5 unchanged sentences
The following performance graph and related information shall not be deemed “soliciting material” or “filed” with the SEC, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each, as amended, except to the extent that we specifically incorporate it by reference into such filing.
−Removed: The following graph compares the total cumulative stockholder return on our common stock for the period from December 31, 2015 through December 31, 2020, with the cumulative total return of (a) the NASDAQ Composite Index, (b) a peer group consisting of Arrow Global, B2Holding, Hoist Finance, Intrum, Kruk and PRA Group, Inc.
+Added: The following graph compares the total cumulative stockholder return on our common stock for the period from December 31, 2016 through December 31, 2021, with the cumulative total return of (a) the NASDAQ Composite Index, (b) a peer group consisting of B2Holding, Hoist Finance, Intrum, Kruk and PRA Group, Inc.
which we believe are comparable companies.
+Added: Arrow Global was removed from the peer group presented for 2021 as it became a private company.
The comparison assumes that $100 was invested on December 31, 2016, in our common stock and in each of the comparison indices (including reinvestment of dividends).
8 unchanged sentences
The declaration, payment, and amount of future dividends, if any, is subject to the discretion of our Board of Directors, which may review our dividend policy from time to time in light of the then existing relevant facts and circumstances.
−Removed: Our ability to pay dividends may be restricted by covenants in certain of the indentures governing our senior secured notes and by the terms of our Global Senior Secured Revolving Credit Facility.
+Added: Our ability to pay dividends may be restricted by covenants in certain of the indentures governing our senior secured notes and by the terms of our global senior secured
+Added: Tabl e of Contents
+Added: revolving credit facility (“Global Senior Facility”).
We may also be subject to additional dividend restrictions under future debt agreements or the terms of securities we may issue in the future.
1 unchanged sentence
In August 2015, our Board of Directors approved a $50.0 million share repurchase program.
−Removed: Repurchases under this program are expected to be made with cash on hand and may be made from time to time, subject to market conditions and other factors, in the open market, through private transactions, block transactions, or other methods as determined by the management and our Board of Directors, and in accordance with market conditions, other corporate considerations, and applicable regulatory requirements.
−Removed: The program does not obligate the Company to acquire any particular amount of common stock, and it may be modified or suspended at any time at the Company’s discretion.
−Removed: As of December 31, 2020, we had not made any repurchases under the share repurchase program.
+Added: In May 2021, we announced that the Board of Directors had approved an increase in the size of the repurchase program from $50.0 million to $300.0 million (an increase of $250.0 million).
+Added: Repurchases under this program are expected to be made from cash on hand and/or a drawing from our Global Senior Facility, and may be made from time to time, subject to market conditions and other factors, in the open market, through private transactions, block transactions, or other methods as determined by management and our Board of Directors, and in accordance with market conditions, other corporate considerations, and applicable regulatory requirements.
+Added: The program does not obligate us to acquire any particular amount of common stock, and it may be modified or suspended at any time at our discretion.
+Added: During the three months ended December 31, 2021, we repurchased 621,177 shares of our common stock for approximately $33.1 million under the share repurchase program.
+Added: Our practice is to retire the shares repurchased.
+Added: On November 4, 2021, we commenced a modified “Dutch Auction” tender offer to purchase up to $300.0 million of shares of our common stock with a price range between $52.00 and $60.00 per share.
+Added: On December 9, 2021, we announced the final results of the tender offer.
+Added: Through the tender offer, we purchased 4,471,995 shares of common stock at a price of $60.00 per share, for a total cost of $268.3 million, excluding fees and expenses.
+Added: The shares purchased through the tender offer were immediately retired.
+Added: The following table presents information with respect to purchases of our common stock during the three months ended December 31, 2021:
+Added: Period Total Number of Shares Purchased Average
+Added: Per Share Total Number of
+Added: Shares Purchased
+Added: as Part of Publicly
+Added: Announced Plans
+Added: or Programs Maximum Number
+Added: of Shares (or
+Added: Approximate Dollar
+Added: Value) That May
+Added: Yet Be Purchased
+Added: Under the Publicly
+Added: Announced Plans
+Added: or Programs (1)
+Added: October 1, 2021 to October 31, 2021 406,270 $ 51.72 406,270 $ 190,869,343
+Added: November 1, 2021 to November 30, 2021 (1)
+Added: 119,682 $ 53.82 119,682 $ 484,428,058
+Added: December 1, 2021 to December 31, 2021 (1)
+Added: 4,567,220 $ 59.98 4,567,220 $ 178,805,902
+Added: Total 5,093,172 $ 59.17 5,093,172 $ 178,805,902
+Added: ________________________
+Added: (1) On November 4, 2021, we commenced a modified “Dutch Auction” tender offer to purchase up to $300.0 million of shares of our common stock.
+Added: In December 2021, we repurchased 4,471,995 shares through the tender offer at a price of $60.00 for a total amount of $268.3 million.
Recent Sales of Unregistered Securities
1 unchanged sentence
See Item 12—“Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.”
+Added: Item 6—[Reserved]
+Added: Tabl e of Contents
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.