted net income (loss) for diluted

$

(7,117)

$

49,129

Denominator for basic and diluted net income per share:

Weighted average shares outstanding for basic

135,358

100,279

Dilutive stock options, RSUs, and PRSUs

1,917

Weighted average shares outstanding for diluted

135,358

102,196

Earnings per share:

Basic

$

(0.05)

$

0.49

Diluted

$

(0.05)

$

0.48

Anti-dilutive stock options and RSUs excluded from the calculation

7,460

5,383

Anti-dilutive warrants excluded from the calculation

3,618

Anti-dilutive Senior Convertible Notes due 2025 excluded from the calculation

3,618

Total

14,696

5,383

In accordance with ASU No. 2020-06, Debt with Conversion and Other Options (Subtopic 470-20), the Company applies the if-converted method in computing the effect of the Company's 2025 Notes on diluted net income per share. For periods in which the Company reports net income, the numerator of the diluted per share computation is adjusted for interest expense and amortization of debt issuance costs, net of tax, and the denominator is adjusted for the weighted average number of shares into which each of the Company’s 2025 Notes could be converted. The effect is only included in the calculation of diluted net income per share for those 2025 Notes which reduce net income per share.