UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 20202021
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________________ to ________________
Commission file number: 1-03579
PITNEY BOWES INC.
(Exact name of registrant as specified in its charter)
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State of incorporation: | Delaware | | I.R.S. Employer Identification No. | 06-0495050 |
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Address of Principal Executive Offices: | 3001 Summer Street, | Stamford, | Connecticut | 06926 | |
Telephone Number: | (203) | 356-5000 | | | | |
Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class | | Trading Symbol(s) | | Name of Each Exchange on Which Registered |
Common Stock, $1 par value per share | | PBI | | New York Stock Exchange |
6.7% Notes due 2043 | | PBI.PRB | | New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þ No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer | þ☐ | Accelerated filer | oþ | Non-accelerated filer | o |
Smaller reporting company | ☐ | Emerging growth company | ☐ | | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No þ
As of October 28, 2020, 173,108,67929, 2021, 176,064,604 shares of common stock, par value $1 per share, of the registrant were outstanding.
PITNEY BOWES INC.
INDEX
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| Condensed Consolidated Statements of Income (Loss)Operations for the Three and Nine Months Ended September 30, 20202021 and 20192020 | |
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| Condensed Consolidated Statements of Comprehensive (Loss) Income (Loss) for the Three and Nine Months Ended September 30, 20202021 and 20192020 | |
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| Condensed Consolidated Balance Sheets at September 30, 20202021 and December 31, 20192020 | |
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| Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 20202021 and 20192020 | |
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Item 6: | Exhibits | |
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PART I. FINANCIAL INFORMATION
Item 1: Financial Statements
PITNEY BOWES INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)OPERATIONS
(Unaudited; in thousands, except per share amounts)
| | | Three Months Ended September 30, | | Nine Months Ended September 30, | | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2020 | | 2019 | | 2020 | | 2019 | | 2021 | | 2020 | | 2021 | | 2020 |
Revenue: | Revenue: | | | | | | | | Revenue: | | | | | | | |
Business services | Business services | $ | 550,954 | | | $ | 419,101 | | | $ | 1,524,323 | | | $ | 1,243,609 | | Business services | $ | 551,384 | | | $ | 550,954 | | | $ | 1,688,860 | | | $ | 1,524,323 | |
Support services | Support services | 117,519 | | | 126,274 | | | 353,320 | | | 382,578 | | Support services | 113,413 | | | 117,519 | | | 347,266 | | | 353,320 | |
Financing | Financing | 86,218 | | | 90,577 | | | 260,758 | | | 280,039 | | Financing | 71,936 | | | 86,218 | | | 223,201 | | | 260,758 | |
Equipment sales | Equipment sales | 79,572 | | | 89,618 | | | 213,682 | | | 264,956 | | Equipment sales | 83,234 | | | 79,572 | | | 256,304 | | | 213,682 | |
Supplies | Supplies | 39,635 | | | 44,818 | | | 118,117 | | | 142,261 | | Supplies | 38,211 | | | 39,635 | | | 119,090 | | | 118,117 | |
Rentals | Rentals | 18,000 | | | 19,737 | | | 55,458 | | | 60,339 | | Rentals | 17,271 | | | 18,000 | | | 55,128 | | | 55,458 | |
Total revenue | Total revenue | 891,898 | | | 790,125 | | | 2,525,658 | | | 2,373,782 | | Total revenue | 875,449 | | | 891,898 | | | 2,689,849 | | | 2,525,658 | |
Costs and expenses: | Costs and expenses: | | | | | | | | Costs and expenses: | | | | | | | |
Cost of business services | Cost of business services | 482,965 | | | 338,519 | | | 1,311,941 | | | 1,003,483 | | Cost of business services | 472,216 | | | 482,965 | | | 1,454,564 | | | 1,311,941 | |
Cost of support services | Cost of support services | 37,647 | | | 41,086 | | | 114,132 | | | 123,453 | | Cost of support services | 38,250 | | | 37,647 | | | 112,646 | | | 114,132 | |
Financing interest expense | Financing interest expense | 11,626 | | | 11,026 | | | 36,054 | | | 33,433 | | Financing interest expense | 11,710 | | | 11,626 | | | 35,369 | | | 36,054 | |
Cost of equipment sales | Cost of equipment sales | 59,766 | | | 59,859 | | | 165,045 | | | 182,094 | | Cost of equipment sales | 62,221 | | | 59,766 | | | 185,622 | | | 165,045 | |
Cost of supplies | Cost of supplies | 10,132 | | | 12,225 | | | 30,751 | | | 37,533 | | Cost of supplies | 10,705 | | | 10,132 | | | 32,383 | | | 30,751 | |
Cost of rentals | Cost of rentals | 6,055 | | | 5,090 | | | 18,455 | | | 23,223 | | Cost of rentals | 6,480 | | | 6,055 | | | 18,940 | | | 18,455 | |
Selling, general and administrative | Selling, general and administrative | 238,618 | | | 254,092 | | | 720,882 | | | 757,228 | | Selling, general and administrative | 225,024 | | | 238,618 | | | 699,316 | | | 720,882 | |
Research and development | Research and development | 9,255 | | | 12,272 | | | 28,838 | | | 38,421 | | Research and development | 10,621 | | | 9,255 | | | 32,996 | | | 28,838 | |
Restructuring charges and asset impairments | 3,766 | | | 47,017 | | | 12,505 | | | 56,616 | | |
Restructuring charges | | Restructuring charges | 3,701 | | | 3,766 | | | 11,434 | | | 12,505 | |
Goodwill impairment | Goodwill impairment | 0 | | | 0 | | | 198,169 | | | 0 | | Goodwill impairment | — | | | — | | | — | | | 198,169 | |
Interest expense, net | Interest expense, net | 27,175 | | | 28,704 | | | 79,504 | | | 84,325 | | Interest expense, net | 24,312 | | | 27,175 | | | 73,816 | | | 79,504 | |
Other components of net pension and postretirement (income) cost | (109) | | | (882) | | | 126 | | | (3,138) | | |
Other (income) expense | (6,325) | | | 667 | | | 9,787 | | | 18,350 | | |
Other components of net pension and postretirement cost (income) | | Other components of net pension and postretirement cost (income) | 46 | | | (109) | | | 708 | | | 126 | |
Other expense (income) | | Other expense (income) | 3,193 | | | (6,325) | | | 40,941 | | | 9,787 | |
Total costs and expenses | Total costs and expenses | 880,571 | | | 809,675 | | | 2,726,189 | | | 2,355,021 | | Total costs and expenses | 868,479 | | | 880,571 | | | 2,698,735 | | | 2,726,189 | |
Income (loss) from continuing operations before taxes | Income (loss) from continuing operations before taxes | 11,327 | | | (19,550) | | | (200,531) | | | 18,761 | | Income (loss) from continuing operations before taxes | 6,970 | | | 11,327 | | | (8,886) | | | (200,531) | |
Provision (benefit) for income taxes | 554 | | | (24,895) | | | 7,540 | | | (13,351) | | |
(Benefit) provision for income taxes | | (Benefit) provision for income taxes | (1,525) | | | 554 | | | (10,602) | | | 7,540 | |
Income (loss) from continuing operations | Income (loss) from continuing operations | 10,773 | | | 5,345 | | | (208,071) | | | 32,112 | | Income (loss) from continuing operations | 8,495 | | | 10,773 | | | 1,716 | | | (208,071) | |
Income (loss) from discontinued operations, net of tax | Income (loss) from discontinued operations, net of tax | 616 | | | (8,470) | | | 7,648 | | | (14,199) | | Income (loss) from discontinued operations, net of tax | 572 | | | 616 | | | (4,334) | | | 7,648 | |
Net income (loss) | Net income (loss) | $ | 11,389 | | | $ | (3,125) | | | $ | (200,423) | | | $ | 17,913 | | Net income (loss) | $ | 9,067 | | | $ | 11,389 | | | $ | (2,618) | | | $ | (200,423) | |
Basic earnings (loss) per share (1): | Basic earnings (loss) per share (1): | | | | | | | | Basic earnings (loss) per share (1): | | | | | | | |
Continuing operations | Continuing operations | $ | 0.06 | | | $ | 0.03 | | | $ | (1.21) | | | $ | 0.18 | | Continuing operations | $ | 0.05 | | | $ | 0.06 | | | $ | 0.01 | | | $ | (1.21) | |
Discontinued operations | Discontinued operations | 0 | | | (0.05) | | | 0.04 | | | (0.08) | | Discontinued operations | — | | | — | | | (0.02) | | | 0.04 | |
Net income (loss) | Net income (loss) | $ | 0.07 | | | $ | (0.02) | | | $ | (1.17) | | | $ | 0.10 | | Net income (loss) | $ | 0.05 | | | $ | 0.07 | | | $ | (0.02) | | | $ | (1.17) | |
Diluted earnings (loss) per share (1): | Diluted earnings (loss) per share (1): | | | | | | | | Diluted earnings (loss) per share (1): | | | | | | | |
Continuing operations | Continuing operations | $ | 0.06 | | | $ | 0.03 | | | $ | (1.21) | | | $ | 0.18 | | Continuing operations | $ | 0.05 | | | $ | 0.06 | | | $ | 0.01 | | | $ | (1.21) | |
Discontinued operations | Discontinued operations | 0 | | | (0.05) | | | 0.04 | | | (0.08) | | Discontinued operations | — | | | — | | | (0.02) | | | 0.04 | |
Net income (loss) | Net income (loss) | $ | 0.07 | | | $ | (0.02) | | | $ | (1.17) | | | $ | 0.10 | | Net income (loss) | $ | 0.05 | | | $ | 0.07 | | | $ | (0.02) | | | $ | (1.17) | |
(1) The sum of the earnings per share amounts may not equal the totals due to rounding.
See Notes to Condensed Consolidated Financial Statements
PITNEY BOWES INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (LOSS)
(Unaudited; in thousands)
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2020 | | 2019 | | 2020 | | 2019 |
Net income (loss) | $ | 11,389 | | | $ | (3,125) | | | $ | (200,423) | | | $ | 17,913 | |
Other comprehensive income (loss), net of tax: | | | | | | | |
Foreign currency translation, net of tax of $1,621, $(655), $(91) and $(1,078), respectively | 22,676 | | | (27,962) | | | 5,040 | | | (6,584) | |
Net unrealized (loss) gain on cash flow hedges, net of tax of $(317), $51, $(796) and $27, respectively | (957) | | | 149 | | | (2,402) | | | 78 | |
Net unrealized (loss) gain on investment securities, net of tax of $(2,716), $509, $(1,816) and $2,573, respectively | (8,191) | | | 1,487 | | | (5,476) | | | 7,516 | |
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Amortization of pension and postretirement costs, net of tax benefits of 2,875, 2,633, 9,027 and 7,406, respectively | 9,162 | | | 7,552 | | | 29,409 | | | 21,499 | |
Other comprehensive income (loss), net of tax | 22,690 | | | (18,774) | | | 26,571 | | | 22,509 | |
Comprehensive income (loss) | $ | 34,079 | | | $ | (21,899) | | | $ | (173,852) | | | $ | 40,422 | |
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| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2021 | | 2020 | | 2021 | | 2020 |
Net income (loss) | $ | 9,067 | | | $ | 11,389 | | | $ | (2,618) | | | $ | (200,423) | |
Other comprehensive (loss) income, net of tax: | | | | | | | |
Foreign currency translation, net of tax of $(1,062), $1,621, $(765) and $(91), respectively | (18,175) | | | 22,676 | | | (28,924) | | | 5,040 | |
Net unrealized gain (loss) on cash flow hedges, net of tax of $17, $(317), $1,152 and $(796), respectively | 50 | | | (957) | | | 3,474 | | | (2,402) | |
Net unrealized loss on investment securities, net of tax of $(467), $(2,716), $(2,117) and $(1,816), respectively | (1,408) | | | (8,191) | | | (6,385) | | | (5,476) | |
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Amortization of pension and postretirement costs, net of tax of $3,097, $2,875, $9,608 and $9,027, respectively | 9,606 | | | 9,162 | | | 29,736 | | | 29,409 | |
Other comprehensive (loss) income, net of tax | (9,927) | | | 22,690 | | | (2,099) | | | 26,571 | |
Comprehensive (loss) income | $ | (860) | | | $ | 34,079 | | | $ | (4,717) | | | $ | (173,852) | |
See Notes to Condensed Consolidated Financial Statements
PITNEY BOWES INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited; in thousands, except share and per share amounts)
| | | September 30, 2020 | | December 31, 2019 | | September 30, 2021 | | December 31, 2020 |
ASSETS | ASSETS | | | | ASSETS | | | |
Current assets: | Current assets: | | | | Current assets: | | | |
Cash and cash equivalents | Cash and cash equivalents | $ | 799,177 | | | $ | 924,442 | | Cash and cash equivalents | $ | 729,149 | | | $ | 921,450 | |
Short-term investments (includes $21,185 and $35,879, respectively, reported at fair value) | 21,185 | | | 115,879 | | |
Accounts and other receivables (net of allowance of $29,669 and $17,830, respectively) | 348,565 | | | 373,471 | | |
Short-term finance receivables (net of allowance of $21,289 and $12,556, respectively) | 559,148 | | | 629,643 | | |
Short-term investments (includes $3,334 and $18,974, respectively, reported at fair value) | | Short-term investments (includes $3,334 and $18,974, respectively, reported at fair value) | 14,060 | | | 18,974 | |
Accounts and other receivables (net of allowance of $11,807 and $18,899, respectively) | | Accounts and other receivables (net of allowance of $11,807 and $18,899, respectively) | 313,765 | | | 389,240 | |
Short-term finance receivables (net of allowance of $14,078 and $18,012, respectively) | | Short-term finance receivables (net of allowance of $14,078 and $18,012, respectively) | 556,985 | | | 568,050 | |
Inventories | Inventories | 66,974 | | | 68,251 | | Inventories | 69,496 | | | 65,845 | |
Current income taxes | Current income taxes | 11,477 | | | 5,565 | | Current income taxes | 32,290 | | | 23,219 | |
Other current assets and prepayments | Other current assets and prepayments | 115,981 | | | 101,601 | | Other current assets and prepayments | 127,513 | | | 120,145 | |
| Assets of discontinued operations | 0 | | | 17,229 | | |
| Total current assets | Total current assets | 1,922,507 | | | 2,236,081 | | Total current assets | 1,843,258 | | | 2,106,923 | |
Property, plant and equipment, net | Property, plant and equipment, net | 367,466 | | | 376,177 | | Property, plant and equipment, net | 467,396 | | | 391,280 | |
Rental property and equipment, net | Rental property and equipment, net | 40,352 | | | 41,225 | | Rental property and equipment, net | 36,461 | | | 38,435 | |
Long-term finance receivables (net of allowance of $16,779 and $7,095 respectively) | 587,548 | | | 625,487 | | |
Long-term finance receivables (net of allowance of $15,829 and $17,857 respectively) | | Long-term finance receivables (net of allowance of $15,829 and $17,857 respectively) | 582,352 | | | 605,292 | |
Goodwill | Goodwill | 1,142,144 | | | 1,324,179 | | Goodwill | 1,124,705 | | | 1,152,285 | |
Intangible assets, net | Intangible assets, net | 167,493 | | | 190,640 | | Intangible assets, net | 137,118 | | | 159,839 | |
Operating lease assets | Operating lease assets | 213,490 | | | 200,752 | | Operating lease assets | 212,028 | | | 201,916 | |
Noncurrent income taxes | Noncurrent income taxes | 69,305 | | | 71,903 | | Noncurrent income taxes | 67,049 | | | 72,653 | |
Other assets (includes $418,100 and $230,442, respectively, reported at fair value) | 533,726 | | | 400,456 | | |
Other assets (includes $337,577 and $355,799, respectively, reported at fair value) | | Other assets (includes $337,577 and $355,799, respectively, reported at fair value) | 484,247 | | | 491,514 | |
Total assets | Total assets | $ | 5,044,031 | | | $ | 5,466,900 | | Total assets | $ | 4,954,614 | | | $ | 5,220,137 | |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | LIABILITIES AND STOCKHOLDERS’ EQUITY | | | LIABILITIES AND STOCKHOLDERS’ EQUITY | | |
Current liabilities: | Current liabilities: | | | | Current liabilities: | | | |
Accounts payable and accrued liabilities | Accounts payable and accrued liabilities | $ | 760,363 | | | $ | 793,690 | | Accounts payable and accrued liabilities | $ | 871,798 | | | $ | 880,616 | |
Customer deposits at Pitney Bowes Bank | Customer deposits at Pitney Bowes Bank | 610,582 | | | 591,118 | | Customer deposits at Pitney Bowes Bank | 642,712 | | | 617,200 | |
Current operating lease liabilities | Current operating lease liabilities | 38,007 | | | 36,060 | | Current operating lease liabilities | 41,347 | | | 39,182 | |
Current portion of long-term debt | Current portion of long-term debt | 63,509 | | | 20,108 | | Current portion of long-term debt | 24,733 | | | 216,032 | |
Advance billings | Advance billings | 102,919 | | | 101,920 | | Advance billings | 104,094 | | | 114,550 | |
Current income taxes | Current income taxes | 2,527 | | | 17,083 | | Current income taxes | 4,078 | | | 2,880 | |
| Liabilities of discontinued operations | 0 | | | 9,713 | | |
| Total current liabilities | Total current liabilities | 1,577,907 | | | 1,569,692 | | Total current liabilities | 1,688,762 | | | 1,870,460 | |
Long-term debt | Long-term debt | 2,531,712 | | | 2,719,614 | | Long-term debt | 2,314,151 | | | 2,348,361 | |
Deferred taxes on income | Deferred taxes on income | 279,526 | | | 274,435 | | Deferred taxes on income | 283,395 | | | 279,451 | |
Tax uncertainties and other income tax liabilities | Tax uncertainties and other income tax liabilities | 40,642 | | | 38,834 | | Tax uncertainties and other income tax liabilities | 35,380 | | | 38,163 | |
Noncurrent operating lease liabilities | Noncurrent operating lease liabilities | 192,789 | | | 177,711 | | Noncurrent operating lease liabilities | 193,861 | | | 180,292 | |
Other noncurrent liabilities | Other noncurrent liabilities | 342,330 | | | 400,518 | | Other noncurrent liabilities | 390,402 | | | 437,015 | |
Total liabilities | Total liabilities | 4,964,906 | | | 5,180,804 | | Total liabilities | 4,905,951 | | | 5,153,742 | |
| Commitments and contingencies (See Note 14) | Commitments and contingencies (See Note 14) | | Commitments and contingencies (See Note 14) | 0 | | 0 |
| Stockholders’ equity: | Stockholders’ equity: | | Stockholders’ equity: | |
Common stock, $1 par value (480,000,000 shares authorized; 323,337,912 shares issued) | Common stock, $1 par value (480,000,000 shares authorized; 323,337,912 shares issued) | 323,338 | | | 323,338 | | Common stock, $1 par value (480,000,000 shares authorized; 323,337,912 shares issued) | 323,338 | | | 323,338 | |
Additional paid-in capital | Additional paid-in capital | 67,512 | | | 98,748 | | Additional paid-in capital | 2,463 | | | 68,502 | |
Retained earnings | Retained earnings | 5,190,914 | | | 5,438,930 | | Retained earnings | 5,172,527 | | | 5,201,195 | |
Accumulated other comprehensive loss | Accumulated other comprehensive loss | (813,572) | | | (840,143) | | Accumulated other comprehensive loss | (841,230) | | | (839,131) | |
Treasury stock, at cost (151,413,053 and 152,888,969 shares, respectively) | (4,689,067) | | | (4,734,777) | | |
Treasury stock, at cost (148,809,481 and 151,362,724 shares, respectively) | | Treasury stock, at cost (148,809,481 and 151,362,724 shares, respectively) | (4,608,435) | | | (4,687,509) | |
Total stockholders’ equity | Total stockholders’ equity | 79,125 | | | 286,096 | | Total stockholders’ equity | 48,663 | | | 66,395 | |
Total liabilities and stockholders’ equity | Total liabilities and stockholders’ equity | $ | 5,044,031 | | | $ | 5,466,900 | | Total liabilities and stockholders’ equity | $ | 4,954,614 | | | $ | 5,220,137 | |
See Notes to Condensed Consolidated Financial Statements
PITNEY BOWES INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; in thousands)
| | | | | | | | | | | |
| Nine Months Ended September 30, |
| 2020 | | 2019 |
Cash flows from operating activities: | | | |
Net (loss) income | $ | (200,423) | | | $ | 17,913 | |
(Income) loss from discontinued operations, net of tax | (7,648) | | | 14,199 | |
Restructuring payments | (15,869) | | | (18,845) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | | | |
Depreciation and amortization | 120,403 | | | 118,514 | |
Allowance for credit losses | 35,400 | | | 22,131 | |
Stock-based compensation | 15,236 | | | 15,867 | |
Restructuring charges and asset impairments | 12,505 | | | 56,616 | |
Amortization of debt fees | 7,962 | | | 8,014 | |
Goodwill impairment | 198,169 | | | 0 | |
Loss on extinguishment of debt | 36,987 | | | 667 | |
Gain on sale of investments | (21,969) | | | 0 | |
Loss on sale of business | 0 | | | 17,683 | |
| | | |
Changes in operating assets and liabilities, net of acquisitions/divestitures: | | | |
Increase in accounts receivable | (8,064) | | | (248) | |
Decrease in finance receivables | 85,593 | | | 25,300 | |
Decrease (increase) in inventories | 1,051 | | | (14,559) | |
Increase in other current assets and prepayments | (18,400) | | | (30,546) | |
Increase in accounts payable and accrued liabilities | (1,047) | | | 892 | |
Increase (decrease) in current and noncurrent income taxes | 21,682 | | | (30,401) | |
Increase (decrease) in advance billings | 687 | | | (3,802) | |
Decrease in pension and retiree medical liabilities | (25,095) | | | (39,231) | |
Other, net | (8,113) | | | 6,262 | |
Net cash provided by operating activities - continuing operations | 229,047 | | | 166,426 | |
Net cash (used in) provided by operating activities - discontinued operations | (38,423) | | | 15,858 | |
Net cash provided by operating activities | 190,624 | | | 182,284 | |
Cash flows from investing activities: | | | |
Capital expenditures | (80,787) | | | (95,221) | |
Purchases of available-for-sale securities | (392,427) | | | (45,178) | |
Proceeds from sales/maturities of available-for-sale securities | 241,924 | | | 78,024 | |
Net activity from short-term and other investments | 68,464 | | | (92,418) | |
Acquisitions, net of cash acquired | (6,608) | | | (22,100) | |
Sale of other investments (See Note 8) | 58,248 | | | 0 | |
Increase in customer deposits at Pitney Bowes Bank | 19,464 | | | 3,125 | |
Other investing activities | (1,511) | | | (9,341) | |
Net cash used in investing activities - continuing operations | (93,233) | | | (183,109) | |
Net cash used in investing activities - discontinued operations | (2,502) | | | (18,572) | |
Net cash used in investing activities | (95,735) | | | (201,681) | |
Cash flows from financing activities: | | | |
| | | |
Proceeds from the issuance of long-term debt | 916,544 | | | 0 | |
Principal payments of long-term debt | (1,072,260) | | | (202,640) | |
Premiums and fees paid to extinguish debt | (32,645) | | | 0 | |
Dividends paid to stockholders | (25,693) | | | (26,854) | |
Common stock repurchases | 0 | | | (105,000) | |
Other financing activities | (3,318) | | | 7,302 | |
Net cash used in financing activities | (217,372) | | | (327,192) | |
Effect of exchange rate changes on cash and cash equivalents | (2,782) | | | (5,822) | |
Change in cash and cash equivalents | (125,265) | | | (352,411) | |
Cash and cash equivalents at beginning of period | 924,442 | | | 867,262 | |
| | | |
| | | |
Cash and cash equivalents at end of period | $ | 799,177 | | | $ | 514,851 | |
| | | |
Cash interest paid | $ | 115,143 | | | $ | 110,943 | |
Cash income tax payments, net of refunds | $ | 19,861 | | | $ | 25,527 | |
| | | | | | | | | | | |
| Nine Months Ended September 30, |
| 2021 | | 2020 |
Cash flows from operating activities: | | | |
Net loss | $ | (2,618) | | | $ | (200,423) | |
Loss (income) from discontinued operations, net of tax | 4,334 | | | (7,648) | |
Restructuring payments | (14,847) | | | (15,869) | |
Adjustments to reconcile net loss to net cash from operating activities: | | | |
Depreciation and amortization | 121,225 | | | 120,403 | |
Allowance for credit losses | 6,382 | | | 35,400 | |
Stock-based compensation | 15,448 | | | 15,236 | |
Restructuring charges | 11,434 | | | 12,505 | |
Amortization of debt fees | 5,694 | | | 7,962 | |
Goodwill impairment | — | | | 198,169 | |
Loss on debt refinancing | 55,576 | | | 36,987 | |
Gain on asset sales | (1,434) | | | (21,969) | |
Gain on sale of business | (10,201) | | | — | |
| | | |
| | | |
Changes in operating assets and liabilities, net of acquisitions/divestitures: | | | |
Accounts and other receivables | 62,537 | | | (8,064) | |
Finance receivables | 31,893 | | | 86,135 | |
Inventories | (4,304) | | | 1,051 | |
Other current assets and prepayments | (8,900) | | | (18,400) | |
Accounts payable | 20,953 | | | (14,486) | |
Accrued liabilities | (28,285) | | | 13,439 | |
Current and noncurrent income taxes | (14,294) | | | 21,682 | |
Advance billings | (9,402) | | | 687 | |
Pension and retiree medical liabilities | (58,287) | | | (60,442) | |
Other, net | 33,270 | | | 27,234 | |
Net cash from operating activities - continuing operations | 216,174 | | | 229,589 | |
Net cash from operating activities - discontinued operations | — | | | (38,423) | |
Net cash from operating activities | 216,174 | | | 191,166 | |
Cash flows from investing activities: | | | |
Capital expenditures | (140,907) | | | (80,787) | |
Purchases of investment securities | (70,896) | | | (591,304) | |
Proceeds from sales/maturities of investment securities | 78,941 | | | 501,459 | |
Net investment in loan receivables | (6,627) | | | (3,806) | |
Proceeds from asset sales | 1,840 | | | 58,248 | |
Acquisitions, net of cash acquired | — | | | (6,608) | |
Proceeds from sale of business, net of cash sold | 27,573 | | | — | |
| | | |
Other investing activities | — | | | 9,559 | |
Net cash from investing activities - continuing operations | (110,076) | | | (113,239) | |
Net cash from investing activities - discontinued operations | (1,610) | | | (2,502) | |
Net cash from investing activities | (111,686) | | | (115,741) | |
Cash flows from financing activities: | | | |
| | | |
Proceeds from the issuance of debt, net of discount | 1,195,500 | | | 916,544 | |
Principal payments of debt | (1,429,603) | | | (1,072,260) | |
Premiums and fees paid to refinance debt | (50,130) | | | (32,645) | |
Dividends paid to stockholders | (26,050) | | | (25,693) | |
Customer deposits at Pitney Bowes Bank | 25,512 | | | 19,464 | |
| | | |
Other financing activities | (7,078) | | | (3,318) | |
Net cash from financing activities | (291,849) | | | (197,908) | |
Effect of exchange rate changes on cash and cash equivalents | (4,940) | | | (2,782) | |
Change in cash and cash equivalents | (192,301) | | | (125,265) | |
Cash and cash equivalents at beginning of period | 921,450 | | | 924,442 | |
| | | |
| | | |
Cash and cash equivalents at end of period | $ | 729,149 | | | $ | 799,177 | |
| | | |
| | | |
| | | |
See Notes to Condensed Consolidated Financial Statements
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
1. Description of Business and Basis of Presentation
Description of Business
Pitney Bowes Inc. (we, us, our, or the company) is a global shipping and mailing company that provides technology, company providing commerce solutions that power billionslogistics, and financial services to more than 90 percent of transactions. Clientsthe Fortune 500. Small business, retail, enterprise and government clients around the world rely on us to remove the accuracycomplexity of sending mail and precision delivered by our equipment, solutions, analytics, and application programming interface technology in the areas of ecommerce fulfillment, shipping and returns, cross-border ecommerce, office mailing and shipping, presort services and financing. Pitney Bowes Inc. was incorporated in the state of Delaware in 1920.parcels. For moreadditional information, about us, our products, services and solutions, visit www.pitneybowes.com.
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information and the instructions to Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In addition, the December 31, 20192020 Condensed Consolidated Balance Sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. In management's opinion, all adjustments, consisting only of normal recurring adjustments, considered necessary to fairly state our financial position, results of operations and cash flows for the periods presented have been included. Operating results for the periods presented are not necessarily indicative of the results that may be expected for any other interim period or for the year ending December 31, 2020,2021, particularly in light of the novel coronavirus pandemic (COVID-19) and its effect on global businesses and economies. These statements should be read in conjunction with the financial statements and notes thereto included in our Annual Report to Stockholders on Form 10-K for the year ended December 31, 2019 (20192020 (2020 Annual Report).
Accounts
In the fourth quarter 2020, we determined that based on their nature, certain cash flows from loan receivables classified as cash flows from operating activities should have been classified as investment in loans receivables within cash flows from investing activities. It was also determined that certain investment purchases and other receivables includes othermaturities that were previously reported on a net receivables of $60 millionbasis should have been reported on a gross basis. Finally, previously reported cash flows from investing activities resulting from changes in customer deposits at the Pitney Bowes Bank (the Bank) are now reported as cash flows from financing activities. These adjustments were not material to the previously issued 2020 interim financial statements; however, the cash flow statement for the period ended September 30, 2020 has been revised and $91 million at December 31, 2019. In January 2019, we sold the direct operations and moved to a dealer modelimpact on our previously issued interim Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2020 is as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| Nine Months Ended September 30, 2020 |
(unaudited) | As Previously Reported | | Adjustments | | Reclass | | As Revised and Reclassified |
Cash flows from operating activities | | | | | | | |
Changes in finance receivables | $ | 85,593 | | | $ | 542 | | | $ | — | | | $ | 86,135 | |
Net cash from operating activities: continuing operations | $ | 229,047 | | | $ | 542 | | | $ | — | | | $ | 229,589 | |
Net cash from operating activities | $ | 190,624 | | | $ | 542 | | | $ | — | | | $ | 191,166 | |
| | | | | | | |
Cash flows from investing activities | | | | | | | |
Purchases of investment securities | $ | (392,427) | | | $ | (198,877) | | | $ | — | | | $ | (591,304) | |
Proceeds from sales/maturities of investment securities | $ | 241,924 | | | $ | 259,535 | | | $ | — | | | $ | 501,459 | |
Net change in short-term and other investing activities | $ | 68,464 | | | $ | (68,464) | | | $ | — | | | $ | — | |
Net investment in loan receivables | $ | — | | | $ | (542) | | | $ | (3,264) | | | $ | (3,806) | |
Customer deposits at the Bank | $ | 19,464 | | | $ | (19,464) | | | $ | — | | | $ | — | |
Other investing activities | $ | (1,511) | | | $ | 7,806 | | | $ | 3,264 | | | $ | 9,559 | |
Net cash from investing activities: continuing operations | $ | (93,233) | | | $ | (20,006) | | | $ | — | | | $ | (113,239) | |
Net cash from investing activities | $ | (95,735) | | | $ | (20,006) | | | $ | — | | | $ | (115,741) | |
| | | | | | | |
Cash flows from financing activities | | | | | | | |
Customer deposits at the Bank | $ | — | | | $ | 19,464 | | | $ | — | | | $ | 19,464 | |
Net cash from financing activities | $ | (217,372) | | | $ | 19,464 | | | $ | — | | | $ | (197,908) | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in 6 smaller international markets within Sending Technology Solutions (SendTech Solutions). Other receivables includes gross receivables of $20 million related to these direct operations.thousands unless otherwise noted, except per share amounts)
Risks and Uncertainties
The effects of COVID-19 on global economies and businesses continues to impact how we conduct business and our operating results, financial position and cash flows. Its impact on our business remains unpredictable and accordingly, we are not able to reasonably estimate the full extent of the impact of COVID-19 on our operating results, financial position and cash flows.
We assessed certain accounting matters that require the use of estimates, assumptions and consideration of forecasted financial information in context with the known and projected future impacts of COVID-19. The most significant impacts were to our allowance for credit losses (see Accounting Pronouncements Adopted in 2020 below) and the carrying value of goodwill (see Note 8). Actual results could differ significantly from our estimates and assumptions, possibly resulting in additional impairments or other charges.
Accounting Pronouncements Adopted in 2020
Effective January 1, 2020, we adopted Accounting Standards Update (ASU) 2016-13, Financial Instruments - Credit Losses. We adopted this standard using the modified retrospective transition approach with a cumulative effect adjustment to retained earnings. The ASU applies to financial assets measured at amortized cost, including finance receivables, trade and other receivables and investments in debt securities classified as available-for-sale and held-to-maturity. The ASU replaces the current incurred loss impairment model that recognizes losses when a probable threshold is met with a requirement to recognize lifetime expected credit losses immediately when a financial asset is originated or purchased. The models to estimate credit losses are required to be based on historical loss experience, current conditions, reasonable and supportable forecasts and current economic outlook. The adoption of the standard resulted in an increase in the opening reserve balance for accounts and other receivables of $15 million and the opening reserve balance for finance receivables of $10 million and a net reduction to retained earnings of $22 million. The impact of COVID-19 on global businesses and economies resulted in an increased probability of recessionary conditions, delinquency rates and business bankruptcy resulting in an additional $11 million provision in the first quarter of 2020. Through September 30, 2020, our credit loss provision was $35 million compared to $22 million through September 30, 2019.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Activity in the allowance for credit losses for accounts and other receivables for the nine months ended September 30, 2020 is presented below. See Note 7 for additional information pertaining to our finance receivables.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at December 31, 2019 | | Cumulative effect of accounting change | | Amounts charged to expense | | Write-offs, recoveries and currency impact | | Balance at September 30, 2020 |
Allowance for credit losses | $ | 17,830 | | | $ | 15,336 | | | $ | 16,856 | | | $ | (20,353) | | | $ | 29,669 | |
Accounts receivable greater than 365 days past due, subject to certain exceptions, are written off against the allowance, although collection efforts may continue.
Accounting Pronouncements Not Yet Adopted2021
In December 2019, the Financial Accounting Standards Board (FASB) issuedJanuary 2021 we adopted ASU 2019-12, Simplifying the Accounting for Income Taxes. The ASU simplifies the accounting for income taxes by removing certain exceptions to the general principles and also clarifies and amends existing guidance. This standard is effective beginning January 1, 2021, with earlyThe adoption permitted. We do not expectof this standard todid not have a material impact on our consolidated financial statements.
Accounting Pronouncements Not Yet Adopted
In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The transition to new reference interest rates will require certain contracts to be modified and the ASU is intended to provide temporary optional expedients and exceptions to U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. The transition to new reference interest rates will require certain contracts to be modified and the ASU is intended to mitigate the effects of this transition. The accommodations provided by the ASU are effective as of March 12, 2020 through December 31, 2022 and may be applied at the beginning of any interim period within that time frame.
We are currently assessinghave matched LIBOR-based debt with LIBOR based interest rate swaps and have elected to apply the practical expedient related to probability and the assessment of the effectiveness for future LIBOR-indexed cash flows, which assumes that the debt instrument will use the same index rate as its corresponding interest rate swap once a new reference rate is established to replace LIBOR. We may apply other expedients as additional reference rate changes occur. We continue to assess the impact of this standard will have on our consolidated financial statements.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
2. Revenue
Disaggregated Revenue
The following tables disaggregate our revenue by source and timing of recognition:
| | | Three Months Ended September 30, 2020 | | Three Months Ended September 30, 2021 |
| | Global Ecommerce | Presort Services | SendTech Solutions | Revenue from products and services | Revenue from leasing transactions and financing | Total consolidated revenue | | Global Ecommerce | Presort Services | SendTech Solutions | Revenue from products and services | Revenue from leasing transactions and financing | Total consolidated revenue |
Major products/service lines | Major products/service lines | | Major products/service lines | |
Business services | Business services | $ | 409,981 | | $ | 127,705 | | $ | 13,268 | | $ | 550,954 | | $ | 0 | | $ | 550,954 | | Business services | $ | 398,011 | | $ | 139,296 | | $ | 14,077 | | $ | 551,384 | | $ | — | | $ | 551,384 | |
Support services | Support services | 0 | | 0 | | 117,519 | | 117,519 | | 0 | | 117,519 | | Support services | — | | — | | 113,413 | | 113,413 | | — | | 113,413 | |
Financing | Financing | 0 | | 0 | | 0 | | 0 | | 86,218 | | 86,218 | | Financing | — | | — | | — | | — | | 71,936 | | 71,936 | |
Equipment sales | Equipment sales | 0 | | 0 | | 17,935 | | 17,935 | | 61,637 | | 79,572 | | Equipment sales | — | | — | | 25,089 | | 25,089 | | 58,145 | | 83,234 | |
Supplies | Supplies | 0 | | 0 | | 39,635 | | 39,635 | | 0 | | 39,635 | | Supplies | — | | — | | 38,211 | | 38,211 | | — | | 38,211 | |
Rentals | Rentals | 0 | | 0 | | 0 | | 0 | | 18,000 | | 18,000 | | Rentals | — | | — | | — | | — | | 17,271 | | 17,271 | |
Subtotal | Subtotal | 409,981 | | 127,705 | | 188,357 | | 726,043 | | $ | 165,855 | | $ | 891,898 | | Subtotal | 398,011 | | 139,296 | | 190,790 | | 728,097 | | $ | 147,352 | | $ | 875,449 | |
| Revenue from leasing transactions and financing | Revenue from leasing transactions and financing | | | Revenue from leasing transactions and financing | | |
Financing | Financing | 0 | | 0 | | 86,218 | | 86,218 | | | Financing | — | | — | | 71,936 | | 71,936 | | |
Equipment sales | Equipment sales | 0 | | 0 | | 61,637 | | 61,637 | | | Equipment sales | — | | — | | 58,145 | | 58,145 | | |
Rentals | Rentals | 0 | | 0 | | 18,000 | | 18,000 | | | Rentals | — | | — | | 17,271 | | 17,271 | | |
Total revenue | Total revenue | $ | 409,981 | | $ | 127,705 | | $ | 354,212 | | $ | 891,898 | | | Total revenue | $ | 398,011 | | $ | 139,296 | | $ | 338,142 | | $ | 875,449 | | |
| Timing of revenue recognition from products and services | Timing of revenue recognition from products and services | | | Timing of revenue recognition from products and services | | |
Products/services transferred at a point in time | Products/services transferred at a point in time | $ | 0 | | $ | 0 | | $ | 73,602 | | $ | 73,602 | | | Products/services transferred at a point in time | $ | — | | $ | — | | $ | 81,205 | | $ | 81,205 | | |
Products/services transferred over time | Products/services transferred over time | 409,981 | | 127,705 | | 114,755 | | 652,441 | | | Products/services transferred over time | 398,011 | | 139,296 | | 109,585 | | 646,892 | | |
Total | Total | $ | 409,981 | | $ | 127,705 | | $ | 188,357 | | $ | 726,043 | | | Total | $ | 398,011 | | $ | 139,296 | | $ | 190,790 | | $ | 728,097 | | |
| | | Three Months Ended September 30, 2019 | | Three Months Ended September 30, 2020 |
| | Global Ecommerce | Presort Services | SendTech Solutions | Revenue from products and services | Revenue from leasing transactions and financing | Total consolidated revenue | | Global Ecommerce | Presort Services | SendTech Solutions | Revenue from products and services | Revenue from leasing transactions and financing | Total consolidated revenue |
Major products/service lines | Major products/service lines | | Major products/service lines | |
Business services | Business services | $ | 278,995 | | $ | 131,483 | | $ | 8,623 | | $ | 419,101 | | $ | 0 | | $ | 419,101 | | Business services | $ | 409,981 | | $ | 127,705 | | $ | 13,268 | | $ | 550,954 | | $ | — | | $ | 550,954 | |
Support services | Support services | 0 | | 0 | | 126,274 | | 126,274 | | 0 | | 126,274 | | Support services | — | | — | | 117,519 | | 117,519 | | — | | 117,519 | |
Financing | Financing | 0 | | 0 | | 0 | | 0 | | 90,577 | | 90,577 | | Financing | — | | — | | — | | — | | 86,218 | | 86,218 | |
Equipment sales | Equipment sales | 0 | | 0 | | 19,062 | | 19,062 | | 70,556 | | 89,618 | | Equipment sales | — | | — | | 17,935 | | 17,935 | | 61,637 | | 79,572 | |
Supplies | Supplies | 0 | | 0 | | 44,818 | | 44,818 | | 0 | | 44,818 | | Supplies | — | | — | | 39,635 | | 39,635 | | — | | 39,635 | |
Rentals | Rentals | 0 | | 0 | | 0 | | 0 | | 19,737 | | 19,737 | | Rentals | — | | — | | — | | — | | 18,000 | | 18,000 | |
Subtotal | Subtotal | 278,995 | | 131,483 | | 198,777 | | 609,255 | | $ | 180,870 | | $ | 790,125 | | Subtotal | 409,981 | | 127,705 | | 188,357 | | 726,043 | | $ | 165,855 | | $ | 891,898 | |
| Revenue from leasing transactions and financing | Revenue from leasing transactions and financing | | | Revenue from leasing transactions and financing | | |
Financing | Financing | 0 | | 0 | | 90,577 | | 90,577 | | | Financing | — | | — | | 86,218 | | 86,218 | | |
Equipment sales | Equipment sales | 0 | | 0 | | 70,556 | | 70,556 | | | Equipment sales | — | | — | | 61,637 | | 61,637 | | |
Rentals | Rentals | 0 | | 0 | | 19,737 | | 19,737 | | | Rentals | — | | — | | 18,000 | | 18,000 | | |
Total revenue | Total revenue | $ | 278,995 | | $ | 131,483 | | $ | 379,647 | | $ | 790,125 | | | Total revenue | $ | 409,981 | | $ | 127,705 | | $ | 354,212 | | $ | 891,898 | | |
| Timing of revenue recognition from products and services | Timing of revenue recognition from products and services | | | Timing of revenue recognition from products and services | | |
Products/services transferred at a point in time | Products/services transferred at a point in time | $ | 0 | | $ | 0 | | $ | 81,547 | | $ | 81,547 | | | Products/services transferred at a point in time | $ | — | | $ | — | | $ | 73,602 | | $ | 73,602 | | |
Products/services transferred over time | Products/services transferred over time | 278,995 | | 131,483 | | 117,230 | | 527,708 | | | Products/services transferred over time | 409,981 | | 127,705 | | 114,755 | | 652,441 | | |
Total | Total | $ | 278,995 | | $ | 131,483 | | $ | 198,777 | | $ | 609,255 | | | Total | $ | 409,981 | | $ | 127,705 | | $ | 188,357 | | $ | 726,043 | | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
| | | Nine Months Ended September 30, 2020 | | Nine Months Ended September 30, 2021 |
| | Global Ecommerce | Presort Services | SendTech Solutions | Revenue from products and services | Revenue from leasing transactions and financing | Total consolidated revenue | | Global Ecommerce | Presort Services | SendTech Solutions | Revenue from products and services | Revenue from leasing transactions and financing | Total consolidated revenue |
Major products/service lines | Major products/service lines | | Major products/service lines | |
Business services | Business services | $ | 1,100,757 | | $ | 386,552 | | $ | 37,014 | | $ | 1,524,323 | | $ | 0 | | $ | 1,524,323 | | Business services | $ | 1,229,526 | | $ | 417,041 | | $ | 42,293 | | $ | 1,688,860 | | $ | — | | $ | 1,688,860 | |
Support services | Support services | 0 | | 0 | | 353,320 | | 353,320 | | 0 | | 353,320 | | Support services | — | | — | | 347,266 | | 347,266 | | — | | 347,266 | |
Financing | Financing | 0 | | 0 | | 0 | | 0 | | 260,758 | | 260,758 | | Financing | — | | — | | — | | — | | 223,201 | | 223,201 | |
Equipment sales | Equipment sales | 0 | | 0 | | 49,556 | | 49,556 | | 164,126 | | 213,682 | | Equipment sales | — | | — | | 66,600 | | 66,600 | | 189,704 | | 256,304 | |
Supplies | Supplies | 0 | | 0 | | 118,117 | | 118,117 | | 0 | | 118,117 | | Supplies | — | | — | | 119,090 | | 119,090 | | — | | 119,090 | |
Rentals | Rentals | 0 | | 0 | | 0 | | 0 | | 55,458 | | 55,458 | | Rentals | — | | — | | — | | — | | 55,128 | | 55,128 | |
Subtotal | Subtotal | 1,100,757 | | 386,552 | | 558,007 | | 2,045,316 | | $ | 480,342 | | $ | 2,525,658 | | Subtotal | 1,229,526 | | 417,041 | | 575,249 | | 2,221,816 | | $ | 468,033 | | $ | 2,689,849 | |
| Revenue from leasing transactions and financing | Revenue from leasing transactions and financing | | | Revenue from leasing transactions and financing | | |
Financing | Financing | 0 | | 0 | | 260,758 | | 260,758 | | | Financing | — | | — | | 223,201 | | 223,201 | | |
Equipment sales | Equipment sales | 0 | | 0 | | 164,126 | | 164,126 | | | Equipment sales | — | | — | | 189,704 | | 189,704 | | |
Rentals | Rentals | 0 | | 0 | | 55,458 | | 55,458 | | | Rentals | — | | — | | 55,128 | | 55,128 | | |
Total revenue | Total revenue | $ | 1,100,757 | | $ | 386,552 | | $ | 1,038,349 | | $ | 2,525,658 | | | Total revenue | $ | 1,229,526 | | $ | 417,041 | | $ | 1,043,282 | | $ | 2,689,849 | | |
| Timing of revenue recognition from products and services | Timing of revenue recognition from products and services | | | Timing of revenue recognition from products and services | | |
Products/services transferred at a point in time | Products/services transferred at a point in time | $ | 0 | | $ | 0 | | $ | 210,726 | | $ | 210,726 | | | Products/services transferred at a point in time | $ | — | | $ | — | | $ | 236,016 | | $ | 236,016 | | |
Products/services transferred over time | Products/services transferred over time | 1,100,757 | | 386,552 | | 347,281 | | 1,834,590 | | | Products/services transferred over time | 1,229,526 | | 417,041 | | 339,233 | | 1,985,800 | | |
Total | Total | $ | 1,100,757 | | $ | 386,552 | | $ | 558,007 | | $ | 2,045,316 | | | Total | $ | 1,229,526 | | $ | 417,041 | | $ | 575,249 | | $ | 2,221,816 | | |
| | | Nine Months Ended September 30, 2019 | | Nine Months Ended September 30, 2020 |
| | Global Ecommerce | Presort Services | SendTech Solutions | Revenue from products and services | Revenue from leasing transactions and financing | Total consolidated revenue | | Global Ecommerce | Presort Services | SendTech Solutions | Revenue from products and services | Revenue from leasing transactions and financing | Total consolidated revenue |
Major products/service lines | Major products/service lines | | Major products/service lines | |
Business services | Business services | $ | 827,568 | | $ | 394,468 | | $ | 21,573 | | $ | 1,243,609 | | $ | 0 | | $ | 1,243,609 | | Business services | $ | 1,100,757 | | $ | 386,552 | | $ | 37,014 | | $ | 1,524,323 | | $ | — | | $ | 1,524,323 | |
Support services | Support services | 0 | | 0 | | 382,578 | | 382,578 | | 0 | | 382,578 | | Support services | — | | — | | 353,320 | | 353,320 | | — | | 353,320 | |
Financing | Financing | 0 | | 0 | | 0 | | 0 | | 280,039 | | 280,039 | | Financing | — | | — | | — | | — | | 260,758 | | 260,758 | |
Equipment sales | Equipment sales | 0 | | 0 | | 59,739 | | 59,739 | | 205,217 | | 264,956 | | Equipment sales | — | | — | | 49,556 | | 49,556 | | 164,126 | | 213,682 | |
Supplies | Supplies | 0 | | 0 | | 142,261 | | 142,261 | | 0 | | 142,261 | | Supplies | — | | — | | 118,117 | | 118,117 | | — | | 118,117 | |
Rentals | Rentals | 0 | | 0 | | 0 | | 0 | | 60,339 | | 60,339 | | Rentals | — | | — | | — | | — | | 55,458 | | 55,458 | |
Subtotal | Subtotal | 827,568 | | 394,468 | | 606,151 | | 1,828,187 | | $ | 545,595 | | $ | 2,373,782 | | Subtotal | 1,100,757 | | 386,552 | | 558,007 | | 2,045,316 | | $ | 480,342 | | $ | 2,525,658 | |
| Revenue from leasing transactions and financing | Revenue from leasing transactions and financing | | | Revenue from leasing transactions and financing | | |
Financing | Financing | 0 | | 0 | | 280,039 | | 280,039 | | | Financing | — | | — | | 260,758 | | 260,758 | | |
Equipment sales | Equipment sales | 0 | | 0 | | 205,217 | | 205,217 | | | Equipment sales | — | | — | | 164,126 | | 164,126 | | |
Rentals | Rentals | 0 | | 0 | | 60,339 | | 60,339 | | | Rentals | — | | — | | 55,458 | | 55,458 | | |
Total revenue | Total revenue | $ | 827,568 | | $ | 394,468 | | $ | 1,151,746 | | $ | 2,373,782 | | | Total revenue | $ | 1,100,757 | | $ | 386,552 | | $ | 1,038,349 | | $ | 2,525,658 | | |
| Timing of revenue recognition from products and services | Timing of revenue recognition from products and services | | | Timing of revenue recognition from products and services | | |
Products/services transferred at a point in time | Products/services transferred at a point in time | $ | 0 | | $ | 0 | | $ | 251,214 | | $ | 251,214 | | | Products/services transferred at a point in time | $ | — | | $ | — | | $ | 210,726 | | $ | 210,726 | | |
Products/services transferred over time | Products/services transferred over time | 827,568 | | 394,468 | | 354,937 | | 1,576,973 | | | Products/services transferred over time | 1,100,757 | | 386,552 | | 347,281 | | 1,834,590 | | |
Total | Total | $ | 827,568 | | $ | 394,468 | | $ | 606,151 | | $ | 1,828,187 | | | Total | $ | 1,100,757 | | $ | 386,552 | | $ | 558,007 | | $ | 2,045,316 | | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Our performance obligations for revenue from products and services are as follows:
Business services includes providing mail processing services, shipping subscription solutions, fulfillment, delivery and return services and cross-border solutions. Revenue for shipping subscription solutions is recognized ratably over the contract period as the client obtains equal benefit from these services through the period. Revenue for mail processing services, fulfillment, delivery and return services and cross-border solutions is recognized over time asusing an output method based on the number of parcels or mail pieces either processed or delivered, depending on the service type, since that measure best depicts the value of goods and services are provided and revenue for shipping subscription solutions is recognized ratablytransferred to the client over the contract period. Contract terms for these services range from one to five years followed by annual renewal periods.
Support services includes providing maintenance, professional and subscription services for our mailing equipment and professional services for ourdigital mailing and shipping technology solutions. Contract terms range from one to five years, depending on the lease term of the lease contract for the related equipment. Revenue for maintenance and subscription services is recognized ratably over the contract period and revenue for professional services is recognized when services are provided.
Equipment sales, excluding sales-type leases, generally includes the sale of mailing and shipping equipment, excluding sales-type leases.equipment. We recognize revenue upon delivery for self-install equipment and upon acceptance or installation for other equipment. We provide a warranty that our equipment is free of defects and meets stated specifications. The warranty is not considered a separate performance obligation.
Supplies revenue is recognized upon delivery.
Revenue from leasing transactions and financing includes revenue from sales-type and operating leases, finance income, late fees and investment income, gains and losses at Pitney Bowesthe Bank.
Advance Billings from Contracts with Customers
| | | Balance sheet location | | September 30, 2020 | | December 31, 2019 | | Increase/ (decrease) | | Balance sheet location | | September 30, 2021 | | December 31, 2020 | | Increase/ (decrease) |
Advance billings, current | Advance billings, current | Advance billings | | $ | 94,454 | | | $ | 92,464 | | | $ | 1,990 | | Advance billings, current | Advance billings | | $ | 96,851 | | | $ | 106,498 | | | $ | (9,647) | |
Advance billings, noncurrent | Advance billings, noncurrent | Other noncurrent liabilities | | $ | 1,117 | | | $ | 1,245 | | | $ | (128) | | Advance billings, noncurrent | Other noncurrent liabilities | | $ | 1,187 | | | $ | 1,277 | | | $ | (90) | |
Advance billings are recorded when cash payments are due in advance of our performance. Revenue is recognized ratably over the contract term. Items in advance billings primarily relate to support services onfor our equipment and digital mailing equipment.and shipping technology solutions. Revenue recognized during the period includes $78$93 million of advance billings at the beginning of the period. Advance billings above at September 30, 20202021 and December 31, 2019 also includes $82020 excludes $7 million and $9$8 million, respectively, from leasing transactions.
Future Performance Obligations
Future performance obligations include revenue streams bundled with our leasing contracts, primarily maintenance and subscription services. The transaction prices allocated to future performance obligations will be recognized as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Remainder of 2020 | | 2021 | | 2022-2025 | | Total |
SendTech Solutions | | $ | 73,963 | | | $ | 263,673 | | | $ | 388,235 | | | $ | 725,871 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Remainder of 2021 | | 2022 | | 2023-2026 | | Total |
SendTech Solutions | | $ | 85,186 | | | $ | 247,772 | | | $ | 364,157 | | | $ | 697,115 | |
The tableamounts above does not includeexclude revenue related to performance obligations for contracts with terms less than 12 months and expected consideration for those performance obligations where revenue is recognized based on the amount billable to the customer.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
3. Segment Information
Our reportable segments are Global Ecommerce, Presort Services and SendTech Solutions. Global Ecommerce and Presort Services comprise the Commerce Services reporting group.Sending Technology Solutions (SendTech Solutions). The principal products and services of each reportable segment are as follows:
Global Ecommerce: Includes the revenue and related expenses from productsdomestic parcel services, cross-border solutions and services that facilitate domestic retail and ecommerce shipping solutions, including fulfillment and returns, and global cross-border ecommerce transactions.digital delivery services.
Presort Services: Includes revenue and related expenses from sortation services to qualify large volumes of First Class Mail, Marketing Mail, and Marketing Mail Flats and Bound Printed Matter for postal worksharing discounts.
SendTech Solutions: Includes the revenue and related expenses from physical and digital mailing and shipping technology solutions, financing, services, supplies and other applications to help simplify and save on the sending, tracking and receiving of letters, parcels and flats.
Management measures segment profitability and performance using segment earnings before interest and taxes (EBIT). Segment EBIT is calculated by deducting from segment revenue the related costs and expenses attributable to the segment. Segment EBIT excludes interest, taxes, general corporate expenses, restructuring charges, asset impairment charges and other items not allocated to a particular business segment. Management believes that it provides investors a useful measure of operating performance and underlying trends of the business. Segment EBIT may not be indicative of our overall consolidated performance and therefore, should be read in conjunction with our consolidated results of operations. The following tables provide information about our reportable segments and reconciliation of segment EBIT to net income (loss).
| | | | | | | | | | | | | | | | | | | | | | | |
| Revenue |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2021 | | 2020 | | 2021 | | 2020 |
Global Ecommerce | $ | 398,011 | | | $ | 409,981 | | | $ | 1,229,526 | | | $ | 1,100,757 | |
Presort Services | 139,296 | | | 127,705 | | | 417,041 | | | 386,552 | |
SendTech Solutions | 338,142 | | | 354,212 | | | 1,043,282 | | | 1,038,349 | |
Total revenue | $ | 875,449 | | | $ | 891,898 | | | $ | 2,689,849 | | | $ | 2,525,658 | |
| | | Revenue | | EBIT |
| | Three Months Ended September 30, | | Nine Months Ended September 30, | | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2020 | | 2019 | | 2020 | | 2019 | | 2021 | | 2020 | | 2021 | | 2020 |
Global Ecommerce | Global Ecommerce | $ | 409,981 | | | $ | 278,995 | | | $ | 1,100,757 | | | $ | 827,568 | | Global Ecommerce | $ | (20,950) | | | $ | (19,757) | | | $ | (58,157) | | | $ | (68,126) | |
Presort Services | Presort Services | 127,705 | | | 131,483 | | | 386,552 | | | 394,468 | | Presort Services | 21,062 | | | 14,481 | | | 56,247 | | | 42,758 | |
Commerce Services | 537,686 | | | 410,478 | | | 1,487,309 | | | 1,222,036 | | |
SendTech Solutions | SendTech Solutions | 354,212 | | | 379,647 | | | 1,038,349 | | | 1,151,746 | | SendTech Solutions | 98,950 | | | 112,599 | | | 320,541 | | | 323,429 | |
Total revenue | $ | 891,898 | | | $ | 790,125 | | | $ | 2,525,658 | | | $ | 2,373,782 | | |
Total segment EBIT | | Total segment EBIT | 99,062 | | | 107,323 | | | 318,631 | | | 298,061 | |
Reconciliation of Segment EBIT to net income (loss): | | Reconciliation of Segment EBIT to net income (loss): | | | | | | | |
Unallocated corporate expenses | | Unallocated corporate expenses | (49,176) | | | (53,429) | | | (162,957) | | | (146,640) | |
Restructuring charges | | Restructuring charges | (3,701) | | | (3,766) | | | (11,434) | | | (12,505) | |
Interest expense, net | | Interest expense, net | (36,022) | | | (38,801) | | | (109,185) | | | (115,558) | |
Gain on sale of assets | | Gain on sale of assets | — | | | — | | | 1,434 | | | 11,908 | |
Goodwill impairment | | Goodwill impairment | — | | | — | | | — | | | (198,169) | |
Loss on debt refinancing | | Loss on debt refinancing | (3,193) | | | — | | | (55,576) | | | (36,987) | |
Gain on sale of business | | Gain on sale of business | — | | | — | | | 10,201 | | | — | |
| Transaction costs | | Transaction costs | — | | | — | | | — | | | (641) | |
Benefit (provision) for income taxes | | Benefit (provision) for income taxes | 1,525 | | | (554) | | | 10,602 | | | (7,540) | |
Income (loss) from continuing operations | | Income (loss) from continuing operations | 8,495 | | | 10,773 | | | 1,716 | | | (208,071) | |
Income (loss) from discontinued operations, net of tax | | Income (loss) from discontinued operations, net of tax | 572 | | | 616 | | | (4,334) | | | 7,648 | |
Net income (loss) | | Net income (loss) | $ | 9,067 | | | $ | 11,389 | | | $ | (2,618) | | | $ | (200,423) | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | |
| EBIT |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2020 | | 2019 | | 2020 | | 2019 |
Global Ecommerce | $ | (19,757) | | | $ | (21,793) | | | $ | (68,126) | | | $ | (51,969) | |
Presort Services | 14,481 | | | 17,687 | | | 42,758 | | | 48,215 | |
Commerce Services | (5,276) | | | (4,106) | | | (25,368) | | | (3,754) | |
SendTech Solutions | 112,599 | | | 130,954 | | | 323,429 | | | 378,095 | |
Total segment EBIT | 107,323 | | | 126,848 | | | 298,061 | | | 374,341 | |
Reconciliation of Segment EBIT to net income (loss): | | | | | | | |
Unallocated corporate expenses | (53,429) | | | (58,277) | | | (146,640) | | | (160,283) | |
Restructuring charges and asset impairments | (3,766) | | | (47,017) | | | (12,505) | | | (56,616) | |
Interest expense, net | (38,801) | | | (39,730) | | | (115,558) | | | (117,758) | |
Gain on sale of equity investment | 0 | | | 0 | | | 11,908 | | | 0 | |
Goodwill impairment | 0 | | | 0 | | | (198,169) | | | 0 | |
Loss on extinguishment of debt | 0 | | | (667) | | | (36,987) | | | (667) | |
Loss on dispositions | 0 | | | 0 | | | 0 | | | (17,683) | |
Transaction costs | 0 | | | (707) | | | (641) | | | (2,573) | |
(Provision) benefit for income taxes | (554) | | | 24,895 | | | (7,540) | | | 13,351 | |
Income (loss) from continuing operations | 10,773 | | | 5,345 | | | (208,071) | | | 32,112 | |
Income (loss) from discontinued operations, net of tax | 616 | | | (8,470) | | | 7,648 | | | (14,199) | |
Net income (loss) | $ | 11,389 | | | $ | (3,125) | | | $ | (200,423) | | | $ | 17,913 | |
4. Discontinued Operations
DuringDiscontinued operations for the three and nine months ended September 30, 2021 and 2020 we received insurance proceedsinclude working capital adjustments, tax-related adjustments and other adjustments in connection with the sale of $6 millionour Software Solutions business in 2019 and $15 million, respectively,Production Mail business in 2018. Discontinued operations for the nine months ended September 30, 2021 also includes a tax charge related to the October 2019 malware attack, a portionsale of which has been recorded to the Production Mail business segments and reflected in segment EBIT.
4. Discontinued Operations
Discontinueddiscontinued operations for the nine months ended September 30, 2020 also includes the Software Solutions business, sold in December 2019, withgain on the exceptionsale of theour software business in Australia, which closed in January 2020, and the Production Mail business, sold in July 2018. Selected financial information of discontinued operations is as follows:2020.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended September 30, 2020 | | Three Months Ended September 30, 2019 |
| Software Solutions | | Production Mail | | Total | | Software Solutions | | Production Mail | | Total |
Revenue | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 73,620 | | | $ | 0 | | | $ | 73,620 | |
| | | | | | | | | | | |
Earnings from discontinued operations | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 8,633 | | | $ | 0 | | | $ | 8,633 | |
Gain (loss) on sale | 474 | | | 0 | | | 474 | | | (12,447) | | | (5,710) | | | (18,157) | |
| | | | | | | | | | | |
Income (loss) from discontinued operations before taxes | $ | 474 | | | $ | 0 | | | 474 | | | $ | (3,814) | | | $ | (5,710) | | | (9,524) | |
Tax benefit | | | | | (142) | | | | | | | (1,054) | |
Income (loss) from discontinued operations, net of tax | | | | | $ | 616 | | | | | | | $ | (8,470) | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Nine Months Ended September 30, 2020 | | Nine Months Ended September 30, 2019 |
| Software Solutions | | Production Mail | | Total | | Software Solutions | | Production Mail | | Total |
Revenue | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 219,144 | | | $ | 0 | | | $ | 219,144 | |
| | | | | | | | | | | |
Earnings (loss) from discontinued operations | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 13,334 | | | $ | (663) | | | $ | 12,671 | |
Gain (loss) on sale | 7,343 | | | (167) | | | 7,176 | | | (14,211) | | | (14,967) | | | (29,178) | |
| | | | | | | | | | | |
Income (loss) from discontinued operations before taxes | $ | 7,343 | | | $ | (167) | | | 7,176 | | | $ | (877) | | | $ | (15,630) | | | (16,507) | |
Tax benefit | | | | | (472) | | | | | | | (2,308) | |
Income (loss) from discontinued operations, net of tax | | | | | $ | 7,648 | | | | | | | $ | (14,199) | |
Assets of discontinued operations and liabilities of discontinued operations at December 31, 2019 includes the assets and liabilities of the software business in Australia.
5. Earnings per Share (EPS)
| | | Three Months Ended September 30, | | Nine Months Ended September 30, | | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2020 | | 2019 | | 2020 | | 2019 | | 2021 | | 2020 | | 2021 | | 2020 |
Numerator: | Numerator: | | | | | | | | Numerator: | | | | | | | |
Income (loss) from continuing operations | Income (loss) from continuing operations | $ | 10,773 | | | $ | 5,345 | | | $ | (208,071) | | | $ | 32,112 | | Income (loss) from continuing operations | $ | 8,495 | | | $ | 10,773 | | | $ | 1,716 | | | $ | (208,071) | |
Income (loss) from discontinued operations, net of tax | Income (loss) from discontinued operations, net of tax | 616 | | | (8,470) | | | 7,648 | | | (14,199) | | Income (loss) from discontinued operations, net of tax | 572 | | | 616 | | | (4,334) | | | 7,648 | |
Net income (loss) (numerator for diluted EPS) | 11,389 | | | (3,125) | | | (200,423) | | | 17,913 | | |
Less: Preference stock dividend | 0 | | | 0 | | | 0 | | | 8 | | |
Income (loss) attributable to common stockholders (numerator for basic EPS) | $ | 11,389 | | | $ | (3,125) | | | $ | (200,423) | | | $ | 17,905 | | |
| Net income (loss) | | Net income (loss) | $ | 9,067 | | | $ | 11,389 | | | $ | (2,618) | | | $ | (200,423) | |
Denominator: | Denominator: | | | | | | | | Denominator: | | | | | | | |
Weighted-average shares used in basic EPS | Weighted-average shares used in basic EPS | 171,828 | | | 170,326 | | | 171,388 | | | 178,048 | | Weighted-average shares used in basic EPS | 174,399 | | | 171,828 | | | 173,691 | | | 171,388 | |
Dilutive effect of common stock equivalents (1) | Dilutive effect of common stock equivalents (1) | 2,876 | | | 875 | | | 0 | | | 1,048 | | Dilutive effect of common stock equivalents (1) | 5,010 | | | 2,876 | | | 5,258 | | | — | |
Weighted-average shares used in diluted EPS | Weighted-average shares used in diluted EPS | 174,704 | | | 171,201 | | | 171,388 | | | 179,096 | | Weighted-average shares used in diluted EPS | 179,409 | | | 174,704 | | | 178,949 | | | 171,388 | |
Basic earnings (loss) per share (2): | Basic earnings (loss) per share (2): | | | | | | | | Basic earnings (loss) per share (2): | | | | | | | |
Continuing operations | Continuing operations | $ | 0.06 | | | $ | 0.03 | | | $ | (1.21) | | | $ | 0.18 | | Continuing operations | $ | 0.05 | | | $ | 0.06 | | | $ | 0.01 | | | $ | (1.21) | |
Discontinued operations | Discontinued operations | 0 | | | (0.05) | | | 0.04 | | | (0.08) | | Discontinued operations | — | | | — | | | (0.02) | | | 0.04 | |
Net income (loss) | Net income (loss) | $ | 0.07 | | | $ | (0.02) | | | $ | (1.17) | | | $ | 0.10 | | Net income (loss) | $ | 0.05 | | | $ | 0.07 | | | $ | (0.02) | | | $ | (1.17) | |
Diluted earnings (loss) per share (2): | Diluted earnings (loss) per share (2): | | | | | | | | Diluted earnings (loss) per share (2): | | | | | | | |
Continuing operations | Continuing operations | $ | 0.06 | | | $ | 0.03 | | | $ | (1.21) | | | $ | 0.18 | | Continuing operations | $ | 0.05 | | | $ | 0.06 | | | $ | 0.01 | | | $ | (1.21) | |
Discontinued operations | Discontinued operations | 0 | | | (0.05) | | | 0.04 | | | (0.08) | | Discontinued operations | — | | | — | | | (0.02) | | | 0.04 | |
Net income (loss) | Net income (loss) | $ | 0.07 | | | $ | (0.02) | | | $ | (1.17) | | | $ | 0.10 | | Net income (loss) | $ | 0.05 | | | $ | 0.07 | | | $ | (0.02) | | | $ | (1.17) | |
| Common stock equivalents excluded from calculation of diluted earnings per share because their impact would be anti-dilutive: | Common stock equivalents excluded from calculation of diluted earnings per share because their impact would be anti-dilutive: | 14,828 | | | 16,182 | | | 15,855 | | | 16,166 | | Common stock equivalents excluded from calculation of diluted earnings per share because their impact would be anti-dilutive: | 6,529 | | | 14,828 | | | 6,529 | | | 15,855 | |
(1) Dilutive effect of common stock equivalentsDue to the net loss for the nine months ended September 30, 2020, wascommon stock equivalents of 1,604 shares; however, this amount was not included inwere also excluded from the calculation of diluted earnings per share as the impact would have been anti-dilutive.
(2) The sum of the earnings per share amounts may not equal the totals due to rounding.
6. Inventories
Inventories are stated at the lower of cost or market. Cost is determined on the last-in, first-out (LIFO) basis, the first-in, first-out (FIFO) basis or average cost. Inventories consisted of the following:
| | | | | | | | | | | |
| September 30, 2021 | | December 31, 2020 |
Raw materials | $ | 19,289 | | | $ | 16,570 | |
Supplies and service parts | 26,162 | | | 24,061 | |
Finished products | 29,680 | | | 30,849 | |
Inventory at FIFO cost | 75,131 | | | 71,480 | |
Excess of FIFO cost over LIFO cost | (5,635) | | | (5,635) | |
Total inventory, net | $ | 69,496 | | | $ | 65,845 | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
6. Inventories
Inventories are stated at the lower of cost or net realizable value. Cost is determined on the last-in, first-out (LIFO) basis for most U.S. inventories and the first-in, first-out (FIFO) basis for most non-U.S. inventories. Inventories consisted of the following:
| | | | | | | | | | | |
| September 30, 2020 | | December 31, 2019 |
Raw materials | $ | 16,174 | | | $ | 13,514 | |
Supplies and service parts | 22,628 | | | 21,840 | |
Finished products | 31,957 | | | 36,969 | |
Inventory at FIFO cost | 70,759 | | | 72,323 | |
Excess of FIFO cost over LIFO cost | (3,785) | | | (4,072) | |
Total inventory, net | $ | 66,974 | | | $ | 68,251 | |
7. Finance Assets and Lessor Operating Leases
Finance Assets
Finance receivables are comprised of sales-type lease receivables and unsecured revolving loan receivables. Sales-type lease receivables are generally due in monthly, quarterly or semi-annual installments over periods ranging from three to five years. Loan receivables arise primarily from financing services offered to our clients for postage and supplies and are generally due monthly; however, clients may rollover outstanding balances. Interest is recognized on loan receivables using the effective interest method. Annual fees are recognized ratably over the annual period covered and client acquisition costs are expensed as incurred.
Finance receivables consisted of the following:
| | | September 30, 2020 | | December 31, 2019 | | September 30, 2021 | | December 31, 2020 |
| | North America | | International | | Total | | North America | | International | | Total | | North America | | International | | Total | | North America | | International | | Total |
Sales-type lease receivables | Sales-type lease receivables | | | | | | | | | | | | Sales-type lease receivables | | | | | | | | | | | |
Gross finance receivables | Gross finance receivables | $ | 981,475 | | | $ | 201,590 | | | $ | 1,183,065 | | | $ | 1,055,852 | | | $ | 224,202 | | | $ | 1,280,054 | | Gross finance receivables | $ | 960,290 | | | $ | 186,979 | | | $ | 1,147,269 | | | $ | 994,985 | | | $ | 211,944 | | | $ | 1,206,929 | |
Unguaranteed residual values | Unguaranteed residual values | 37,191 | | | 11,609 | | | 48,800 | | | 41,934 | | | 11,789 | | | 53,723 | | Unguaranteed residual values | 37,827 | | | 11,101 | | | 48,928 | | | 36,405 | | | 12,140 | | | 48,545 | |
Unearned income | Unearned income | (270,499) | | | (58,811) | | | (329,310) | | | (319,281) | | | (65,888) | | | (385,169) | | Unearned income | (251,451) | | | (57,565) | | | (309,016) | | | (275,359) | | | (61,686) | | | (337,045) | |
Allowance for credit losses | Allowance for credit losses | (25,886) | | | (4,902) | | | (30,788) | | | (10,920) | | | (2,085) | | | (13,005) | | Allowance for credit losses | (22,321) | | | (3,977) | | | (26,298) | | | (22,917) | | | (6,006) | | | (28,923) | |
Net investment in sales-type lease receivables | Net investment in sales-type lease receivables | 722,281 | | | 149,486 | | | 871,767 | | | 767,585 | | | 168,018 | | | 935,603 | | Net investment in sales-type lease receivables | 724,345 | | | 136,538 | | | 860,883 | | | 733,114 | | | 156,392 | | | 889,506 | |
Loan receivables | Loan receivables | | | | | | | | | | | | Loan receivables | | | | | | | | | | | |
Loan receivables | Loan receivables | 259,832 | | | 22,377 | | | 282,209 | | | 298,247 | | | 27,926 | | | 326,173 | | Loan receivables | 259,653 | | | 22,410 | | | 282,063 | | | 268,690 | | | 22,092 | | | 290,782 | |
Allowance for credit losses | Allowance for credit losses | (6,792) | | | (488) | | | (7,280) | | | (5,906) | | | (740) | | | (6,646) | | Allowance for credit losses | (3,373) | | | (236) | | | (3,609) | | | (6,484) | | | (462) | | | (6,946) | |
Net investment in loan receivables | Net investment in loan receivables | 253,040 | | | 21,889 | | | 274,929 | | | 292,341 | | | 27,186 | | | 319,527 | | Net investment in loan receivables | 256,280 | | | 22,174 | | | 278,454 | | | 262,206 | | | 21,630 | | | 283,836 | |
Net investment in finance receivables | Net investment in finance receivables | $ | 975,321 | | | $ | 171,375 | | | $ | 1,146,696 | | | $ | 1,059,926 | | | $ | 195,204 | | | $ | 1,255,130 | | Net investment in finance receivables | $ | 980,625 | | | $ | 158,712 | | | $ | 1,139,337 | | | $ | 995,320 | | | $ | 178,022 | | | $ | 1,173,342 | |
Maturities of gross sales-type lease receivables and gross loan receivables at September 30, 2021 were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Sales-type Lease Receivables | | Loan Receivables |
| North America | | International | | Total | | North America | | International | | Total |
Remaining for year ending December 31, 2021 | $ | 104,087 | | | $ | 16,956 | | | $ | 121,043 | | | $ | 205,035 | | | $ | 22,410 | | | $ | 227,445 | |
Year ending December 31, 2022 | 353,220 | | | 70,368 | | | 423,588 | | | 20,692 | | | — | | | 20,692 | |
Year ending December 31, 2023 | 253,168 | | | 48,930 | | | 302,098 | | | 14,616 | | | — | | | 14,616 | |
Year ending December 31, 2024 | 154,417 | | | 29,172 | | | 183,589 | | | 11,998 | | | — | | | 11,998 | |
Year ending December 31, 2025 | 76,001 | | | 15,305 | | | 91,306 | | | 6,429 | | | — | | | 6,429 | |
Thereafter | 19,397 | | | 6,248 | | | 25,645 | | | 883 | | | — | | | 883 | |
Total | $ | 960,290 | | | $ | 186,979 | | | $ | 1,147,269 | | | $ | 259,653 | | | $ | 22,410 | | | $ | 282,063 | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Maturities of gross sales-type lease receivables and gross loan receivables at September 30, 2020 were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Sales-type Lease Receivables | | Loan Receivables |
| North America | | International | | Total | | North America | | International | | Total |
Remaining for year ending December 31, 2020 | $ | 114,724 | | | $ | 35,721 | | | $ | 150,445 | | | $ | 215,593 | | | $ | 22,377 | | | $ | 237,970 | |
Year ending December 31, 2021 | 359,198 | | | 75,057 | | | 434,255 | | | 13,314 | | | 0 | | | 13,314 | |
Year ending December 31, 2022 | 259,729 | | | 49,422 | | | 309,151 | | | 11,507 | | | 0 | | | 11,507 | |
Year ending December 31, 2023 | 155,254 | | | 27,279 | | | 182,533 | | | 6,394 | | | 0 | | | 6,394 | |
Year ending December 31, 2024 | 77,034 | | | 11,000 | | | 88,034 | | | 7,023 | | | 0 | | | 7,023 | |
Thereafter | 15,536 | | | 3,111 | | | 18,647 | | | 6,001 | | | 0 | | | 6,001 | |
Total | $ | 981,475 | | | $ | 201,590 | | | $ | 1,183,065 | | | $ | 259,832 | | | $ | 22,377 | | | $ | 282,209 | |
Aging of Receivables
The aging of gross finance receivables was as follows:
| | | September 30, 2020 | | September 30, 2021 |
| | Sales-type Lease Receivables | | Loan Receivables | | | Sales-type Lease Receivables | | Loan Receivables | |
| | North America | | International | | North America | | International | | Total | | North America | | International | | North America | | International | | Total |
Past due amounts 0 - 90 days | Past due amounts 0 - 90 days | $ | 961,346 | | | $ | 199,565 | | | $ | 254,802 | | | $ | 22,096 | | | $ | 1,437,809 | | Past due amounts 0 - 90 days | $ | 955,731 | | | $ | 184,616 | | | $ | 255,365 | | | $ | 22,311 | | | $ | 1,418,023 | |
Past due amounts > 90 days | Past due amounts > 90 days | 20,129 | | | 2,025 | | | 5,030 | | | 281 | | | 27,465 | | Past due amounts > 90 days | 4,559 | | | 2,363 | | | 4,288 | | | 99 | | | 11,309 | |
Total | Total | $ | 981,475 | | | $ | 201,590 | | | $ | 259,832 | | | $ | 22,377 | | | $ | 1,465,274 | | Total | $ | 960,290 | | | $ | 186,979 | | | $ | 259,653 | | | $ | 22,410 | | | $ | 1,429,332 | |
Past due amounts > 90 days | Past due amounts > 90 days | | | | | | | | | | Past due amounts > 90 days | | | | | | | | | |
Still accruing interest | Still accruing interest | $ | 3,365 | | | $ | 699 | | | $ | 1,461 | | | $ | 58 | | | $ | 5,583 | | Still accruing interest | $ | 2,046 | | | $ | 872 | | | $ | — | | | $ | — | | | $ | 2,918 | |
Not accruing interest | Not accruing interest | 16,764 | | | 1,326 | | | 3,569 | | | 223 | | | 21,882 | | Not accruing interest | 2,513 | | | 1,491 | | | 4,288 | | | 99 | | | 8,391 | |
Total | Total | $ | 20,129 | | | $ | 2,025 | | | $ | 5,030 | | | $ | 281 | | | $ | 27,465 | | Total | $ | 4,559 | | | $ | 2,363 | | | $ | 4,288 | | | $ | 99 | | | $ | 11,309 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| December 31, 2019 |
| Sales-type Lease Receivables | | Loan Receivables | | |
| North America | | International | | North America | | International | | Total |
Past due amounts 0 - 90 days | $ | 1,032,912 | | | $ | 220,819 | | | $ | 294,001 | | | $ | 27,697 | | | $ | 1,575,429 | |
Past due amounts > 90 days | 22,940 | | | 3,383 | | | 4,246 | | | 229 | | | 30,798 | |
Total | $ | 1,055,852 | | | $ | 224,202 | | | $ | 298,247 | | | $ | 27,926 | | | $ | 1,606,227 | |
Past due amounts > 90 days | | | | | | | | | |
Still accruing interest | $ | 4,835 | | | $ | 1,081 | | | $ | 2,094 | | | $ | 121 | | | $ | 8,131 | |
Not accruing interest | 18,105 | | | 2,302 | | | 2,152 | | | 108 | | | 22,667 | |
Total | $ | 22,940 | | | $ | 3,383 | | | $ | 4,246 | | | $ | 229 | | | $ | 30,798 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| December 31, 2020 |
| Sales-type Lease Receivables | | Loan Receivables | | |
| North America | | International | | North America | | International | | Total |
Past due amounts 0 - 90 days | $ | 972,266 | | | $ | 208,968 | | | $ | 264,484 | | | $ | 21,932 | | | $ | 1,467,650 | |
Past due amounts > 90 days | 22,719 | | | 2,976 | | | 4,206 | | | 160 | | | 30,061 | |
Total | $ | 994,985 | | | $ | 211,944 | | | $ | 268,690 | | | $ | 22,092 | | | $ | 1,497,711 | |
Past due amounts > 90 days | | | | | | | | | |
Still accruing interest | $ | 5,128 | | | $ | 463 | | | $ | 1,797 | | | $ | 59 | | | $ | 7,447 | |
Not accruing interest | 17,591 | | | 2,513 | | | 2,409 | | | 101 | | | 22,614 | |
Total | $ | 22,719 | | | $ | 2,976 | | | $ | 4,206 | | | $ | 160 | | | $ | 30,061 | |
Allowance for Credit Losses
We estimate an allowance for credit losses based on historical loss experience, the nature of our portfolios, adverse situations that may affect a client's ability to pay, current conditions, reasonable and supportablemanagement forecasts and currentindependent economic outlook.forecasts. Credit losses are estimated at the portfolio level based on asset type and geographic market. Historical loss experience wasis based on actual loss rates over the average term of the asset of five years for sales-type lease receivables and three years for loan receivables (including accrued interest). Additionally, we evaluate current conditions and review third-party economic forecasts on a quarterly basis to determine the impact on the allowance for credit losses. The assumptions used in determining an estimate of credit losses are inherently subjective and actual results may differ significantly from estimated reserves. The allowance for credit losses at September 30, 2020 considers the current economic conditions and resulting impact on a client's future ability to pay amounts due.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
We establish credit approval limits based on the credit quality of the client and the type of equipment financed. Our policy is to discontinue revenue recognition for lease receivables that are more than 120 days past due and for loan receivables that are more than 90 days past due. We resume revenue recognition when the client's payments reduce the account aging to less than 60 days past due. Finance receivables deemed uncollectible are written off against the allowance after all collection efforts have been exhausted and management deems the account to be uncollectible. We monitor delinquency rates and have experienced a slight increase in our delinquencies during this current economic situation. However, we believe that our finance receivable credit risk is low because of the geographic and industry diversification of our clients and small account balances for most of our clients.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Activity in the allowance for credit losses for finance receivables was as follows:
| | | | Sales-type Lease Receivables | | Loan Receivables | |
| | | North America | | International | | North America | | International | | Total |
Balance at January 1, 2021 | | Balance at January 1, 2021 | $ | 22,917 | | | $ | 6,006 | | | $ | 6,484 | | | $ | 462 | | | $ | 35,869 | |
| Amounts charged to expense | | Amounts charged to expense | 1,959 | | | (1,019) | | | (979) | | | 33 | | | (6) | |
Write-offs | | Write-offs | (4,816) | | | (773) | | | (4,748) | | | (251) | | | (10,588) | |
Recoveries | | Recoveries | 2,256 | | | (16) | | | 2,615 | | | 3 | | | 4,858 | |
Other | | Other | 5 | | | (221) | | | 1 | | | (11) | | | (226) | |
Balance at September 30, 2021 | | Balance at September 30, 2021 | $ | 22,321 | | | $ | 3,977 | | | $ | 3,373 | | | $ | 236 | | | $ | 29,907 | |
| | | Sales-type Lease Receivables | | Loan Receivables | | | Sales-type Lease Receivables | | Loan Receivables | |
| | North America | | International | | North America | | International | | Total | | North America | | International | | North America | | International | | Total |
Balance at December 31, 2019 | Balance at December 31, 2019 | $ | 10,920 | | | $ | 2,085 | | | $ | 5,906 | | | $ | 740 | | | $ | 19,651 | | Balance at December 31, 2019 | $ | 10,920 | | | $ | 2,085 | | | $ | 5,906 | | | $ | 740 | | | $ | 19,651 | |
Cumulative effect of accounting change | Cumulative effect of accounting change | 9,271 | | | 1,750 | | | (1,116) | | | (402) | | | 9,503 | | Cumulative effect of accounting change | 9,271 | | | 1,750 | | | (1,116) | | | (402) | | | 9,503 | |
Amounts charged to expense | Amounts charged to expense | 10,009 | | | 1,314 | | | 6,792 | | | 429 | | | 18,544 | | Amounts charged to expense | 10,009 | | | 1,314 | | | 6,792 | | | 429 | | | 18,544 | |
Write-offs | Write-offs | (5,950) | | | (548) | | | (7,370) | | | (343) | | | (14,211) | | Write-offs | (5,950) | | | (548) | | | (7,370) | | | (343) | | | (14,211) | |
Recoveries | Recoveries | 1,488 | | | 91 | | | 2,399 | | | 1 | | | 3,979 | | Recoveries | 1,488 | | | 91 | | | 2,399 | | | 1 | | | 3,979 | |
Currency impact | 148 | | | 210 | | | 181 | | | 63 | | | 602 | | |
Other | | Other | 148 | | | 210 | | | 181 | | | 63 | | | 602 | |
Balance at September 30, 2020 | Balance at September 30, 2020 | $ | 25,886 | | | $ | 4,902 | | | $ | 6,792 | | | $ | 488 | | | $ | 38,068 | | Balance at September 30, 2020 | $ | 25,886 | | | $ | 4,902 | | | $ | 6,792 | | | $ | 488 | | | $ | 38,068 | |
| | Sales-type Lease Receivables | | Loan Receivables | | |
| North America | | International | | North America | | International | | Total | |
Balance at January 1, 2019 | $ | 10,253 | | | $ | 2,355 | | | $ | 6,777 | | | $ | 837 | | | $ | 20,222 | | |
Amounts charged to expense | 4,587 | | | 801 | | | 3,547 | | | 440 | | | 9,375 | | |
Write-offs | (5,153) | | | (842) | | | (6,882) | | | (608) | | | (13,485) | | |
Recoveries | 1,286 | | | 157 | | | 2,746 | | | 9 | | | 4,198 | | |
Currency impact | 199 | | | (254) | | | (172) | | | 41 | | | (186) | | |
Balance at September 30, 2019 | $ | 11,172 | | | $ | 2,217 | | | $ | 6,016 | | | $ | 719 | | | $ | 20,124 | | |
Credit Quality
The extension of credit and management of credit lines to new and existing clients uses a combination of a client's credit score, where available, and a detailed manual review of their financial condition and payment history or an automated process for certain small dollar applications. Once credit is granted, the payment performance of the client is managed through automated collections processes and is supplemented with direct follow up should an account become delinquent. We have robust automated collections and extensive portfolio management processes to ensure that our global strategy is executed, collection resources are allocated appropriately and enhanced tools and processes are implemented as needed.
We use a third party to score the majority of the North America portfolio on a quarterly basis using a proprietary commercial credit score. The relative scores are determined based on a number of factors, including financial information, payment history, company type and ownership structure. A fourth class is shown for accounts that areWe stratify the third party's credit scores of our clients into low, medium and high-risk accounts. Due to timing and other issues, our entire portfolio may not scored. Absencebe scored at period end. We report these amounts as "Not Scored"; however, absence of a score is not indicative of the credit quality of the account. The degreethird-party credit score is used to predict the payment behaviors of risk (low, medium, high), as defined byour clients and the third party, refers to the relative riskprobability that an account maywill become delinquent ingreater than 90 days past due during the next 12 months.subsequent 12-month period.
•Low risk accounts are companies with very good credit scores and are considered to approximate the top 30%a predicted delinquency rate of all commercial borrowers.less than 5%.
•Medium risk accounts are companies with average to good credit scores and are considered to approximate the middle 40% of all commercial borrowers.a predicted delinquency rate between 5% and 10%.
•High risk accounts are companies with poor credit scores, are delinquent or are at risk of becoming delinquentdelinquent. The predicted delinquency rate would be greater than 10%.
We do not use a third party to score our International portfolio because the cost to do so is prohibitive as there is no single credit score model that covers all countries. Accordingly, the entire International portfolio is reported in the Not Scored category. Approximately 80% of credit applications are approved or denied through the automated review process. All other credit applications are manually reviewed by obtaining client financial information, credit reports and are considered to approximate the bottom 30% of all commercial borrowers.other available financial information.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
The table below shows the gross sales-type lease receivable and loan receivable balances by relative risk class and year of origination based on the relative scores of the accounts within each class.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Sales Type Lease Receivables | | Loan Receivables | | Total |
| 2020 | | 2019 | | 2018 | | 2017 | | 2016 | | Prior | | |
Low | $ | 187,763 | | | $ | 230,942 | | | $ | 178,224 | | | $ | 101,307 | | | $ | 37,346 | | | $ | 15,488 | | | $ | 185,709 | | | $ | 936,779 | |
Medium | 39,810 | | | 58,779 | | | 42,501 | | | 24,903 | | | 10,491 | | | 3,924 | | | 59,422 | | | 239,830 | |
High | 5,752 | | | 6,219 | | | 4,722 | | | 2,605 | | | 1,344 | | | 184 | | | 4,617 | | | 25,443 | |
Not Scored | 55,694 | | | 79,125 | | | 53,395 | | | 28,611 | | | 12,207 | | | 1,729 | | | 32,461 | | | 263,222 | |
Total | $ | 289,019 | | | $ | 375,065 | | | $ | 278,842 | | | $ | 157,426 | | | $ | 61,388 | | | $ | 21,325 | | | $ | 282,209 | | | $ | 1,465,274 | |
class as of September 30, 2021 and December 31, 2020.
The majority of the Not Scored amounts above is within our International portfolio. We do not use a third party to score our International portfolio because the cost to do so is prohibitive, given that it is a localized process, and there is no single credit score model that covers all countries. International credit applications below $50 thousand are subjected to an automated review process. All other credit applications are manually reviewed. A manual review includes obtaining client financial information, credit reports and other available financial information. Approximately 80% of credit applications are approved or denied through the automated review process. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| September 30, 2021 |
| Sales Type Lease Receivables | | Loan Receivables | | Total |
| 2021 | | 2020 | | 2019 | | 2018 | | 2017 | | Prior | | |
Low | $ | 211,706 | | | $ | 206,401 | | | $ | 174,389 | | | $ | 111,650 | | | $ | 44,059 | | | $ | 17,317 | | | $ | 194,859 | | | $ | 960,381 | |
Medium | 35,526 | | | 38,343 | | | 36,921 | | | 22,257 | | | 10,355 | | | 5,551 | | | 49,385 | | | 198,338 | |
High | 4,169 | | | 5,335 | | | 4,744 | | | 3,013 | | | 1,050 | | | 830 | | | 5,265 | | | 24,406 | |
Not Scored | 65,099 | | | 56,985 | | | 51,426 | | | 27,735 | | | 10,079 | | | 2,329 | | | 32,554 | | | 246,207 | |
Total | $ | 316,500 | | | $ | 307,064 | | | $ | 267,480 | | | $ | 164,655 | | | $ | 65,543 | | | $ | 26,027 | | | $ | 282,063 | | | $ | 1,429,332 | |
| | | | | | | | | | | | | | | |
| December 31, 2020 |
| Sales Type Lease Receivables | | Loan Receivables | | Total |
| 2020 | | 2019 | | 2018 | | 2017 | | 2016 | | Prior | | |
Low | $ | 256,573 | | | $ | 228,344 | | | $ | 165,244 | | | $ | 87,346 | | | $ | 30,518 | | | $ | 12,249 | | | $ | 192,971 | | | $ | 973,245 | |
Medium | 50,785 | | | 49,946 | | | 37,168 | | | 21,388 | | | 6,470 | | | 2,375 | | | 61,625 | | | 229,757 | |
High | 6,182 | | | 5,396 | | | 3,782 | | | 1,974 | | | 1,051 | | | 143 | | | 4,518 | | | 23,046 | |
Not Scored | 80,854 | | | 77,362 | | | 48,704 | | | 24,291 | | | 7,813 | | | 971 | | | 31,668 | | | 271,663 | |
Total | $ | 394,394 | | | $ | 361,048 | | | $ | 254,898 | | | $ | 134,999 | | | $ | 45,852 | | | $ | 15,738 | | | $ | 290,782 | | | $ | 1,497,711 | |
Lease Income
Lease income from sales-type leases was as follows:
| | | Three Months Ended September 30, | | Nine Months Ended September 30, | | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2020 | | 2019 | | 2020 | | 2019 | | 2021 | | 2020 | | 2021 | | 2020 |
Profit recognized at commencement (1) | Profit recognized at commencement (1) | $ | 29,169 | | | $ | 39,326 | | | $ | 80,349 | | | $ | 112,422 | | Profit recognized at commencement (1) | $ | 28,394 | | | $ | 29,169 | | | $ | 92,756 | | | $ | 80,348 | |
Interest income | Interest income | 33,654 | | | 56,522 | | | 101,969 | | | 174,045 | | Interest income | 45,806 | | | 50,961 | | | 142,072 | | | 157,044 | |
Total lease income from sales-type leases | Total lease income from sales-type leases | $ | 62,823 | | | $ | 95,848 | | | $ | 182,318 | | | $ | 286,467 | | Total lease income from sales-type leases | $ | 74,200 | | | $ | 80,130 | | | $ | 234,828 | | | $ | 237,392 | |
(1) Lease contracts do not include variable lease payments.
The disclosure of total lease income from sales-type leases for the three and nine months ended September 30, 2020 has been revised from $63 million to $80 million and from $182 million to $237 million, respectively. The revision did not have any impact on our Condensed Consolidated Statements of Operations.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Lessor Operating Leases
We also lease mailing equipment under operating leases with terms of one to five years. Maturities of these operating leases are as follows:
| | | | | |
Remaining for year ending December 31, 20202021 | $ | 17,351 | |
Year ending December 31, 2021 | 36,39610,624 | |
Year ending December 31, 2022 | 13,68828,138 | |
Year ending December 31, 2023 | 7,17221,658 | |
Year ending December 31, 2024 | 2,1006,395 | |
Year ending December 31, 2025 | 2,221 | |
Thereafter | 399320 | |
Total | $ | 77,10669,356 | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
8. Intangible Assets Goodwill and Other AssetsGoodwill
Intangible Assets
Intangible assets consisted of the following:
| | | September 30, 2020 | | December 31, 2019 | | September 30, 2021 | | December 31, 2020 |
| | Gross Carrying Amount | | Accumulated Amortization | | Net Carrying Amount | | Gross Carrying Amount | | Accumulated Amortization | | Net Carrying Amount | | Gross Carrying Amount | | Accumulated Amortization | | Net Carrying Amount | | Gross Carrying Amount | | Accumulated Amortization | | Net Carrying Amount |
Customer relationships | Customer relationships | $ | 268,195 | | | $ | (108,338) | | | $ | 159,857 | | | $ | 265,665 | | | $ | (88,550) | | | $ | 177,115 | | Customer relationships | $ | 268,189 | | | $ | (134,871) | | | $ | 133,318 | | | $ | 268,199 | | | $ | (115,010) | | | $ | 153,189 | |
Software & technology | Software & technology | 31,600 | | | (23,969) | | | 7,631 | | | 31,600 | | | (19,999) | | | 11,601 | | Software & technology | 19,000 | | | (15,200) | | | 3,800 | | | 19,000 | | | (12,350) | | | 6,650 | |
Trademarks & other | 13,324 | | | (13,319) | | | 5 | | | 13,324 | | | (11,400) | | | 1,924 | | |
| Total intangible assets | Total intangible assets | $ | 313,119 | | | $ | (145,626) | | | $ | 167,493 | | | $ | 310,589 | | | $ | (119,949) | | | $ | 190,640 | | Total intangible assets | $ | 287,189 | | | $ | (150,071) | | | $ | 137,118 | | | $ | 287,199 | | | $ | (127,360) | | | $ | 159,839 | |
Amortization expense for both the three months ended September 30, 20202021 and 20192020 was $8 million and $9 million, respectively, and amortizationmillion. Amortization expense for the nine months ended September 30, 2021 and 2020 and 2019 was $26$23 million and $27$26 million, respectively.
Future amortization expense as of September 30, 20202021 is shown in the table below. Actual amortization expense may differ due to, among other things, fluctuations in foreign currency exchange rates, impairments, acquisitions and accelerated amortization.
| | | | | |
Remaining for year ending December 31, 20202021 | $ | 7,683 | |
Year ending December 31, 2021 | 30,2657,573 | |
Year ending December 31, 2022 | 29,315 | |
Year ending December 31, 2023 | 26,465 | |
Year ending December 31, 2024 | 26,465 | |
Year ending December 31, 2025 | 19,805 | |
Thereafter | 47,30027,495 | |
Total | $ | 167,493137,118 | |
Goodwill
Changes in the carrying value of goodwill, by reporting segment, are shown in the table below.
| | | | December 31, 2019 | | Impairment | | Acquisition | | Currency impact | | September 30, 2020 | | Gross value before accumulated impairment | | Accumulated impairment | | December 31, 2020 | | | Disposition | | Currency impact | | September 30, 2021 |
Global Ecommerce | Global Ecommerce | | $ | 609,431 | | | $ | (198,169) | | | $ | 0 | | | $ | 0 | | | $ | 411,262 | | Global Ecommerce | $ | 609,431 | | | $ | (198,169) | | | $ | 411,262 | | | | $ | (16,200) | | | $ | — | | | $ | 395,062 | |
Presort Services | Presort Services | | 212,529 | | | 0 | | | 8,463 | | | 0 | | | 220,992 | | Presort Services | 220,992 | | | — | | | 220,992 | | | | — | | | — | | | 220,992 | |
Commerce Services | | 821,960 | | | (198,169) | | | 8,463 | | | 0 | | | 632,254 | | |
SendTech Solutions | SendTech Solutions | | 502,219 | | | 0 | | | 0 | | | 7,671 | | | 509,890 | | SendTech Solutions | 520,031 | | | — | | | 520,031 | | | | — | | | (11,380) | | | 508,651 | |
Total goodwill | Total goodwill | | $ | 1,324,179 | | | $ | (198,169) | | | $ | 8,463 | | | $ | 7,671 | | | $ | 1,142,144 | | Total goodwill | $ | 1,350,454 | | | $ | (198,169) | | | $ | 1,152,285 | | | | $ | (16,200) | | | $ | (11,380) | | | $ | 1,124,705 | |
In the first quarter of 2020, we determined that the estimated fair value of the Global Ecommerce reporting unit was less than its carrying value and recorded a non-cash, pre-tax goodwill impairment charge of $198 million.
At December 31, 2019, the fair value of our Global Ecommerce business exceeded its carrying value by less than 20%. During the first quarter of 2020, our Global Ecommerce reporting unit experienced weaker than expected performance, due in part to the deteriorating macroeconomic conditions and uncertainty brought on by COVID-19, causing us to evaluate the Global Ecommerce goodwill for impairment.
To test the Global Ecommerce goodwill for impairment, we determined the fair value of the Global Ecommerce reporting unit and compared it to the reporting unit's carrying value, including goodwill. We engaged a third-party to assist in the determination of the fair value of the reporting unit. The determination of fair value, and the resulting impairment charge, relied on internal projections developed using numerous estimates and assumptions that are inherently subject to significant uncertainties. These estimates and assumptions included revenue growth, profitability, cash flows, capital spending and other available information. The determination of fair value also incorporated a risk-adjusted discount rate, terminal growth rates and other assumptions that market participants may use. Changes in any of these estimates or assumptions could materially affect the determination of fair value and the associated
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
goodwill impairment charge and could result in an additional impairment charge in the future. These estimates and assumptions are considered Level 3 inputs under the fair value hierarchy.
Other Assets
Other assets at September 30, 2020 and December 31, 2019 includes long-term investments of $426 million and $289 million, respectively.
InDuring the second quarter, we sold a U.K. based software consultancy business ("Tacit") acquired as part of 2020, we surrendered certain company owned life insurance policies andour 2017 acquisition of Newgistics. We received net proceeds of $46 million. We did not record a gain or loss on the surrender; however, the surrender resulted in a tax expense of $12 million (see Note 13 for further information). Also, in the second quarter of 2020, we sold our interest in an equity investment for $12$28 million and recognized a pre-tax gain of $12 million.
$10 million (after-tax gain of $4 million), which included a goodwill allocation of $16 million attributable to Tacit.
9. Fair Value Measurements and Derivative Instruments
We measure certain financial assets and liabilities at fair value on a recurring basis. Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. An entity is required to classify certain assets and liabilities measured at fair value based on the following fair value hierarchy that prioritizes the inputs used to measure fair value:
Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities.
Level 2 – Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 – Unobservable inputs that are supported by little or no market activity, may be derived from internally developed methodologies based on management’s best estimate of fair value and that are significant to the fair value of the asset or liability.
Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect its placement within the fair value hierarchy. The following tables show, by level within the fair value hierarchy, our financial assets and liabilities that are accounted for at fair value on a recurring basis.
| | | September 30, 2020 | | September 30, 2021 |
| | Level 1 | | Level 2 | | Level 3 | | Total | | Level 1 | | Level 2 | | Level 3 | | Total |
Assets: | Assets: | | | | | | | | Assets: | | | | | | | |
Investment securities | Investment securities | | | | | | | | Investment securities | | | | | | | |
Money market funds | Money market funds | $ | 116,806 | | | $ | 440,493 | | | $ | 0 | | | $ | 557,299 | | Money market funds | $ | 84,772 | | | $ | 250,877 | | | $ | — | | | $ | 335,649 | |
Equity securities | Equity securities | 0 | | | 22,555 | | | 0 | | | 22,555 | | Equity securities | — | | | 29,898 | | | — | | | 29,898 | |
Commingled fixed income securities | Commingled fixed income securities | 1,720 | | | 19,537 | | | 0 | | | 21,257 | | Commingled fixed income securities | 1,704 | | | 19,277 | | | — | | | 20,981 | |
Government and related securities | Government and related securities | 17,408 | | | 18,601 | | | 0 | | | 36,009 | | Government and related securities | 9,847 | | | 25,179 | | | — | | | 35,026 | |
Corporate debt securities | Corporate debt securities | 0 | | | 82,959 | | | 0 | | | 82,959 | | Corporate debt securities | — | | | 66,433 | | | — | | | 66,433 | |
Mortgage-backed / asset-backed securities | Mortgage-backed / asset-backed securities | 0 | | | 275,352 | | | 0 | | | 275,352 | | Mortgage-backed / asset-backed securities | — | | | 187,435 | | | — | | | 187,435 | |
Derivatives | Derivatives | | | | Derivatives | | | |
| Interest rate swap | | Interest rate swap | — | | | 631 | | | — | | | 631 | |
Foreign exchange contracts | Foreign exchange contracts | 0 | | | 2,603 | | | 0 | | | 2,603 | | Foreign exchange contracts | — | | | 723 | | | — | | | 723 | |
Total assets | Total assets | $ | 135,934 | | | $ | 862,100 | | | $ | 0 | | | $ | 998,034 | | Total assets | $ | 96,323 | | | $ | 580,453 | | | $ | — | | | $ | 676,776 | |
Liabilities: | Liabilities: | | | | | | | | Liabilities: | | | | | | | |
Derivatives | Derivatives | | | | | | | | Derivatives | | | | | | | |
Interest rate swaps | $ | 0 | | | $ | (2,908) | | | $ | 0 | | | $ | (2,908) | | |
| Foreign exchange contracts | Foreign exchange contracts | 0 | | | (1,086) | | | 0 | | | (1,086) | | Foreign exchange contracts | $ | — | | | $ | (2,853) | | | $ | — | | | $ | (2,853) | |
Total liabilities | Total liabilities | $ | 0 | | | $ | (3,994) | | | $ | 0 | | | $ | (3,994) | | Total liabilities | $ | — | | | $ | (2,853) | | | $ | — | | | $ | (2,853) | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
| | | December 31, 2019 | | December 31, 2020 |
| | Level 1 | | Level 2 | | Level 3 | | Total | | Level 1 | | Level 2 | | Level 3 | | Total |
Assets: | Assets: | | | | | | | | Assets: | | | | | | | |
Investment securities | Investment securities | | | | | | | | Investment securities | | | | | | | |
Money market funds | Money market funds | $ | 161,441 | | | $ | 240,364 | | | $ | 0 | | | $ | 401,805 | | Money market funds | $ | 73,228 | | | $ | 434,791 | | | $ | — | | | $ | 508,019 | |
Equity securities | Equity securities | 0 | | | 21,979 | | | 0 | | | 21,979 | | Equity securities | — | | | 26,583 | | | — | | | 26,583 | |
Commingled fixed income securities | Commingled fixed income securities | 1,656 | | | 18,404 | | | 0 | | | 20,060 | | Commingled fixed income securities | 1,722 | | | 19,669 | | | — | | | 21,391 | |
Government and related securities | Government and related securities | 64,572 | | | 17,478 | | | 0 | | | 82,050 | | Government and related securities | 16,776 | | | 16,757 | | | — | | | 33,533 | |
Corporate debt securities | Corporate debt securities | 0 | | | 72,149 | | | 0 | | | 72,149 | | Corporate debt securities | — | | | 71,433 | | | — | | | 71,433 | |
Mortgage-backed / asset-backed securities | Mortgage-backed / asset-backed securities | 0 | | | 66,339 | | | 0 | | | 66,339 | | Mortgage-backed / asset-backed securities | — | | | 220,678 | | | — | | | 220,678 | |
Derivatives | Derivatives | | | | | | | Derivatives | | | | | | |
| Foreign exchange contracts | Foreign exchange contracts | 0 | | | 3,256 | | | 0 | | | 3,256 | | Foreign exchange contracts | — | | | 3,776 | | | — | | | 3,776 | |
Total assets | Total assets | $ | 227,669 | | | $ | 439,969 | | | $ | 0 | | | $ | 667,638 | | Total assets | $ | 91,726 | | | $ | 793,687 | | | $ | — | | | $ | 885,413 | |
Liabilities: | Liabilities: | | | | | | | | Liabilities: | | | | | | | |
Derivatives | Derivatives | | | | | | | | Derivatives | | | | | | | |
| Interest rate swap | | Interest rate swap | $ | — | | | $ | (2,163) | | | $ | — | | | $ | (2,163) | |
Foreign exchange contracts | Foreign exchange contracts | $ | 0 | | | $ | (1,402) | | | $ | 0 | | | $ | (1,402) | | Foreign exchange contracts | — | | | (1,960) | | | — | | | (1,960) | |
Total liabilities | Total liabilities | $ | 0 | | | $ | (1,402) | | | $ | 0 | | | $ | (1,402) | | Total liabilities | $ | — | | | $ | (4,123) | | | $ | — | | | $ | (4,123) | |
Investment Securities
The valuation of investment securities is based on the market approach using inputs that are observable, or can be corroborated by observable data, in an active marketplace. The following information relates to our classification intowithin the fair value hierarchy:
•Money Market Funds: Money market funds typically invest in government securities, certificates of deposit, commercial paper and other highly liquid, low risk securities. Money market funds are principally used for overnight deposits and are classified as Level 1 when unadjusted quoted prices in active markets are available and as Level 2 when they are not actively traded on an exchange.
•Equity Securities: Equity securities are comprised of mutual funds investing in U.S. and foreign stocks. These mutual funds are classified as Level 2.
•Commingled Fixed Income Securities: Commingled fixed income securities are comprised of mutual funds that invest in a variety of fixed income securities, including securities of the U.S. government and its agencies, corporate debt, mortgage-backed securities and asset-backed securities. Fair value is based on the value of the underlying investments owned by each fund, minus its liabilities, divided by the number of shares outstanding, as reported by the fund manager. These mutual funds are classified as Level 1 when unadjusted quoted prices in active markets are available and as Level 2 when they are not actively traded on an exchange.
•Government and Related Securities: Debt securities are classified as Level 1 where active, high volume trades for identical securities exist. Valuation adjustments are not applied to these securities. Debt securities are classified as Level 2 where fair value is determined using quoted market prices for similar securities or benchmarking model derived prices to quoted market prices and trade data for identical or comparable securities.
•Corporate Debt Securities: Corporate debt securities are valued using recently executed comparable transactions, market price quotations or bond spreads for the same maturity as the security. These securities are classified as Level 2.
•Mortgage-Backed Securities / Asset-Backed Securities: These securities are valued based on external pricing indices or external price/spread data. These securities are classified as Level 2.
Derivative Securities
•Foreign Exchange Contracts: The valuation of foreign exchange derivatives is based on the market approach using observable market inputs, such as foreign currency spot and forward rates and yield curves. We have not seen a material change in the creditworthiness of those banks acting as derivative counterparties. These securities are classified as Level 2.
•Interest Rate Swaps: The valuation of interest rate swaps is based on an income approach using inputs that are observable or that can be derived from, or corroborated by, observable market data. These securities are classified as Level 2.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Available-For-Sale Securities
Available-for-sale securities are predominantly held at our wholly owned subsidiary, the Pitney Bowes Bank (the PB Bank). The PB Bank provides financing solutions to clients that rent or lease postage meters and purchase postage related supplies. The PB Bank also manages and invests excess undeployed deposits in bond investments.Bank. Investment securities classified as available-for-sale are recorded at fair value with changes in fair value due to market conditions (i.e., interest rates) recorded in accumulated other comprehensive income (AOCI)loss (AOCL), and changes in fair value due to credit conditions recorded in earnings. There were no unrealized losses due to credit losses charged to earnings through the nine months ended September 30, 2020.2021.
Available-for-sale securities consisted of the following:
| | | September 30, 2020 | | September 30, 2021 |
| | Amortized cost | | Gross unrealized gains | | Gross unrealized losses | | Estimated fair value | | Amortized cost | | Gross unrealized gains | | Gross unrealized losses | | Estimated fair value |
Government and related securities | Government and related securities | $ | 35,018 | | | $ | 144 | | | $ | (719) | | | $ | 34,443 | | Government and related securities | $ | 36,282 | | | $ | 74 | | | $ | (1,330) | | | $ | 35,026 | |
Corporate debt securities | Corporate debt securities | 84,457 | | | 422 | | | (1,920) | | | 82,959 | | Corporate debt securities | 68,720 | | | 313 | | | (2,600) | | | 66,433 | |
Commingled fixed income securities | Commingled fixed income securities | 1,699 | | | 21 | | | 0 | | | 1,720 | | Commingled fixed income securities | 1,721 | | | — | | | (17) | | | 1,704 | |
Mortgage-backed / asset-backed securities | Mortgage-backed / asset-backed securities | 276,880 | | | 476 | | | (2,004) | | | 275,352 | | Mortgage-backed / asset-backed securities | 191,769 | | | 215 | | | (4,549) | | | 187,435 | |
Total | Total | $ | 398,054 | | | $ | 1,063 | | | $ | (4,643) | | | $ | 394,474 | | Total | $ | 298,492 | | | $ | 602 | | | $ | (8,496) | | | $ | 290,598 | |
| | | December 31, 2019 | | December 31, 2020 |
| | Amortized cost | | Gross unrealized gains | | Gross unrealized losses | | Estimated fair value | | Amortized cost | | Gross unrealized gains | | Gross unrealized losses | | Estimated fair value |
Government and related securities | Government and related securities | $ | 80,732 | | | $ | 1,358 | | | $ | (114) | | | $ | 81,976 | | Government and related securities | $ | 31,882 | | | $ | 157 | | | $ | (78) | | | $ | 31,961 | |
Corporate debt securities | Corporate debt securities | 70,426 | | | 2,009 | | | (286) | | | 72,149 | | Corporate debt securities | 71,174 | | | 614 | | | (355) | | | 71,433 | |
Commingled fixed income securities | Commingled fixed income securities | 1,675 | | | 0 | | | (19) | | | 1,656 | | Commingled fixed income securities | 1,706 | | | 16 | | | — | | | 1,722 | |
Mortgage-backed / asset-backed securities | Mortgage-backed / asset-backed securities | 65,679 | | | 960 | | | (300) | | | 66,339 | | Mortgage-backed / asset-backed securities | 220,659 | | | 734 | | | (715) | | | 220,678 | |
Total | Total | $ | 218,512 | | | $ | 4,327 | | | $ | (719) | | | $ | 222,120 | | Total | $ | 325,421 | | | $ | 1,521 | | | $ | (1,148) | | | $ | 325,794 | |
Investment securities in a loss position were as follows:
| | | September 30, 2020 | | December 31, 2019 | | September 30, 2021 | | December 31, 2020 |
| | Fair Value | | Gross unrealized losses | | Fair Value | | Gross unrealized losses | | Fair Value | | Gross unrealized losses | | Fair Value | | Gross unrealized losses |
Less than 12 continuous months | Less than 12 continuous months | $ | 314,145 | | | $ | 4,543 | | | $ | 52,521 | | | $ | 583 | | Less than 12 continuous months | $ | 181,105 | | | $ | 4,695 | | | $ | 132,267 | | | $ | 1,072 | |
Greater than 12 continuous months | Greater than 12 continuous months | 3,157 | | | 100 | | | 9,227 | | | 136 | | Greater than 12 continuous months | 93,587 | | | 3,801 | | | 2,369 | | | 76 | |
Total | Total | $ | 317,302 | | | $ | 4,643 | | | $ | 61,748 | | | $ | 719 | | Total | $ | 274,692 | | | $ | 8,496 | | | $ | 134,636 | | | $ | 1,148 | |
At September 30, 2020, approximately 30%2021, 35% of totalthe securities in the investment portfolio were in a net loss position. We believe our allowance for credit losses on available-for-sale investment securities is adequate as our investments are primarily in highly liquid U.S. government and agency securities, high grade corporate bonds and municipal bonds. The majority of our mortgage-backed securities are either guaranteed or supported by the U.S. Government. We have not recognized an impairment on investment securities in an unrealized loss position because we have the ability and intent to hold these securities until recovery of the unrealized losses or expect towe receive the stated principal and interest at maturity.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Scheduled maturities of available-for-sale securities at September 30, 20202021 were as follows:
| | | Amortized cost | | Estimated fair value | | Amortized cost | | Estimated fair value |
Within 1 year | Within 1 year | $ | 19,299 | | | $ | 19,379 | | Within 1 year | $ | 3,090 | | | $ | 3,082 | |
After 1 year through 5 years | After 1 year through 5 years | 9,354 | | | 9,553 | | After 1 year through 5 years | 15,198 | | | 15,102 | |
After 5 years through 10 years | After 5 years through 10 years | 54,448 | | | 53,476 | | After 5 years through 10 years | 73,743 | | | 71,325 | |
After 10 years | After 10 years | 314,953 | | | 312,066 | | After 10 years | 206,461 | | | 201,089 | |
Total | Total | $ | 398,054 | | | $ | 394,474 | | Total | $ | 298,492 | | | $ | 290,598 | |
The scheduled maturities of mortgage-backed and asset-backed securities may not coincide with the actual payment as borrowers have the right to prepay obligations.
We have not experienced any significant write-offs in our investment portfolio. The majority of our mortgage-backed securities are either guaranteed or supported by the U.S. Government. We have no investments in inactive markets that would warrant a possible change in our pricing methods or classification within the fair value hierarchy.
Held-to-Maturity Securities
At September 30, 2021, certain investments classified as available-for-sale are now classified as held-to-maturity as management determined that the intent is to now hold these securities until maturity. The reclassification of these securities did not have a material impact on our financial statements. Held-to-maturity securities at September 30, 20202021 and December 31, 2019, include $252020 totaled $19 million and $383$75 million, respectively, of short-term, highly liquid time deposits. Due to the short-term nature of these securities, the carrying value approximates fair value.investments.
Derivative Instruments
In the normal course of business, we are exposed to the impact of changes in foreign currency exchange rates and interest rates. We mitigate these exposures by following established risk management policies and procedures, including the use of derivatives. We use derivative instruments to limit the effects of exchange rate fluctuations on financial results and manage the cost of debt. We do not use derivatives for trading or speculative purposes. We record derivative instruments at fair value and the accounting for changes in the fair value depends on the intended use of the derivative, the resulting designation and the effectiveness of the instrument in offsetting the risk exposure it is designed to hedge.
Foreign Exchange Contracts
We enter into foreign exchange contracts to mitigate the currency risk associated with the anticipated purchase of inventory between affiliates and from third parties. These contracts are designated as cash flow hedges. The effective portion of the gain or loss on cash flow hedges is included in AOCIAOCL in the period that the change in fair value occurs and is reclassified to earnings in the period that the hedged item is recorded in earnings. No amount of ineffectiveness was recorded in earnings for these designated cash flow hedges. At September 30, 20202021 and December 31, 2019,2020, we had outstanding contracts associated with these anticipated transactions with notional amounts of $9$2 million and $7$8 million, respectively. Amounts included in AOCIAOCL at September 30, 20202021 will be recognized in earnings within the next 12 months.
Interest Rate Swaps
In May 2021, we terminated our $500 million aggregate notional amount of interest rate swap agreements. We havereceived $2 million that was recorded in AOCL and will be recognized ratably in income through 2024. We concurrently entered into new interest rate swap agreements with an aggregate notional amount of $500$200 million that areand designated these instruments as cash flow hedges. The fair value of the interest rate swaps is recorded as a derivative asset or liability at the end of each reporting period with the change in fair value reflected in AOCI.AOCL.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
The fair value of derivative instruments was as follows:
| Designation of Derivatives | Designation of Derivatives | | Balance Sheet Location | | September 30, 2020 | | December 31, 2019 | Designation of Derivatives | | Balance Sheet Location | | September 30, 2021 | | December 31, 2020 |
Derivatives designated as hedging instruments | Derivatives designated as hedging instruments | | | | | | | Derivatives designated as hedging instruments | | | | | | |
Foreign exchange contracts | Foreign exchange contracts | | Other current assets and prepayments | | $ | 15 | | | $ | 207 | | Foreign exchange contracts | | Other current assets and prepayments | | $ | 42 | | | $ | 96 | |
| | | Accounts payable and accrued liabilities | | (154) | | | (56) | | | | Accounts payable and accrued liabilities | | (6) | | | (112) | |
| Interest rate swaps | Interest rate swaps | | Other noncurrent liabilities | | (2,908) | | | 0 | | Interest rate swaps | | Other assets (Other noncurrent liabilities) | | 631 | | | (2,163) | |
| Derivatives not designated as hedging instruments | Derivatives not designated as hedging instruments | | | | | Derivatives not designated as hedging instruments | | | | |
Foreign exchange contracts | Foreign exchange contracts | | Other current assets and prepayments | | 2,588 | | | 3,049 | | Foreign exchange contracts | | Other current assets and prepayments | | 681 | | | 3,680 | |
| | | Accounts payable and accrued liabilities | | (932) | | | (1,346) | | | | Accounts payable and accrued liabilities | | (2,847) | | | (1,848) | |
| | | | Total derivative assets | | $ | 2,603 | | | $ | 3,256 | | | | Total derivative assets | | $ | 1,354 | | | $ | 3,776 | |
| | | Total derivative liabilities | | (3,994) | | | (1,402) | | | | Total derivative liabilities | | (2,853) | | | (4,123) | |
| | | Total net derivative (liability) asset | | $ | (1,391) | | | $ | 1,854 | | | | Total net derivative liability | | $ | (1,499) | | | $ | (347) | |
Results of cash flow hedging relationships were as follows:
| | | Three Months Ended September 30, | | Three Months Ended September 30, |
| | Derivative Gain (Loss) Recognized in AOCI (Effective Portion) | | Location of Gain (Loss) (Effective Portion) | | Gain (Loss) Reclassified from AOCI to Earnings (Effective Portion) | | Derivative Gain (Loss) Recognized in AOCL (Effective Portion) | | Location of Gain (Loss) (Effective Portion) | | Gain (Loss) Reclassified from AOCL to Earnings (Effective Portion) |
Derivative Instrument | Derivative Instrument | | 2020 | | 2019 | | 2020 | | 2019 | Derivative Instrument | | 2021 | | 2020 | | 2021 | | 2020 |
Foreign exchange contracts | Foreign exchange contracts | | $ | (80) | | | $ | 156 | | | Revenue | | $ | (104) | | | $ | (98) | | Foreign exchange contracts | | $ | 41 | | | $ | (80) | | | Revenue | | $ | 45 | | | $ | (104) | |
| | | | | | | Cost of sales | | (6) | | | 54 | | | | | | | | Cost of sales | | (21) | | | (6) | |
Interest rate swap | Interest rate swap | | (1,303) | | | 0 | | | Interest expense | | 0 | | | 0 | | Interest rate swap | | 186 | | | (1,303) | | | Interest expense | | — | | | — | |
| | | $ | (1,383) | | | $ | 156 | | | | | $ | (110) | | | $ | (44) | | | | $ | 227 | | | $ | (1,383) | | | | | $ | 24 | | | $ | (110) | |
| | | | Nine Months Ended September 30, | | | Nine Months Ended September 30, |
| | | Derivative Gain (Loss) Recognized in AOCI (Effective Portion) | | Location of Gain (Loss) (Effective Portion) | | Gain (Loss) Reclassified from AOCI to Earnings (Effective Portion) | | | Derivative Gain (Loss) Recognized in AOCI (Effective Portion) | | Location of Gain (Loss) (Effective Portion) | | Gain (Loss) Reclassified from AOCI to Earnings (Effective Portion) |
Derivative Instrument | Derivative Instrument | | 2020 | | 2019 | | 2020 | | 2019 | Derivative Instrument | | 2021 | | 2020 | | 2021 | | 2020 |
Foreign exchange contracts | Foreign exchange contracts | | $ | (361) | | | $ | 181 | | | Revenue | | $ | (107) | | | $ | (23) | | Foreign exchange contracts | | $ | 215 | | | $ | (361) | | | Revenue | | $ | 289 | | | $ | (107) | |
| | | | | | | Cost of sales | | 36 | | | 99 | | | | | | | | Cost of sales | | (126) | | | 36 | |
Interest rate swap | Interest rate swap | | (2,908) | | | 0 | | | Interest expense | | 0 | | | 0 | | Interest rate swap | | 2,794 | | | (2,908) | | | Interest expense | | — | | | — | |
| | | $ | (3,269) | | | $ | 181 | | | | | $ | (71) | | | $ | 76 | | | | $ | 3,009 | | | $ | (3,269) | | | | | $ | 163 | | | $ | (71) | |
We enter into foreign exchange contracts to minimize the impact of exchange rate fluctuations on short-term intercompany loans and related interest that are denominated in a foreign currency. The revaluation of intercompany loans and interest and the corresponding mark-to-market adjustment on derivatives are recorded in earnings. All outstanding contracts at September 30, 20202021 mature within 12 months.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
The mark-to-market adjustments of non-designated derivative instruments were as follows:
| | | Three Months Ended September 30, | | | Three Months Ended September 30, | |
| | Derivative Gain (Loss) Recognized in Earnings | | | Derivative Gain (Loss) Recognized in Earnings | |
Derivatives Instrument | Derivatives Instrument | | Location of Derivative Gain (Loss) | | 2020 | | 2019 | | Derivatives Instrument | | Location of Derivative Gain (Loss) | | 2021 | | 2020 | |
Foreign exchange contracts | Foreign exchange contracts | | Selling, general and administrative expense | | $ | 891 | | | $ | (11,385) | | | Foreign exchange contracts | | Selling, general and administrative expense | | $ | (5,592) | | | $ | 891 | | |
| | | Nine Months Ended September 30, | | | Nine Months Ended September 30, | |
| | Derivative Gain (Loss) Recognized in Earnings | | | Derivative Gain (Loss) Recognized in Earnings | |
Derivatives Instrument | Derivatives Instrument | | Location of Derivative Gain (Loss) | | 2020 | | 2019 | | Derivatives Instrument | | Location of Derivative Gain (Loss) | | 2021 | | 2020 | |
Foreign exchange contracts | Foreign exchange contracts | | Selling, general and administrative expense | | $ | (2,776) | | | $ | (6,181) | | | Foreign exchange contracts | | Selling, general and administrative expense | | $ | (4,524) | | | $ | (2,776) | | |
Fair Value of Financial Instruments
Financial instruments not reported at fair value on a recurring basis include cash and cash equivalents, held-to-maturity investment securities, accounts receivable, loan receivables, accounts payable and debt. The carrying value for cash and cash equivalents, held-to-maturity investment securities, accounts receivable, loans receivable and accounts payable approximate fair value. The fair value of debt is estimated based on recently executed transactions and market price quotations. The inputs used to determine the fair value of debt are classified as Level 2 in the fair value hierarchy. The carrying value and estimated fair value of debt was as follows:
| | | September 30, 2020 | | December 31, 2019 | | September 30, 2021 | | December 31, 2020 |
Carrying value | Carrying value | $ | 2,595,221 | | | $ | 2,739,722 | | Carrying value | $ | 2,338,884 | | | $ | 2,564,393 | |
Fair value | Fair value | $ | 2,426,516 | | | $ | 2,572,794 | | Fair value | $ | 2,396,064 | | | $ | 2,479,895 | |
10. Restructuring Charges and Asset Impairments
Restructuring Charges
Activity in our restructuring reserves was as follows:
| | | | | | | | | | | | | | | | | |
| Severance and benefits costs | | Other exit costs | | Total |
Balance at January 1, 2020 | $ | 11,937 | | | $ | 69 | | | $ | 12,006 | |
Expenses, net | 8,748 | | | 1,108 | | | 9,856 | |
Cash payments | (14,714) | | | (1,155) | | | (15,869) | |
Balance at September 30, 2020 | $ | 5,971 | | | $ | 22 | | | $ | 5,993 | |
| | | | | |
Balance at January 1, 2019 | $ | 13,641 | | | $ | 1,808 | | | $ | 15,449 | |
Expenses, net | 12,498 | | | 845 | | | 13,343 | |
Cash payments | (16,362) | | | (2,483) | | | (18,845) | |
Balance at September 30, 2019 | $ | 9,777 | | | $ | 170 | | | $ | 9,947 | |
| | | | | | | | | |
| Severance and other exit costs | | | | |
Balance at January 1, 2021 | $ | 10,063 | | | | | |
Expenses, net | 11,434 | | | | | |
Cash payments | (14,847) | | | | | |
Noncash activity | (541) | | | | | |
Balance at September 30, 2021 | $ | 6,109 | | | | | |
| | | | | |
Balance at January 1, 2020 | $ | 12,006 | | | | | |
Expenses, net | 12,505 | | | | | |
Cash payments | (15,869) | | | | | |
Noncash activity | (2,649) | | | | | |
Balance at September 30, 2020 | $ | 5,993 | | | | | |
The majority of the restructuring reserves are expected to be paid over the next 12 to 24 months.
Other Charges
Restructuring charges and asset impairments for the nine months ended September 30, 2020 includes $3 million of non-cash charges related to pension settlements and facilities abandonment. Restructuring charges and asset impairments for the nine months ended September 30, 2019 includes $43 million of non-cash charges primarily due to the impairment of capitalized software costs related to the development of a new enterprise resource planning (ERP) system in our international markets.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
11. Debt
Total debt consisted of the following:
|
|
| Interest rate | | September 30, 2020 | | December 31, 2019 |
| Interest rate | | September 30, 2021 | | December 31, 2020 |
Notes due October 2021 | Notes due October 2021 | 4.625% | | $ | 170,253 | | | $ | 600,000 | | Notes due October 2021 | 4.875% | | $ | — | | | $ | 152,588 | |
Notes due May 2022 | Notes due May 2022 | 5.375% | | 148,792 | | | 400,000 | | Notes due May 2022 | 5.625% | | — | | | 148,792 | |
Notes due April 2023 | Notes due April 2023 | 5.70% | | 271,000 | | | 400,000 | | Notes due April 2023 | 6.20% | | 91,766 | | | 271,000 | |
Notes due March 2024 | Notes due March 2024 | 4.625% | | 374,000 | | | 500,000 | | Notes due March 2024 | 4.625% | | 251,046 | | | 374,000 | |
Notes due March 2027 | | Notes due March 2027 | 6.875% | | 400,000 | | | — | |
Notes due March 2029 | | Notes due March 2029 | 7.25% | | 350,000 | | | — | |
Notes due January 2037 | Notes due January 2037 | 5.25% | | 35,841 | | | 35,841 | | Notes due January 2037 | 5.25% | | 35,841 | | | 35,841 | |
Notes due March 2043 | Notes due March 2043 | 6.70% | | 425,000 | | | 425,000 | | Notes due March 2043 | 6.70% | | 425,000 | | | 425,000 | |
Term loan due November 2024 | Variable | | 385,000 | | | 400,000 | | |
Term loan due March 2026 | | Term loan due March 2026 | LIBOR + 1.75% | | 375,250 | | | 380,000 | |
Term loan due January 2025 | Term loan due January 2025 | Variable | | 828,750 | | | 0 | | Term loan due January 2025 | LIBOR + 5.5% | | — | | | 818,125 | |
| Term loan due March 2028 | | Term loan due March 2028 | LIBOR + 4.0% | | 447,750 | | | — | |
Other debt | Other debt | | 5,000 | | | 5,108 | | Other debt | | 3,991 | | | 4,900 | |
Principal amount | Principal amount | | 2,643,636 | | | 2,765,949 | | Principal amount | | 2,380,644 | | | 2,610,246 | |
Less: unamortized costs, net | Less: unamortized costs, net | | 48,415 | | | 26,227 | | Less: unamortized costs, net | | 41,760 | | | 45,853 | |
Total debt | Total debt | | 2,595,221 | | | 2,739,722 | | Total debt | | 2,338,884 | | | 2,564,393 | |
Less: current portion long-term debt | Less: current portion long-term debt | | 63,509 | | | 20,108 | | Less: current portion long-term debt | | 24,733 | | | 216,032 | |
Long-term debt | Long-term debt | | $ | 2,531,712 | | | $ | 2,719,614 | | Long-term debt | | $ | 2,314,151 | | | $ | 2,348,361 | |
Interest rates on certain notes are subject to adjustment based on changes in our credit ratings. AsIn 2021, we issued a result of credit rating downgrades in November 2019$400 million 6.875% unsecured note due March 2027, a $350 million 7.25% unsecured note due March 2029 and May 2020,entered into a new seven-year $450 million secured term loan maturing March 2028. We redeemed all the interest rates on theoutstanding October 2021 notes and April 2023 notes increased 0.50% and the interest rate onan aggregate $363 million of the May 2022 notes, increased 0.75% in the second quarter of 2020. Further, the interest rates on the October 2021 notes and April 2023 notes will increase an additional 0.25% inand March 2024 notes under a tender offer, the fourth quarterremaining balance of 2020.the May 2022 notes and repaid the remaining balance of our January 2025 term loan. A $56 million pre-tax loss was incurred on the refinancing of debt.
In February 2020, we
We also amended our $500 million secured a five-year $850revolving credit facility and our $380 million secured term loan maturing January 2025 (the 2025 Term Loan).to extend their maturities from November 2024 to March 2026. The 2025 Term Loan bearscredit agreement that governs the revolving credit facility and term loans contains financial and non-financial covenants. At September 30, 2021, we were in compliance with all covenants and there were no outstanding borrowings under the revolving credit facility.
We also terminated our existing $500 million interest at LIBOR plus 5.5%rate swap agreements and resets monthly. We haveentered into new interest rate swap agreements with an aggregate notional amount of $500 million to mitigate the interest rate risk associated with $500 million of our variable-rate term loans.$200 million. Under the terms of the new swap agreements, we pay fixed-rate interest of 0.4443%0.56% and receive variable-rate interest based on one-month LIBOR. The variable interest rate under the term loans and the swaps reset monthly.
In March 2020, we purchased under a tender offer $428 million of the October 2021 notes, $250 million of the May 2022 notes, $125 million of the April 2023 notes and $125 million of the March 2024 notes. A $37 million loss was incurred on the early redemption of debt.
During the first nine months of 2020, we repaid $36 million of principal related to our term loans.
We have a $500 million secured revolving credit facility that expires in November 2024 and contains financial and non-financial covenants. At September 30, 2020, we were in compliance with all covenants. In September 2020, we repaid2021, the $100 million underinterest rate of the credit facility that we drew down in April 2020. At September 30, 20202028 Term Loan was 4.1% and December 31, 2019, there were 0 outstanding borrowings under this facility.the interest rate on the 2026 Term Loan was 1.8%.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
12. Pensions and Other Benefit Programs
The components of net periodic benefit cost (income) cost were as follows:
| | | Defined Benefit Pension Plans | | Nonpension Postretirement Benefit Plans | | Defined Benefit Pension Plans | | Nonpension Postretirement Benefit Plans |
| | United States | | Foreign | | | | United States | | Foreign | | |
| | Three Months Ended | | Three Months Ended | | Three Months Ended | | Three Months Ended | | Three Months Ended | | Three Months Ended |
| | September 30, | | September 30, | | September 30, | | September 30, | | September 30, | | September 30, |
| | 2020 | | 2019 | | 2020 | | 2019 | | 2020 | | 2019 | | 2021 | | 2020 | | 2021 | | 2020 | | 2021 | | 2020 |
Service cost | Service cost | $ | 16 | | | $ | 20 | | | $ | 422 | | | $ | 385 | | | $ | 229 | | | $ | 242 | | Service cost | $ | 64 | | | $ | 16 | | | $ | 346 | | | $ | 422 | | | $ | 232 | | | $ | 229 | |
Interest cost | Interest cost | 12,719 | | | 15,792 | | | 3,548 | | | 4,435 | | | 1,255 | | | 1,646 | | Interest cost | 10,353 | | | 12,719 | | | 2,961 | | | 3,548 | | | 891 | | | 1,255 | |
Expected return on plan assets | Expected return on plan assets | (20,932) | | | (23,182) | | | (8,297) | | | (8,340) | | | 0 | | | 0 | | Expected return on plan assets | (18,883) | | | (20,932) | | | (7,979) | | | (8,297) | | | — | | | — | |
Amortization of transition credit | Amortization of transition credit | 0 | | | 0 | | | (1) | | | (2) | | | 0 | | | 0 | | Amortization of transition credit | — | | | — | | | — | | | (1) | | | — | | | — | |
Amortization of prior service (credit) cost | Amortization of prior service (credit) cost | (15) | | | (15) | | | 62 | | | 58 | | | 93 | | | 80 | | Amortization of prior service (credit) cost | (15) | | | (15) | | | 67 | | | 62 | | | 32 | | | 93 | |
Amortization of net actuarial loss | Amortization of net actuarial loss | 7,972 | | | 6,537 | | | 2,092 | | | 1,543 | | | 926 | | | 507 | | Amortization of net actuarial loss | 9,366 | | | 7,972 | | | 2,340 | | | 2,092 | | | 913 | | | 926 | |
Settlement | Settlement | 75 | | | 1,477 | | | 833 | | | 0 | | | 0 | | | 0 | | Settlement | — | | | 75 | | | — | | | 833 | | | — | | | — | |
Net periodic benefit (income) cost | $ | (165) | | | $ | 629 | | | $ | (1,341) | | | $ | (1,921) | | | $ | 2,503 | | | $ | 2,475 | | |
Net periodic benefit cost (income) | | Net periodic benefit cost (income) | $ | 885 | | | $ | (165) | | | $ | (2,265) | | | $ | (1,341) | | | $ | 2,068 | | | $ | 2,503 | |
Contributions to benefit plans | Contributions to benefit plans | $ | 2,061 | | | $ | 3,350 | | | $ | 445 | | | $ | 652 | | | $ | 2,422 | | | $ | 4,628 | | Contributions to benefit plans | $ | 1,161 | | | $ | 2,061 | | | $ | 355 | | | $ | 445 | | | $ | 2,642 | | | $ | 2,422 | |
| | | Defined Benefit Pension Plans | | Nonpension Postretirement Benefit Plans | | Defined Benefit Pension Plans | | Nonpension Postretirement Benefit Plans |
| | United States | | Foreign | | | | United States | | Foreign | | |
| | Nine Months Ended | | Nine Months Ended | | Nine Months Ended | | Nine Months Ended | | Nine Months Ended | | Nine Months Ended |
| | September 30, | | September 30, | | September 30, | | September 30, | | September 30, | | September 30, |
| | 2020 | | 2019 | | 2020 | | 2019 | | 2020 | | 2019 | | 2021 | | 2020 | | 2021 | | 2020 | | 2021 | | 2020 |
Service cost | Service cost | $ | 69 | | | $ | 62 | | | $ | 1,220 | | | $ | 1,157 | | | $ | 663 | | | $ | 725 | | Service cost | $ | 195 | | | $ | 69 | | | $ | 1,055 | | | $ | 1,220 | | | $ | 682 | | | $ | 663 | |
Interest cost | Interest cost | 39,077 | | | 47,378 | | | 10,473 | | | 13,231 | | | 3,742 | | | 4,937 | | Interest cost | 31,842 | | | 39,077 | | | 8,929 | | | 10,473 | | | 2,816 | | | 3,742 | |
Expected return on plan assets | Expected return on plan assets | (63,539) | | | (69,545) | | | (24,474) | | | (25,609) | | | 0 | | | 0 | | Expected return on plan assets | (57,839) | | | (63,539) | | | (24,070) | | | (24,474) | | | — | | | — | |
Amortization of transition credit | Amortization of transition credit | 0 | | | 0 | | | (3) | | | (5) | | | 0 | | | 0 | | Amortization of transition credit | ��� | | | — | | | — | | | (3) | | | — | | | — | |
Amortization of prior service (credit) cost | Amortization of prior service (credit) cost | (45) | | | (45) | | | 182 | | | 181 | | | 280 | | | 241 | | Amortization of prior service (credit) cost | (45) | | | (45) | | | 202 | | | 182 | | | 97 | | | 280 | |
Amortization of net actuarial loss | Amortization of net actuarial loss | 24,367 | | | 19,610 | | | 6,156 | | | 4,727 | | | 2,400 | | | 1,521 | | Amortization of net actuarial loss | 28,643 | | | 24,367 | | | 7,065 | | | 6,156 | | | 3,068 | | | 2,400 | |
Settlement | Settlement | 1,076 | | | 2,278 | | | 4,023 | | | 397 | | | 0 | | | 0 | | Settlement | 314 | | | 1,076 | | | — | | | 4,023 | | | — | | | — | |
Net periodic benefit cost (income) | Net periodic benefit cost (income) | $ | 1,005 | | | $ | (262) | | | $ | (2,423) | | | $ | (5,921) | | | $ | 7,085 | | | $ | 7,424 | | Net periodic benefit cost (income) | $ | 3,110 | | | $ | 1,005 | | | $ | (6,819) | | | $ | (2,423) | | | $ | 6,663 | | | $ | 7,085 | |
Contributions to benefit plans | Contributions to benefit plans | $ | 5,959 | | | $ | 7,401 | | | $ | 9,013 | | | $ | 9,740 | | | $ | 10,493 | | | $ | 13,841 | | Contributions to benefit plans | $ | 4,020 | | | $ | 5,959 | | | $ | 9,379 | | | $ | 9,013 | | | $ | 9,542 | | | $ | 10,493 | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
13. Income Taxes
The effective tax rate for the three and nine months ended September 30, 2021 was (21.9)% and 119.3%, respectively, and includes a net tax benefit of $3 million from the resolution of tax matters partially offset by a charge from the filing of state income tax returns. The effective tax rate for the nine months ended September 30, 2021 also includes benefits of $5 million due to tax legislation in the U.K., a tax charge of $6 million on the pre-tax gain of $10 million from the sale of Tacit as the tax basis was lower than the book basis, a benefit of $3 million from an affiliate reorganization and $2 million from the vesting of restricted stock, partially offset by a charge of $1 million for the write-off of deferred tax assets associated with the expiration of out-of-the-money stock options.
The effective tax rate for the three and nine months ended September 30, 2020 was 4.9% and (3.8)%, respectively, and includes a $3 million benefit, which is primarily due to regulations enacted into law during the quarter. The effective tax rate for the nine months ended September 30, 2020 also includes a $12 million charge for the surrender of company owned life insurance policies, (see Note 8), a benefit of $2 million on the $198 million goodwill impairment charge as the majority of this charge iswas nondeductible, a benefit of $1 million from the resolution of certain tax examinations and a charge of $3 million for the write-off of deferred tax assets associated with the expiration of out-of-money vestedout-of-the-money stock options and the vesting of restricted stock.
The effective tax rate for the three and nine months ended September 30, 2019 was 127.3% and (71.2)%, respectively, and includes a benefit of $23 million from the release of a foreign valuation allowance. The effective tax rate for the nine months ended September 30, 2019 also includes a $2 million tax on the $18 million book loss incurred from the disposition of operations in certain international markets, primarily due to nondeductible basis differences as well as a benefit of $6 million from the resolution of certain tax examinations.
As is the case with other large corporations, our tax returns are examined by tax authorities in the U.S. and other global taxing jurisdictions in which we have operations. As a result, it is reasonably possible that the amount of unrecognized tax benefits will decrease in the next 12 months, and this decrease could be up to 10% of our unrecognized tax benefits.
The Internal Revenue Service examinations of our consolidated U.S. income tax returns for tax years prior to 2017 are closed to audit; however, various post-2011post-2014 U.S. state and local tax returns are still subject to examination. Inexamination, with some states in appeals from 2011. For our significant non-U.S. jurisdictions, Canada the examination of our tax filings prior to 2015 areis closed to audit. Other significant jurisdictions includeexamination through 2016 except for a specific issue arising in earlier years, France (closedis closed through 2013),2019, Germany (closedis closed through 2016)2016 and the U.K. (closedis closed through 2017).2018. We also have other less significant tax filings currently subject to examination.
14. Commitments and Contingencies
In the ordinary course of business, we are routinely defendants in, or party to, a number of pending and threatened legal actions. These may involve litigation by or against us relating to, among other things, contractual rights under vendor, insurance or other contracts; intellectual property or patent rights; equipment, service, payment or other disputes with clients; or disputes with employees. Some of these actions may be brought as a purported class action on behalf of a purported class of employees, customers or others. In management's opinion, as of September 30, 2021, the potential liability, if any, that may result from these actions, either individually or collectively, is not reasonably expected to have a material effect on our financial position, results of operations or cash flows as of September 30, 2020.flows. However, as litigation is inherently unpredictable, there can be no assurances in this regard.
In December 2018 and then in February 2019, certainAs of the Company’s officers and directors were named as defendants in 2 virtually identical derivative actions purportedly brought on behalf of the Company, Clem v. Lautenbach et al. and Devolin v. Lautenbach et al. These two actions, both filed by the same counsel in Connecticut state court, allege, among other things, breaches of fiduciary duty relating to these same disclosures, and seek compensatory damages and other relief derivatively for the benefit of the Company. Both of these are derivative claims related to a prior action filed in Connecticut state court, City of Livonia Retiree Health and Disability Benefits Plan v. Pitney Bowes Inc. et al. (“Livonia”). On October 24, 2019, the court had granted the defendants’ motions to dismiss the Livonia case, and that judgment is now final. Given that the defendants prevailed in the Livonia action, the plaintiffs in the Clem and Devolin actions moved to withdraw their complaints, and on February 20, 2020 the court granted the motions. Both cases have now been dismissed.
WeSeptember 30, 2021, we have entered into 3 equipment leases for our Commerce Services operations that will commence in the fourth quarter withhave not commenced. These leases have terms ranging from seven to nine years. Aggregate leaseten years and aggregate payments for the three leases will approximate $30of $20 million.
15. Stockholders’ Equity
Changes in stockholders’ equity were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Common stock | | Additional paid-in capital | | Retained earnings | | Accumulated other comprehensive loss | | Treasury stock | | Total equity |
Balance at July 1, 2021 | | | | | $ | 323,338 | | | $ | 5,903 | | | $ | 5,172,185 | | | $ | (831,303) | | | $ | (4,616,753) | | | $ | 53,370 | |
| | | | | | | | | | | | | | | |
Net income | | | | | — | | | — | | | 9,067 | | | — | | | — | | | 9,067 | |
Other comprehensive loss | | | | | — | | | — | | | — | | | (9,927) | | | — | | | (9,927) | |
Dividends paid ($0.05 per common share) | | | | | — | | | — | | | (8,725) | | | — | | | — | | | (8,725) | |
Issuance of common stock | | | | | — | | | (6,610) | | | — | | | — | | | 8,318 | | | 1,708 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Stock-based compensation expense | | | | | — | | | 3,170 | | | — | | | — | | | — | | | 3,170 | |
| | | | | | | | | | | | | | | |
Balance at September 30, 2021 | | | | | $ | 323,338 | | | $ | 2,463 | | | $ | 5,172,527 | | | $ | (841,230) | | | $ | (4,608,435) | | | $ | 48,663 | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Common stock | | Additional paid-in capital | | Retained earnings | | Accumulated other comprehensive loss | | Treasury stock | | Total equity |
Balance at July 1, 2020 | | | | | $ | 323,338 | | | $ | 68,498 | | | $ | 5,188,119 | | | $ | (836,262) | | | $ | (4,699,113) | | | $ | 44,580 | |
| | | | | | | | | | | | | | | |
Net income | | | | | — | | | — | | | 11,389 | | | — | | | — | | | 11,389 | |
Other comprehensive income | | | | | — | | | — | | | — | | | 22,690 | | | — | | | 22,690 | |
Dividends paid ($0.05 per common share) | | | | | — | | | — | | | (8,594) | | | — | | | — | | | (8,594) | |
Issuance of common stock | | | | | — | | | (9,272) | | | — | | | — | | | 10,046 | | | 774 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Stock-based compensation expense | | | | | — | | | 8,286 | | | — | | | — | | | — | | | 8,286 | |
| | | | | | | | | | | | | | | |
Balance at September 30, 2020 | | | | | $ | 323,338 | | | $ | 67,512 | | | $ | 5,190,914 | | | $ | (813,572) | | | $ | (4,689,067) | | | $ | 79,125 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Common stock | | Additional paid-in capital | | Retained earnings | | Accumulated other comprehensive loss | | Treasury stock | | Total equity |
Balance at January 1, 2021 | | | | | $ | 323,338 | | | $ | 68,502 | | | $ | 5,201,195 | | | $ | (839,131) | | | $ | (4,687,509) | | | $ | 66,395 | |
| | | | | | | | | | | | | | | |
Net loss | | | | | — | | | — | | | (2,618) | | | — | | | — | | | (2,618) | |
Other comprehensive loss | | | | | — | | | — | | | — | | | (2,099) | | | — | | | (2,099) | |
Dividends paid ($0.15 per common share) | | | | | — | | | — | | | (26,050) | | | — | | | — | | | (26,050) | |
Issuance of common stock | | | | | — | | | (81,487) | | | — | | | — | | | 79,074 | | | (2,413) | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Stock-based compensation expense | | | | | — | | | 15,448 | | | — | | | — | | | — | | | 15,448 | |
| | | | | | | | | | | | | | | |
Balance at September 30, 2021 | | | | | $ | 323,338 | | | $ | 2,463 | | | $ | 5,172,527 | | | $ | (841,230) | | | $ | (4,608,435) | | | $ | 48,663 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Common stock | | Additional paid-in capital | | Retained earnings | | Accumulated other comprehensive loss | | Treasury stock | | Total equity |
Balance at January 1, 2020 | | | | | $ | 323,338 | | | $ | 98,748 | | | $ | 5,438,930 | | | $ | (840,143) | | | $ | (4,734,777) | | | $ | 286,096 | |
Cumulative effect of accounting change | | | | | — | | | — | | | (21,900) | | | — | | | — | | | (21,900) | |
Net loss | | | | | — | | | — | | | (200,423) | | | — | | | — | | | (200,423) | |
Other comprehensive income | | | | | — | | | — | | | — | | | 26,571 | | | — | | | 26,571 | |
Dividends paid ($0.15 per common share) | | | | | — | | | — | | | (25,693) | | | — | | | — | | | (25,693) | |
Issuance of common stock | | | | | — | | | (46,472) | | | — | | | — | | | 45,710 | | | (762) | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Stock-based compensation expense | | | | | — | | | 15,236 | | | — | | | — | | | — | | | 15,236 | |
| | | | | | | | | | | | | | | |
Balance at September 30, 2020 | | | | | $ | 323,338 | | | $ | 67,512 | | | $ | 5,190,914 | | | $ | (813,572) | | | $ | (4,689,067) | | | $ | 79,125 | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
15. Stockholders’ Equity16. Accumulated Other Comprehensive Loss
Reclassifications out of AOCL were as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| Gain (Loss) Reclassified from AOCL |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2021 | | 2020 | | 2021 | | 2020 |
Cash flow hedges | | | | | | | |
Revenue | $ | 45 | | | $ | (104) | | | $ | 289 | | | $ | (107) | |
Cost of sales | (21) | | | (6) | | | (126) | | | 36 | |
Interest expense, net | (133) | | | — | | | (229) | | | — | |
Total before tax | (109) | | | (110) | | | (66) | | | (71) | |
Income tax benefit | (28) | | | (27) | | | (17) | | | (18) | |
Net of tax | $ | (81) | | | $ | (83) | | | $ | (49) | | | $ | (53) | |
| | | | | | | |
Available-for-sale securities | | | | | | | |
Financing revenue | $ | (2) | | | $ | 6,490 | | | $ | (2) | | | $ | 10,060 | |
Selling, general and administrative expense | (183) | | | 263 | | | 76 | | | 210 | |
Total before tax | (185) | | | 6,753 | | | 74 | | | 10,270 | |
Income tax (benefit) provision | (45) | | | 1,681 | | | 19 | | | 2,557 | |
Net of tax | $ | (140) | | | $ | 5,072 | | | $ | 55 | | | $ | 7,713 | |
| | | | | | | |
Pension and postretirement benefit plans | | | | | | | |
Transition credit | $ | — | | | $ | 1 | | | $ | — | | | $ | 3 | |
Prior service costs | (84) | | | (140) | | | (254) | | | (417) | |
Actuarial losses | (12,619) | | | (10,990) | | | (38,776) | | | (32,923) | |
Settlement | — | | | (908) | | | (314) | | | (5,099) | |
Total before tax | (12,703) | | | (12,037) | | | (39,344) | | | (38,436) | |
Income tax benefit | (3,097) | | | (2,875) | | | (9,608) | | | (9,027) | |
Net of tax | $ | (9,606) | | | $ | (9,162) | | | $ | (29,736) | | | $ | (29,409) | |
Changes in stockholders’ equityAOCL, net of tax were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Common stock | | Additional paid-in capital | | Retained earnings | | Accumulated other comprehensive loss | | Treasury stock | | Total equity |
Balance at July 1, 2020 | | | | | $ | 323,338 | | | $ | 68,498 | | | $ | 5,188,119 | | | $ | (836,262) | | | $ | (4,699,113) | | | $ | 44,580 | |
| | | | | | | | | | | | | | | |
Net income | | | | | — | | | — | | | 11,389 | | | — | | | — | | | 11,389 | |
Other comprehensive income | | | | | — | | | — | | | — | | | 22,690 | | | — | | | 22,690 | |
Dividends paid ($0.05 per common share) | | | | | — | | | — | | | (8,594) | | | — | | | — | | | (8,594) | |
Issuance of common stock | | | | | — | | | (9,272) | | | — | | | — | | | 10,046 | | | 774 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Stock-based compensation expense | | | | | — | | | 8,286 | | | — | | | — | | | — | | | 8,286 | |
| | | | | | | | | | | | | | | |
Balance at September 30, 2020 | | | | | $ | 323,338 | | | $ | 67,512 | | | $ | 5,190,914 | | | $ | (813,572) | | | $ | (4,689,067) | | | $ | 79,125 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Cash flow hedges | | Available for sale securities | | Pension and postretirement benefit plans | | Foreign currency adjustments | | Total |
Balance at January 1, 2021 | $ | (1,411) | | | $ | 402 | | | $ | (851,063) | | | $ | 12,941 | | | $ | (839,131) | |
Other comprehensive income (loss) before reclassifications | 3,425 | | | (6,330) | | | — | | | (28,924) | | | (31,829) | |
Reclassifications into earnings | 49 | | | (55) | | | 29,736 | | | — | | | 29,730 | |
Net other comprehensive income (loss) | 3,474 | | | (6,385) | | | 29,736 | | | (28,924) | | | (2,099) | |
Balance at September 30, 2021 | $ | 2,063 | | | $ | (5,983) | | | $ | (821,327) | | | $ | (15,983) | | | $ | (841,230) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Common stock | | Additional paid-in capital | | Retained earnings | | Accumulated other comprehensive loss | | Treasury stock | | Total equity |
Balance at July 1, 2019 | | | | | $ | 323,338 | | | $ | 105,341 | | | $ | 5,282,374 | | | $ | (907,678) | | | $ | (4,750,403) | | | $ | 52,972 | |
| | | | | | | | | | | | | | | |
Net loss | | | | | — | | | — | | | (3,125) | | | — | | | — | | | (3,125) | |
Other comprehensive loss | | | | | — | | | — | | | — | | | (18,774) | | | — | | | (18,774) | |
Dividends paid ($0.05 per common share) | | | | | — | | | — | | | (8,508) | | | — | | | — | | | (8,508) | |
Issuance of common stock | | | | | — | | | (10,146) | | | — | | | — | | | 11,291 | | | 1,145 | |
Conversion to common stock | | | | | — | | | (246) | | | — | | | — | | | 246 | | | 0 | |
| | | | | | | | | | | | | | | |
Stock-based compensation expense | | | | | — | | | 6,702 | | | — | | | — | | | — | | | 6,702 | |
Repurchase of common stock | | | | | — | | | — | | | — | | | — | | | (5,000) | | | (5,000) | |
Balance at September 30, 2019 | | | | | $ | 323,338 | | | $ | 101,651 | | | $ | 5,270,741 | | | $ | (926,452) | | | $ | (4,743,866) | | | $ | 25,412 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Cash flow hedges | | Available for sale securities | | Pension and postretirement benefit plans | | Foreign currency adjustments | | Total |
Balance at January 1, 2020 | $ | 337 | | | $ | 2,849 | | | $ | (819,018) | | | $ | (24,311) | | | $ | (840,143) | |
Other comprehensive (loss) income before reclassifications | (2,455) | | | 2,237 | | | — | | | 5,040 | | | 4,822 | |
Reclassifications into earnings | 53 | | | (7,713) | | | 29,409 | | | — | | | 21,749 | |
Net other comprehensive (loss) income | (2,402) | | | (5,476) | | | 29,409 | | | 5,040 | | | 26,571 | |
Balance at September 30, 2020 | $ | (2,065) | | | $ | (2,627) | | | $ | (789,609) | | | $ | (19,271) | | | $ | (813,572) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Common stock | | Additional paid-in capital | | Retained earnings | | Accumulated other comprehensive loss | | Treasury stock | | Total equity |
Balance at January 1, 2020 | | | | | $ | 323,338 | | | $ | 98,748 | | | $ | 5,438,930 | | | $ | (840,143) | | | $ | (4,734,777) | | | $ | 286,096 | |
Cumulative effect of accounting changes | | | | | — | | | — | | | (21,900) | | | — | | | — | | | (21,900) | |
Net loss | | | | | — | | | — | | | (200,423) | | | — | | | — | | | (200,423) | |
Other comprehensive income | | | | | — | | | — | | | — | | | 26,571 | | | — | | | 26,571 | |
Dividends paid ($0.15 per common share) | | | | | — | | | — | | | (25,693) | | | — | | | — | | | (25,693) | |
Issuance of common stock | | | | | — | | | (46,472) | | | — | | | — | | | 45,710 | | | (762) | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Stock-based compensation expense | | | | | — | | | 15,236 | | | — | | | — | | | — | | | 15,236 | |
| | | | | | | | | | | | | | | |
Balance at September 30, 2020 | | | | | $ | 323,338 | | | $ | 67,512 | | | $ | 5,190,914 | | | $ | (813,572) | | | $ | (4,689,067) | | | $ | 79,125 | |
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Preferred stock | | Preference stock | | Common stock | | Additional paid-in capital | | Retained earnings | | Accumulated other comprehensive loss | | Treasury stock | | Total equity |
Balance at January 1, 2019 | $ | 1 | | | $ | 396 | | | $ | 323,338 | | | $ | 121,475 | | | $ | 5,279,682 | | | $ | (948,961) | | | $ | (4,674,089) | | | $ | 101,842 | |
| | | | | | | | | | | | | | | |
Net income | — | | | — | | | — | | | — | | | 17,913 | | | — | | | — | | | 17,913 | |
Other comprehensive income | — | | | — | | | — | | | — | | | — | | | 22,509 | | | — | | | 22,509 | |
Dividends paid ($0.15 per common share) | — | | | — | | | — | | | — | | | (26,854) | | | — | | | — | | | (26,854) | |
Issuance of common stock | — | | | — | | | — | | | (32,877) | | | — | | | — | | | 32,289 | | | (588) | |
Conversion to common stock | — | | | (130) | | | — | | | (2,804) | | | — | | | — | | | 2,934 | | | 0 | |
Redemption of preferred/preference stock | (1) | | | (266) | | | — | | | (10) | | | — | | | — | | | — | | | (277) | |
Stock-based compensation expense | — | | | — | | | — | | | 15,867 | | | — | | | — | | | — | | | 15,867 | |
Repurchase of common stock | — | | | — | | | — | | | — | | | — | | | — | | | (105,000) | | | (105,000) | |
Balance at September 30, 2019 | $ | 0 | | | $ | 0 | | | $ | 323,338 | | | $ | 101,651 | | | $ | 5,270,741 | | | $ | (926,452) | | | $ | (4,743,866) | | | $ | 25,412 | |
17. Supplemental Financial Statement InformationActivity in the allowance for credit losses on accounts receivables for the nine months ended September 30, 2021 and 2020 is presented below. See Note 7 for additional information pertaining to our finance receivables.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at beginning of year | | Cumulative effect of accounting change | | Amounts charged to expense | | Write-offs, recoveries and other | | Balance at end of period | | Accounts and other receivables | | Other assets |
September 30, 2021 | $ | 35,344 | | | $ | — | | | $ | 6,388 | | | $ | (11,677) | | | $ | 30,055 | | | $ | 11,807 | | | $ | 18,248 | |
September 30, 2020 | $ | 17,830 | | | $ | 15,336 | | | $ | 16,856 | | | $ | (20,353) | | | $ | 29,669 | | | $ | 29,669 | | | $ | — | |
Other expense (income) consisted of the following:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2021 | | 2020 | | 2021 | | 2020 |
Loss on debt refinancing | $ | 3,193 | | | $ | — | | | $ | 55,576 | | | $ | 36,987 | |
Insurance proceeds | — | | | (6,325) | | | (3,000) | | | (15,292) | |
Gain on sale of assets | — | | | — | | | (1,434) | | | (11,908) | |
Gain on sale of business | — | | | — | | | (10,201) | | | — | |
| | | | | | | |
Other expense (income) | $ | 3,193 | | | $ | (6,325) | | | $ | 40,941 | | | $ | 9,787 | |
Supplemental cash flow information is as follows:
| | | | | | | | | | | | | |
| Nine Months Ended September 30, |
| 2021 | | 2020 | | |
| | | | | |
Cash interest paid | $ | 106,942 | | | $ | 115,143 | | | |
Cash income tax payments, net of refunds | $ | 2,451 | | | $ | 19,861 | | | |
Finance leased assets obtained in exchange for new lease obligations | $ | 25,882 | | | $ | 3,614 | | | |
16. Accumulated Other Comprehensive Loss (AOCL)
Reclassifications out of AOCL were as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| Gain (Loss) Reclassified from AOCL |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2020 | | 2019 | | 2020 | | 2019 |
Cash flow hedges | | | | | | | |
Revenue | $ | (104) | | | $ | (98) | | | $ | (107) | | | $ | (23) | |
Cost of sales | (6) | | | 54 | | | 36 | | | 99 | |
| | | | | | | |
Total before tax | (110) | | | (44) | | | (71) | | | 76 | |
Income tax (benefit) provision | (27) | | | (11) | | | (18) | | | 19 | |
Net of tax | $ | (83) | | | $ | (33) | | | $ | (53) | | | $ | 57 | |
| | | | | | | |
Available-for-sale securities | | | | | | | |
Financing revenue | $ | 6,490 | | | $ | 146 | | | $ | 10,060 | | | $ | 42 | |
Selling, general and administrative expense | 263 | | | 0 | | | 210 | | | 0 | |
Total before tax | 6,753 | | | 146 | | | 10,270 | | | 42 | |
Income tax provision | 1,681 | | | 37 | | | 2,557 | | | 11 | |
Net of tax | $ | 5,072 | | | $ | 109 | | | $ | 7,713 | | | $ | 31 | |
| | | | | | | |
Pension and postretirement benefit plans | | | | | | | |
Transition credit | $ | 1 | | | $ | 2 | | | $ | 3 | | | $ | 5 | |
Prior service costs | (140) | | | (123) | | | (417) | | | (377) | |
Actuarial losses | (10,990) | | | (8,587) | | | (32,923) | | | (25,858) | |
Settlement | (908) | | | (1,477) | | | (5,099) | | | (2,675) | |
Total before tax | (12,037) | | | (10,185) | | | (38,436) | | | (28,905) | |
Income tax benefit | (2,875) | | | (2,633) | | | (9,027) | | | (7,406) | |
Net of tax | $ | (9,162) | | | $ | (7,552) | | | $ | (29,409) | | | $ | (21,499) | |
18. Subsequent Event
In November 2021, we entered into an agreement to sell our Shelton, Connecticut facility for approximately $50 million and simultaneously entered into a ten year lease agreement. This transaction is expected to close before the end of 2021 and we anticipate recognizing a pre-tax gain from the sale of approximately $15 million.
In November 2021, we also acquired CrescoData for $15 million in cash plus potential additional payments of up to $7 million based on the achievement of revenue targets during the periods 2022-2024. CrescoData is a Singapore based, Platform-as-a-Service business that enables mapping and automating of product, stock and order data between platforms and will be reported in our SendTech Solutions segment.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Changes in AOCL were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Cash flow hedges | | Available for sale securities | | Pension and postretirement benefit plans | | Foreign currency adjustments | | Total |
Balance at January 1, 2020 | $ | 337 | | | $ | 2,849 | | | $ | (819,018) | | | $ | (24,311) | | | $ | (840,143) | |
Other comprehensive (loss) income before reclassifications (1) | (2,455) | | | 2,237 | | | 0 | | | 5,040 | | | 4,822 | |
Reclassifications into earnings (1) | 53 | | | (7,713) | | | 29,409 | | | 0 | | | 21,749 | |
Net other comprehensive (loss) income | (2,402) | | | (5,476) | | | 29,409 | | | 5,040 | | | 26,571 | |
Balance at September 30, 2020 | $ | (2,065) | | | $ | (2,627) | | | $ | (789,609) | | | $ | (19,271) | | | $ | (813,572) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Cash flow hedges | | Available for sale securities | | Pension and postretirement benefit plans | | Foreign currency adjustments | | Total |
Balance at January 1, 2019 | $ | 191 | | | $ | (3,061) | | | $ | (846,461) | | | $ | (99,630) | | | $ | (948,961) | |
Other comprehensive income (loss) before reclassifications (1) | 135 | | | 7,547 | | | 0 | | | (6,584) | | | 1,098 | |
Reclassifications into earnings (1) | (57) | | | (31) | | | 21,499 | | | 0 | | | 21,411 | |
Net other comprehensive income (loss) | 78 | | | 7,516 | | | 21,499 | | | (6,584) | | | 22,509 | |
Balance at September 30, 2019 | $ | 269 | | | $ | 4,455 | | | $ | (824,962) | | | $ | (106,214) | | | $ | (926,452) | |
(1) Amounts are net of tax.
17. Other (income) expense
Other (income) expense consisted of the following:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2020 | | 2019 | | 2020 | | 2019 |
Loss on extinguishment of debt | $ | 0 | | | $ | 667 | | | $ | 36,987 | | | $ | 667 | |
Insurance proceeds | (6,325) | | | 0 | | | (15,292) | | | 0 | |
Gain on sale of equity investment | 0 | | | 0 | | | (11,908) | | | 0 | |
Loss on sale of business | 0 | | | 0 | | | 0 | | | 17,683 | |
Other (income) expense | $ | (6,325) | | | $ | 667 | | | $ | 9,787 | | | $ | 18,350 | |
Item 2: Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains statements that are forward-looking. We want to caution readers that any forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 (Securities Act) and Section 21E of the Securities Exchange Act of 1934 (Exchange Act) may change based on various factors. These forward-lookingForward-looking statements are based on current expectations and assumptions, thatwhich we believe are reasonable; however, such statements are subject to risks and uncertainties, and actual results could differ materially.materially from those projected or assumed in any of our forward-looking statements. Words such as "estimate," "target," "project," "plan," "believe," "expect," "anticipate," "intend" and similar expressions may identify such forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Forward-looking statements in this Form 10-Q speak only as of the date hereof, and forward-looking statements in documents attached that are incorporated by reference speak only as of the date of those documents.
Although we believe that the expectations reflected in anyOur results of our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements. Our futureoperations, financial condition and results of operations, as well as any forward-looking statements are subject to change and to inherent risks and uncertainties, such as those disclosed or incorporated by reference in our filings with the Securities and Exchange Commission. In particular, we continue to navigate the uncertainty around the severity, magnitude and durationimpacts of the COVID-19 pandemic (COVID-19), including governments' responses to COVID-19, its continuing impacteffects on our operations, employees, the availabilitycost and costavailability of labor and transportation and global supply chain and demand across our and our clients' businesses, as well as any deterioration or instability in global macroeconomic conditions, could cause our actual results to differ than those expressed in any forward-looking statement.chains. Other factors which could cause future financial performance to differ materially from the expectations, and which may also be exacerbated by COVID-19 or a negative change in the economy, include, without limitation:
•declining physical mail volumes
•changes in postal regulations or the operations or theand financial health of posts in the U.S. or other major markets, or the loss of, or significant changes to the broader postal or shipping industrymarkets
•the loss of, or significant changes into, our contractual relationships with the United States Postal Service (USPS) or USPS' performance under those contracts
•our ability to continue to grow and manage volumes, gain additional economies of scale and improve profitability within our CommerceGlobal Ecommerce and Presort Services groupsegments
•changes in labor and transportation availability and costs
•third-party suppliers' ability to provide products and services required by us and our clients
•competitive factors, including pricing pressures, technological developments and the introduction of new products and services by competitors
•the loss of some of our larger clients in our CommerceGlobal Ecommerce and Presort Services groupsegments
•expenses and potential impacts resulting from a breach of security, including cyber-attacks or other comparable events
•changes in labor conditions and transportation costs
•our success at managing customer credit risk
•third-party suppliers' ability to provide products and services required by us and our clients
•capital market disruptions or credit rating downgrades that adversely impact our ability to access capital markets at reasonable costs
•our success in developing and marketing new products and services and obtaining regulatory approvals, if required
•competitive factors, including pricing pressures, technological developments and the introduction of new products and services by competitors
•the continued availability and security of key information technology systems and the cost to comply with information security requirements and privacy laws
•changes in international trade policies, including the imposition or expansion of trade tariffs
•changes in tax laws, rulings or regulations, including the impact of potential U.S. tax reform
•our success at managing relationships and costs with outsource providers of certain functions and operations
•changes in banking regulations or the loss of our Industrial Bank charter or
•changes in foreign currency exchange rates and interest rates
•increased environmental and climate change requirements or other developments in these areas
•the United Kingdom's exit from the European Union
•intellectual property infringement claims
•the use of the postal system for transmitting harmful biological agents, illegal substances or other terrorist attacks
•impact of acts of nature on the services and solutions we offer
Further information about factors that could materially affect us, including our results of operations and financial condition, is contained in Item 1A. "Risk Factors" in our 20192020 Annual Report, as supplemented by Part II, Item 1A in this Quarterly Report on Form 10-Q.
Overview
Financial Results Summary - Three and Nine Months Ended September 30:
| | | Revenue | | Revenue |
| | Three Months Ended September 30, | | Nine Months Ended September 30, | | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2020 | | 2019 | | Actual % change | | Constant Currency % Change | | 2020 | | 2019 | | Actual % change | | Constant Currency % change | | 2021 | | 2020 | | Actual % change | | Constant Currency % Change | | 2021 | | 2020 | | Actual % change | | Constant Currency % change |
Business services | Business services | $ | 550,954 | | | $ | 419,101 | | | 31 | % | | 31 | % | | $ | 1,524,323 | | | $ | 1,243,609 | | | 23 | % | | 23 | % | Business services | $ | 551,384 | | | $ | 550,954 | | | — | % | | (1) | % | | $ | 1,688,860 | | | $ | 1,524,323 | | | 11 | % | | 10 | % |
Support services | Support services | 117,519 | | | 126,274 | | | (7) | % | | (7) | % | | 353,320 | | | 382,578 | | | (8) | % | | (8) | % | Support services | 113,413 | | | 117,519 | | | (3) | % | | (4) | % | | 347,266 | | | 353,320 | | | (2) | % | | (3) | % |
Financing | Financing | 86,218 | | | 90,577 | | | (5) | % | | (5) | % | | 260,758 | | | 280,039 | | | (7) | % | | (7) | % | Financing | 71,936 | | | 86,218 | | | (17) | % | | (17) | % | | 223,201 | | | 260,758 | | | (14) | % | | (16) | % |
Equipment sales | Equipment sales | 79,572 | | | 89,618 | | | (11) | % | | (12) | % | | 213,682 | | | 264,956 | | | (19) | % | | (19) | % | Equipment sales | 83,234 | | | 79,572 | | | 5 | % | | 4 | % | | 256,304 | | | 213,682 | | | 20 | % | | 18 | % |
Supplies | Supplies | 39,635 | | | 44,818 | | | (12) | % | | (13) | % | | 118,117 | | | 142,261 | | | (17) | % | | (17) | % | Supplies | 38,211 | | | 39,635 | | | (4) | % | | (4) | % | | 119,090 | | | 118,117 | | | 1 | % | | (1) | % |
Rentals | Rentals | 18,000 | | | 19,737 | | | (9) | % | | (9) | % | | 55,458 | | | 60,339 | | | (8) | % | | (8) | % | Rentals | 17,271 | | | 18,000 | | | (4) | % | | (5) | % | | 55,128 | | | 55,458 | | | (1) | % | | (2) | % |
Total revenue | Total revenue | $ | 891,898 | | | $ | 790,125 | | | 13 | % | | 13 | % | | $ | 2,525,658 | | | $ | 2,373,782 | | | 6 | % | | 7 | % | Total revenue | $ | 875,449 | | | $ | 891,898 | | | (2) | % | | (2) | % | | $ | 2,689,849 | | | $ | 2,525,658 | | | 7 | % | | 5 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Revenue |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2020 | | 2019 | | Actual % change | | Constant currency % change | | 2020 | | 2019 | | Actual % change | | Constant currency % change |
Global Ecommerce | $ | 409,981 | | | $ | 278,995 | | | 47 | % | | 47 | % | | $ | 1,100,757 | | | $ | 827,568 | | | 33 | % | | 33 | % |
Presort Services | 127,705 | | | 131,483 | | | (3) | % | | (3) | % | | 386,552 | | | 394,468 | | | (2) | % | | (2) | % |
Commerce Services | 537,686 | | | 410,478 | | | 31 | % | | 31 | % | | 1,487,309 | | | 1,222,036 | | | 22 | % | | 22 | % |
SendTech Solutions | 354,212 | | | 379,647 | | | (7) | % | | (7) | % | | 1,038,349 | | | 1,151,746 | | | (10) | % | | (10) | % |
Total | $ | 891,898 | | | $ | 790,125 | | | 13 | % | | 13 | % | | $ | 2,525,658 | | | $ | 2,373,782 | | | 6 | % | | 7 | % |
| | | EBIT | | Revenue |
| | Three Months Ended September 30, | | Nine Months Ended September 30, | | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2020 | | 2019 | | % change | | 2020 | | 2019 | | % change | | 2021 | | 2020 | | Actual % change | | Constant currency % change | | 2021 | | 2020 | | Actual % change | | Constant currency % change |
Global Ecommerce | Global Ecommerce | $ | (19,757) | | | $ | (21,793) | | | 9 | % | | $ | (68,126) | | | $ | (51,969) | | | (31) | % | Global Ecommerce | $ | 398,011 | | | $ | 409,981 | | | (3) | % | | (4) | % | | $ | 1,229,526 | | | $ | 1,100,757 | | | 12 | % | | 11 | % |
Presort Services | Presort Services | 14,481 | | | 17,687 | | | (18) | % | | 42,758 | | | 48,215 | | | (11) | % | Presort Services | 139,296 | | | 127,705 | | | 9 | % | | 9 | % | | 417,041 | | | 386,552 | | | 8 | % | | 8 | % |
Commerce Services | (5,276) | | | (4,106) | | | (28) | % | | (25,368) | | | (3,754) | | | >(100%) | |
SendTech Solutions | SendTech Solutions | 112,599 | | | 130,954 | | | (14) | % | | 323,429 | | | 378,095 | | | (14) | % | SendTech Solutions | 338,142 | | | 354,212 | | | (5) | % | | (5) | % | | 1,043,282 | | | 1,038,349 | | | — | % | | (1) | % |
Total Segment EBIT | $ | 107,323 | | | $ | 126,848 | | | (15) | % | | $ | 298,061 | | | $ | 374,341 | | | (20) | % | |
Total | | Total | $ | 875,449 | | | $ | 891,898 | | | (2) | % | | (2) | % | | $ | 2,689,849 | | | $ | 2,525,658 | | | 7 | % | | 5 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| EBIT |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2021 | | 2020 | | % change | | 2021 | | 2020 | | % change |
Global Ecommerce | $ | (20,950) | | | $ | (19,757) | | | (6) | % | | $ | (58,157) | | | $ | (68,126) | | | 15 | % |
Presort Services | 21,062 | | | 14,481 | | | 45 | % | | 56,247 | | | 42,758 | | | 32 | % |
SendTech Solutions | 98,950 | | | 112,599 | | | (12) | % | | 320,541 | | | 323,429 | | | (1) | % |
Total Segment EBIT | $ | 99,062 | | | $ | 107,323 | | | (8) | % | | $ | 318,631 | | | $ | 298,061 | | | 7 | % |
Revenue increased 13%decreased 2% in the third quarter of 2021 compared to the prior year. Business services revenue, which includes revenue from Presort Services and 6%Global Ecommerce, was flat as reported and 7%declined 1% at constant currency forcompared to the first nine months of 2020,prior year. Presort Services revenue increased 9% primarily due to higher business servicesmail volumes, a shift in the mix of mail volumes and investments made in the network and technology to enable a higher level of five-digit sortation services. Presort Services revenue driven by significantly higher volumes in our Global Ecommerce segment. This growth more than offset declines in all other revenue line items that resultedalso benefited in part, from the continuing impacts of COVID-19. Within our business segments,COVID-19 that adversely affected mail volumes in the prior year quarter. This increase was offset by a 3% decrease as reported (4% at constant currency) in Global Ecommerce revenue, grew 47% in the quarter and 33% for the year-to-date period due to increased volumes and Presort Services revenue declined 3% in the quarter and 2% for the year-to-date periodprimarily due to lower First Class and Marketing Maildomestic parcel delivery volumes. The decline in Global Ecommerce revenue was also driven in part, by the impacts of COVID-19 that favorably affected parcel volumes in the prior year quarter. SendTech Solutions revenue declined 7% in the quarter and 10% for the year-to-date period,5% primarily due to lower financing income and support services revenue, partially offset by higher equipment sales. Financing revenue declined 17% primarily due to a prior year gain from the sale of investment securities, lower lease extensions and lower fee income. Support services revenue declined 3% (4% at constant currency) driven by a declining meter population and a shift to cloud-enabled products. Equipment sales increased 5% (4% at constant currency) due in part to the adverse impact on demand and supplies revenue. our inability to perform on-site service and installations in the prior year quarter due to COVID-19.
Segment EBIT in the quarter decreased 8% over the prior year. Global Ecommerce EBIT declined 15%6% primarily due to lower revenuean $8 million charge reflecting the estimated cost of a price assessment and SendTech Solutions EBIT decreased 12% primarily driven by the decline in SendTech Solutions. Segmentrevenue. Partially offsetting these declines, Presort Services EBIT forincreased 45% over the year-to-date period decreased 20%prior year quarter primarily due to a decline in SendTech Solutions from lowerhigher revenue and higher EBIT lossimproved productivity from investments made in Global Ecommerce due to higher labor costs, continuing investments in our facilitiesthe network and costs attributed to COVID-19. Segment EBIT for the year-to-date period also declined due to higher credit loss provision largely attributable to COVID-19.technology. Refer to Results of Operations section for further information.
Global Ecommerce EBIT margins improved in the quarter compared to the prior year quarter due to the increase in revenue, partly offset by investments to support growth and incremental costs associated with COVID-19. Global Ecommerce EBIT margins for the year-to-date period were flat compared to the prior year. Presort Services EBIT margins declined slightly in the quarter and year-to-date periods compared to the prior year due to lower volumes. SendTech Solutions EBIT margins declined in the quarter and year-to-date periods compared to the prior year due to declines in revenue, partially offset by lower operating expenses from cost savings initiatives.
Outlook
ImpactsThe impacts of COVID-19
The global spread of COVID-19 and the efforts to contain it are adversely affecting global economies, impacting demand for a broad variety of goods and services and creating disruptions and shortages in supply chains. We have implemented measures in our facilities to protect the health and safety of our employees and contractors, including staggering shifts and breaks to enhance social distancing, providing personal protection equipment, conducting temperature checks and sanitizing equipment and facilities multiple times a day. Employees that have the ability to work remotely are doing so and corporate and local management continue to assess conditions to determine when, and how, these employees should return to their office locations.
COVID-19 has impacted our financial results in different ways in each of our businesses. Global Ecommerce has seen a significant increase in volumes due to the demand for ecommerce solutions in the current environment. Presort Services, on the other hand, has experienced a decline in volumes, in both First Class and Marketing Mail, due to lower market demand and changing client behaviors. However, volumes in the third quarter improved over the second quarter. As a result of the health and safety measures implemented in all our Commerce Services facilities, we have incurred additional costs and reduced productivity.
In SendTech Solutions, the global shut-down of businesses and increase in the number of clients working remotely at the onset of COVID-19 significantly adversely impacted demand for and usage of our mailing equipment and supplies, and our ability to perform on-site installations. We saw improving trends in equipment sales and supplies revenues as we exited the second quarter, and third quarter equipment sales and supplies revenues increased over the second quarter 2020. As businesses continue to operate remotely, we are also seeing improvement in our cloud-enabled shipping and mailing solutions.
Outlook
The duration of COVID-19 and its impact on our business, remainsoperations and financial performance remain uncertain. Supply chain issues continue to pose challenges and could impact us for the remainder of the year and into 2022. Additionally, supply chain issues could also impact our clients' ability to meet their customers' demand, especially as we enter the peak holiday season, and could impact our shipping and delivery volumes. The duration and severity of these supply chain issues is unknown and unpredictable. The stepsWe believe we took to reduce and refinance our debt at the end of 2019 and beginning of 2020 haveare well positioned us to manage throughnavigate the current economic conditions. Weconditions and will continue to take proactive steps to manage our cash flowsoperations and liquidity, including, by prioritizingrelated financial impacts; however, there are some unique factors not within our control that could affect our business.
Despite some of these ongoing uncertainties, we do not expect the global economy or our individual businesses to be affected to the same extent in 2021 as in 2020. Within Global Ecommerce, we anticipate revenue growth in 2021, although not at the growth rates experienced in 2020. We expect margin and timingprofit improvements from pricing initiatives and operational improvements within our capital investments as well as by tight management of our working capital. We will continuefacilities and network designed to take proactive measures to protect the healthdrive efficiencies and safety of our employees, clients, partners and suppliers;increase productivity; however, these safety measures will result in additional expenses and reduced productivity.
COVID-19 has accelerated the marketwe also expect continued growth of ecommerce resulting in significant increases in volumes in our Global Ecommerce segment thatthe market's need for transportation services and labor to generate increased costs. Within Presort Services, we anticipateexpect revenue growth for 2021 and margin and profit improvements as productivity initiatives, increased automation and facilities consolidation and optimization will continue into the fourth quarter. The industry-wide increase in ecommerce volumes has resulted inmore than offset expected higher demand and increased competition for labor and pushed our facilities to full capacity, resulting in highertransportation costs. We expect increased competition and higher demand for labor to continue as we enter the peak holiday season. To expand capacity, provide further efficiencies and improve per unit costs, we invested in three new facilities and upgraded an existing facility, which are expected to be operational in advance of the peak holiday season. We also implemented peak pricing due to the dramatic surge in volumes.
In Presort Services, the improvement in First Class Mail and Marketing Mail volumes we saw in the third quarter relative to the second quarter is anticipated to continue in the fourth quarter. Higher demand and increased competition for labor is also impacting Presort Services creating staffing challenges and higher costs, which we anticipate will continue into the fourth quarter. While currently a small part of total volumes and revenue, Marketing Mail Flats and Bound Printed Matter volumes grew 37% in the third quarter and we anticipate these volumes will continue to grow.
Within SendTech Solutions, approximately two-thirds ofwe expect overall revenue is recurring in nature and materially contributes to our cash flows. Nonrecurring revenues, primarily equipment sales and to a lesser extent, supplies, are expected to continue to be impacted by COVID-19 due to declining demand and usage. We saw improving trends in both equipment sales and supplies revenues in the third quarter relative to the second quarter and would expect this to continue as businesses re-open; however, a resurgence of COVID-19 cases could adversely impact these revenues in the fourth quarter. As a result of clients working remotely and the necessity of alternate solutions, we are seeing an improvementdecline, but growth in our cloud-enabled shipping solutions from new clients and mailing solutions andexisting clients migrating to these solutions. Margins are expected to remain relatively consistent. On a consolidated basis, we expect this shiftrevenue growth in market preferencethe low to continue as clients realize the value of our digital capabilities. We continue to monitor cash collections from our recurring revenue streams. Delinquency rates moderated during the third quartermid-single digit range in 2021 compared to the second quarter and we are starting to see positive changes in customer payment behaviors. There are no assurances that this improvement in delinquency rates and payment behaviors will continue, or that the impacts of COVID-19 will not result in higher client bankruptcies or account write-offs.2020.
RESULTS OF OPERATIONS
In our revenue discussion, we may refer to revenue growth on a constant currency basis. Constant currency measures exclude the impact of changes in currency exchange rates since the prior period under comparison. We believe that excluding the impacts of currency exchange rates provides investors with a better understanding of the underlying revenue performance. Constant currency change is calculated by converting the current period non-U.S. dollar denominated revenue using the prior year’s exchange rate. Where constant currency measures are not provided, the actual change and constant currency change are the same.
Management measures segment profitability and performance using segment earnings before interest and taxes (EBIT). Segment EBIT which is calculated by deducting from segment revenue the related costs and expenses attributable to the segment. Segment EBIT excludes interest, taxes, general corporate expenses, restructuring charges, asset impairment charges, goodwill impairment charges and other items not allocated to a particular business segment. Management believes that itSegment EBIT provides investors a useful measure of operating performance and underlying trends of the business. Segment EBIT may not be indicative of our overall consolidated performance and therefore, should be read in conjunction with our consolidated results of operations.
REVENUE AND SEGMENT EBIT
Global Ecommerce
Global Ecommerce includes the revenue and related expenses from productsdomestic parcel services, cross-border solutions and services that enable domestic and cross-border ecommerce transactions, including shipping, fulfillment and returns.digital delivery services.
| | | Revenue | | Cost of Revenue | | Gross Margin | | Revenue | | Cost of Revenue | | Gross Margin |
| | Three Months Ended September 30, | | Three Months Ended September 30, | | Three Months Ended September 30, | | Three Months Ended September 30, | | Three Months Ended September 30, | | Three Months Ended September 30, |
| | 2020 | | 2019 | | Actual % change | | Constant Currency % change | | 2020 | | 2019 | | 2020 | | 2019 | | 2021 | | 2020 | | Actual % change | | Constant Currency % change | | 2021 | | 2020 | | 2021 | | 2020 |
Business services | Business services | $ | 409,981 | | | $ | 278,995 | | | 47 | % | | 47 | % | | $ | 379,409 | | | $ | 240,447 | | | 7.5 | % | | 13.8 | % | Business services | $ | 398,011 | | | $ | 409,981 | | | (3) | % | | (4) | % | | $ | 364,375 | | | $ | 379,409 | | | 8.5 | % | | 7.5 | % |
| | | Segment EBIT | | | | Segment EBIT | | |
| | Three Months Ended September 30, | | | Three Months Ended September 30, | |
| | 2020 | | 2019 | | Actual % change | | | 2021 | | 2020 | | Actual % change | |
Segment EBIT | Segment EBIT | $ | (19,757) | | | $ | (21,793) | | | 9 | % | | Segment EBIT | $ | (20,950) | | | $ | (19,757) | | | (6) | % | |
Global Ecommerce revenue increased 47%decreased 3% as reported and 4% at constant currency in the third quarter of 20202021 compared to the prior year period due to continued volume growth across all platforms primarily driven by the market shift to ecommerce solutions in part due to COVID-19. An increase inlower revenue contribution of domestic parcel delivery volumes contributed revenue growth of 36%9%, partially offset by higher volumes in cross-border volumes contributed revenue growth of 7% and higher returns volumes contributedcontributing revenue growth of 5%.
GrossTotal gross margin decreasedincreased $3 million and gross margin percentage increased to 8.5% from 7.5% from 13.8% incompared to the prior year primarily due primarily to investments to support growth, incremental COVID-19 related costsmargin improvements in domestic parcel delivery, cross-border and fulfillment services, partially offset by an $8 million charge reflecting the estimated cost of a shift in the mix of business.price assessment.
Segment EBIT for the third quarter of 20202021 was a loss of $20$21 million compared to a loss of $22$20 million in the prior year period. The declineslight increase in EBIT loss was primarily driven by insurance proceeds received in the prior year of $3 million, offset by the increase in gross margin reduced EBIT by $8 million compared to the prior year; but was more than offset by lower operating expenses of $6 million and net insurance proceeds of $3 million.
| | | Revenue | | Cost of Revenue | | Gross Margin | | Revenue | | Cost of Revenue | | Gross Margin |
| | Nine Months Ended September 30, | | Nine Months Ended September 30, | | Nine Months Ended September 30, | | Nine Months Ended September 30, | | Nine Months Ended September 30, | | Nine Months Ended September 30, |
| | 2020 | | 2019 | | Actual % change | | Constant Currency % change | | 2020 | | 2019 | | 2020 | | 2019 | | 2021 | | 2020 | | Actual % change | | Constant Currency % change | | 2021 | | 2020 | | 2021 | | 2020 |
Business services | Business services | $ | 1,100,757 | | | $ | 827,568 | | | 33 | % | | 33 | % | | $ | 1,000,490 | | | $ | 702,073 | | | 9.1 | % | | 15.2 | % | Business services | $ | 1,229,526 | | | $ | 1,100,757 | | | 12 | % | | 11 | % | | $ | 1,122,031 | | | $ | 1,000,490 | | | 8.7 | % | | 9.1 | % |
| | | Segment EBIT | | | | Segment EBIT | | |
| | Nine Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2020 | | 2019 | | Actual % change | | | 2021 | | 2020 | | Actual % change | |
Segment EBIT | Segment EBIT | $ | (68,126) | | | $ | (51,969) | | | (31) | % | | Segment EBIT | $ | (58,157) | | | $ | (68,126) | | | 15 | % | |
Global Ecommerce revenue increased 33%12% as reported and 11% at constant currency in the first nine months of 20202021 compared to the prior year period due to revenue growth from cross-border volumes and domestic parcel delivery volumes.
Total gross margin increased $7 million due to higher volumesrevenue, but the gross margin percentage declined to 8.7% from 9.1% primarily attributabledue to increased demand driven by COVID-19. Domestic parcel delivery volumes contributed revenue growthhigher transportation, postal and labor costs as well as an $8 million charge reflecting the estimated cost of 30% and increased cross-border volumes contributed growth of 3%.
Gross margin decreased to 9.1% from 15.2%a price assessment recorded in the prior year due primarily to investments to support growth, incremental COVID-19 related costs and a shift in the mix of business.third quarter.
Segment EBIT for the first nine months ended September 2020of 2021 was a loss of $68$58 million compared to a loss of $52$68 million in the prior year period. The declineEBIT improvement was driven by the increase in gross margin reduced EBIT by $25and $3 million compared to the prior year; but was partially offset byin lower operating expenses of $4 million and net insurance proceeds of $4 million.expenses.
Presort Services
Presort Services includes revenue and related expenses from sortation services to qualify large volumes of First Class Mail, Marketing Mail, Marketing Mail Flats and Bound Printed Matter for postal worksharing discounts.
| | | Revenue | | Cost of Revenue | | Gross Margin | | Revenue | | Cost of Revenue | | Gross Margin |
| | Three Months Ended September 30, | | Three Months Ended September 30, | | Three Months Ended September 30, | | Three Months Ended September 30, | | Three Months Ended September 30, | | Three Months Ended September 30, |
| | 2020 | | 2019 | | Actual % change | | Constant Currency % change | | 2020 | | 2019 | | 2020 | | 2019 | | 2021 | | 2020 | | Actual % change | | Constant Currency % change | | 2021 | | 2020 | | 2021 | | 2020 |
Business services | Business services | $ | 127,705 | | | $ | 131,483 | | | (3) | % | | (3) | % | | $ | 97,810 | | | $ | 96,438 | | | 23.4 | % | | 26.7 | % | Business services | $ | 139,296 | | | $ | 127,705 | | | 9 | % | | 9 | % | | $ | 103,194 | | | $ | 97,810 | | | 25.9 | % | | 23.4 | % |
| | | Segment EBIT | | | | Segment EBIT | | |
| | Three Months Ended September 30, | | | Three Months Ended September 30, | |
| | 2020 | | 2019 | | Actual % change | | | 2021 | | 2020 | | Actual % change | |
Segment EBIT | Segment EBIT | $ | 14,481 | | | $ | 17,687 | | | (18) | % | | Segment EBIT | $ | 21,062 | | | $ | 14,481 | | | 45 | % | |
Presort Services revenue decreased 3%increased 9% in the third quarter of 20202021 compared to the prior year period due to a reduction in volumes ofperiod. Marketing Mail volumes and First Class Mail driven primarily by COVID-19. Thevolumes contributed revenue decrease was comprised of a declinegrowth of 5% from lower organicand 4%, respectively, primarily due to a shift in the mix of mail volumes, partially offset by an increasethe impact of 2% from currentpricing actions, improvements in five-digit sortation and the effects of COVID-19 on the prior year acquisitions.period.
Gross margin decreasedincreased to 23.4%25.9% from 26.7%23.4% primarily due to the declineincrease in revenuerevenue. We continue to experience significantly higher transportation and incremental COVID-19 relatedlabor costs due to increased competition and demand for these resources. However, investments we have made to increase productivity and optimize our network have helped offset the impact of these increased costs.
Segment EBIT declined 18%increased $7 million or 45% in the third quarter of 2020, primarily2021, due to the declinea $6 million increase in gross margin partially offset by lower consulting fees and travel expenses of $1 million and insurance proceeds of $1 million.decrease in operating expenses.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Revenue | | Cost of Revenue | | Gross Margin |
| Nine Months Ended September 30, | | Nine Months Ended September 30, | | Nine Months Ended September 30, |
| 2020 | | 2019 | | Actual % change | | Constant Currency % change | | 2020 | | 2019 | | 2020 | | 2019 |
Business services | $ | 386,552 | | | $ | 394,468 | | | (2) | % | | (2) | % | | $ | 296,591 | | | $ | 295,440 | | | 23.3 | % | | 25.1 | % |
| | | | | | | | | | | | | | | |
| Segment EBIT | | | | | | | | | | |
| Nine Months Ended September 30, | | | | | | | | | | |
| 2020 | | 2019 | | Actual % change | | | | | | | | | | |
Segment EBIT | $ | 42,758 | | | $ | 48,215 | | | (11) | % | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Revenue | | Cost of Revenue | | Gross Margin |
| Nine Months Ended September 30, | | Nine Months Ended September 30, | | Nine Months Ended September 30, |
| 2021 | | 2020 | | Actual % change | | Constant Currency % change | | 2021 | | 2020 | | 2021 | | 2020 |
Business services | $ | 417,041 | | | $ | 386,552 | | | 8 | % | | 8 | % | | $ | 315,368 | | | $ | 296,591 | | | 24.4 | % | | 23.3 | % |
| | | | | | | | | | | | | | | |
| Segment EBIT | | | | | | | | | | |
| Nine Months Ended September 30, | | | | | | | | | | |
| 2021 | | 2020 | | Actual % change | | | | | | | | | | |
Segment EBIT | $ | 56,247 | | | $ | 42,758 | | | 32 | % | | | | | | | | | | |
Presort Services revenue decreased 2%increased 8% in the first nine months of 20202021 compared to the prior year period due to lower volumes ofperiod. Marketing Mail volumes and First Class Mail driven by COVID-19. Revenue declined 5%volumes each contributed revenue growth of 4% primarily due to lower organica shift in the mix of mail volumes, but benefited 3% from acquisitions.the impact of pricing actions, improvements in five-digit sortation and the effects of COVID-19 on the prior year period.
Gross margin decreasedincreased $12 million and gross margin percentage increased to 24.4% from 23.3% from 25.1% due to lower revenue and the incremental costs associated with COVID-19. Segment EBIT declined 11%, in the first nine months of 2020,primarily due to the declineincrease in gross margin that adversely impacted EBIT by $9 million, partially offset by $4 million of insurance proceeds.
revenue.
Segment EBIT increased $13 million or 32% in the first nine months of 2021, primarily due to the increase in gross margin of $12 million and lower operating expenses of $1 million.
SendTech Solutions
SendTech Solutions includes the revenue and related expenses from physical and digital mailing and shipping technology solutions, financing, services, supplies and other applications to help simplify and save on the sending, tracking and receiving of letters, parcels and flats.
| | | Revenue | | Cost of Revenue | | Gross Margin | | Revenue | | Cost of Revenue | | Gross Margin |
| | Three Months Ended September 30, | | Three Months Ended September 30, | | Three Months Ended September 30, | | Three Months Ended September 30, | | Three Months Ended September 30, | | Three Months Ended September 30, |
| | 2020 | | 2019 | | Actual % change | | Constant Currency % change | | 2020 | | 2019 | | 2020 | | 2019 | | 2021 | | 2020 | | Actual % change | | Constant Currency % change | | 2021 | | 2020 | | 2021 | | 2020 |
Business services | Business services | $ | 13,268 | | | $ | 8,623 | | | 54 | % | | 56 | % | | $ | 5,666 | | | $ | 1,376 | | | 57.3 | % | | 84.0 | % | Business services | $ | 14,077 | | | $ | 13,268 | | | 6 | % | | 6 | % | | $ | 4,610 | | | $ | 5,666 | | | 67.3 | % | | 57.3 | % |
Support services | Support services | 117,519 | | | 126,274 | | | (7) | % | | (7) | % | | 36,832 | | | 40,376 | | | 68.7 | % | | 68.0 | % | Support services | 113,413 | | | 117,519 | | | (3) | % | | (4) | % | | 37,849 | | | 36,832 | | | 66.6 | % | | 68.7 | % |
Financing | Financing | 86,218 | | | 90,577 | | | (5) | % | | (5) | % | | 11,626 | | | 11,026 | | | 86.5 | % | | 87.8 | % | Financing | 71,936 | | | 86,218 | | | (17) | % | | (17) | % | | 11,710 | | | 11,626 | | | 83.7 | % | | 86.5 | % |
Equipment sales | Equipment sales | 79,572 | | | 89,618 | | | (11) | % | | (12) | % | | 59,685 | | | 59,601 | | | 25.0 | % | | 33.5 | % | Equipment sales | 83,234 | | | 79,572 | | | 5 | % | | 4 | % | | 62,182 | | | 59,685 | | | 25.3 | % | | 25.0 | % |
Supplies | Supplies | 39,635 | | | 44,818 | | | (12) | % | | (13) | % | | 10,132 | | | 12,225 | | | 74.4 | % | | 72.7 | % | Supplies | 38,211 | | | 39,635 | | | (4) | % | | (4) | % | | 10,704 | | | 10,132 | | | 72.0 | % | | 74.4 | % |
Rentals | Rentals | 18,000 | | | 19,737 | | | (9) | % | | (9) | % | | 6,055 | | | 5,089 | | | 66.4 | % | | 74.2 | % | Rentals | 17,271 | | | 18,000 | | | (4) | % | | (5) | % | | 6,480 | | | 6,055 | | | 62.5 | % | | 66.4 | % |
Total revenue | Total revenue | $ | 354,212 | | | $ | 379,647 | | | (7) | % | | (7) | % | | $ | 129,996 | | | $ | 129,693 | | | 63.3 | % | | 65.8 | % | Total revenue | $ | 338,142 | | | $ | 354,212 | | | (5) | % | | (5) | % | | $ | 133,535 | | | $ | 129,996 | | | 60.5 | % | | 63.3 | % |
| | | Segment EBIT | | | | Segment EBIT | | |
| | Three Months Ended September 30, | | | Three Months Ended September 30, | |
| | 2020 | | 2019 | | Actual % change | | | 2021 | | 2020 | | Actual % change | |
Segment EBIT | Segment EBIT | $ | 112,599 | | | $ | 130,954 | | | (14) | % | | Segment EBIT | $ | 98,950 | | | $ | 112,599 | | | (12) | % | |
SendTech Solutions revenue decreased 7%5% in the third quarter of 20202021 compared to the prior year. Equipment sales decreased 11% as reported and 12% at constant currency as COVID-19 continues to impact our ability to perform on-site installations. This decrease was partially offset by an increase in sales of self-install productsFinancing revenue declined 17% primarily due to the current remote environment. Supplies revenue declined 12% as reported and 13% at constant currency driven by reduced usage and demand exacerbated from COVID-19. Support services revenue decreased 7% driven by a declining meter population. Financing revenue decreased 5% primarily driven by a declining lease portfolio. Financing revenue for the quarter also includesprior year gain of $6 million of gains from the sale of investment securities. Businesssecurities, lower lease extensions of $5 million driven by new product offerings and lower fee income of $3 million. Supplies revenue declined 4%, or $1 million, primarily due to decreased usage. Support services revenue increased $5 million, or 56%declined 3% as reported and 4% at constant currency primarily due to additionalthe declining meter population and shift to cloud-enabled products. Partially offsetting these decreases, equipment sales increased 5% as reported (4% at constant currency), primarily due to the effect on the prior year from COVID-19 that impacted our ability to contact and service clients usingand perform on-site installations. Business services revenue increased 6%, or $1 million, primarily due to an increased use of our shipping products.
Gross margin for the third quarter of 20202021 decreased to 60.5% from 63.3% in the prior year period. Financing gross margin decreased to 83.7% from 65.8%86.5% due to rising interest rates and the prior year gain from the sale of investment securities. Support services gross margin decreased to 66.6% from 68.7% and supplies gross margin decreased to 72.0% from 74.4% primarily due to the decline in revenue. Rentals gross margin decreased to 62.5% from 66.4% primarily driven by higher meter scrap costs.
Segment EBIT decreased $14 million, or 12% in the third quarter of 2021 compared to the prior year, primarily driven by the decline in gross margin of $20 million, partially offset by lower credit loss provision of $6 million.
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| Revenue | | Cost of Revenue | | Gross Margin |
| Nine Months Ended September 30, | | Nine Months Ended September 30, | | Nine Months Ended September 30, |
| 2021 | | 2020 | | Actual % change | | Constant Currency % change | | 2021 | | 2020 | | 2021 | | 2020 |
Business services | $ | 42,293 | | | $ | 37,014 | | | 14 | % | | 14 | % | | $ | 16,925 | | | $ | 14,708 | | | 60.0 | % | | 60.3 | % |
Support services | 347,266 | | | 353,320 | | | (2) | % | | (3) | % | | 111,172 | | | 112,656 | | | 68.0 | % | | 68.1 | % |
Financing | 223,201 | | | 260,758 | | | (14) | % | | (16) | % | | 35,369 | | | 36,054 | | | 84.2 | % | | 86.2 | % |
Equipment sales | 256,304 | | | 213,682 | | | 20 | % | | 18 | % | | 185,474 | | | 164,899 | | | 27.6 | % | | 22.8 | % |
Supplies | 119,090 | | | 118,117 | | | 1 | % | | (1) | % | | 32,383 | | | 30,751 | | | 72.8 | % | | 74.0 | % |
Rentals | 55,128 | | | 55,458 | | | (1) | % | | (2) | % | | 18,940 | | | 18,455 | | | 65.6 | % | | 66.7 | % |
Total revenue | $ | 1,043,282 | | | $ | 1,038,349 | | | — | % | | (1) | % | | $ | 400,263 | | | $ | 377,523 | | | 61.6 | % | | 63.6 | % |
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| Segment EBIT | | | | | | | | | | |
| Nine Months Ended September 30, | | | | | | | | | | |
| 2021 | | 2020 | | Actual % change | | | | | | | | | | |
Segment EBIT | $ | 320,541 | | | $ | 323,429 | | | (1) | % | | | | | | | | | | |
SendTech Solutions revenue was flat as reported and declined 1% at constant currency in the first nine months of 2021 compared to the prior year. Equipment sales increased 20% as reported and 18% at constant currency primarily due to the effect on the prior year from COVID-19 that impacted our ability to contact and service clients and perform on-site installations. Business services revenue increased 14% primarily due to an increased use of our shipping products. These increases were partially offset by declines in financing income and support services revenues. Financing revenue decreased 14% as reported and 16% at constant currency primarily driven by a prior year gain of $10 million from the sale of investment securities, lower lease extensions of $13 million driven by new product offerings and lower fee income of $8 million. Support services revenue decreased 2% as reported and 3% at constant currency primarily due to the declining meter population and shift to cloud-enabled products.
Gross margin for the first nine months of 2021 decreased to 61.6% from 63.6% compared to the prior year period. Financing gross margin decreased to 84.2% from 86.2% due to rising interest rates and the prior year gain from the sale of investment securities. Equipment sales gross margin increased to 27.6% from 22.8% primarily due the increase in revenue and lower engineering costs.
Segment EBIT decreased $3 million or 1% in the first nine months of 2021 compared to the prior year, primarily driven by a decline in gross margin of $18 million and higher operating expenses of $3 million, partially offset by lower credit loss provision of $18 million driven in part by a $10 million charge in the prior year associated with COVID-19.
UNALLOCATED CORPORATE EXPENSES
The majority of our SG&A expense is recorded directly or allocated to our reportable segments. Those expenses not recorded directly or allocated to our reportable segments are reported as unallocated corporate expenses. Unallocated corporate expenses primarily represents corporate administrative functions such as finance, marketing, human resources, legal, information technology and innovation.
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| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2021 | | 2020 | | Actual % change | | 2021 | | 2020 | | Actual % change |
Unallocated corporate expenses | $ | 49,176 | | | $ | 53,429 | | | (8) | % | | $ | 162,957 | | | $ | 146,640 | | | 11 | % |
The decrease in unallocated corporate expenses in the quarter compared to the prior year period was driven primarily due to a declineby lower variable-compensation expense of $3 million. The increase in equipment sales gross marginunallocated corporate expenses for the first nine months of 9 percentage points to 25%, primarily due to lower revenue and the mix of product sales due in part to delays in scheduling and performing on-site installations of our higher end products. Support services gross margin increased slightly to 68.7% from 68% in the prior period; however, lower revenue resulted in a decrease on gross profit of $5 million. Rentals gross margin decreased to 66.4% from 74.2% primarily due to higher meter scrap costs relative to the prior year.
We allocate a portion of our total cost of borrowing to financing interest expense. In computing financing interest expense, we assume an 8:1 debt to equity leverage ratio and apply our overall effective interest rate to the average outstanding finance receivables.
Segment EBIT decreased 14% in the third quarter of 20202021 compared to the prior year driven by the decline in revenue partially offset by lowerwas primarily due to higher employee-related expenses of $7 million from cost savings initiatives, including professional fees of $4$14 million.
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| Revenue | | Cost of Revenue | | Gross Margin |
| Nine Months Ended September 30, | | Nine Months Ended September 30, | | Nine Months Ended September 30, |
| 2020 | | 2019 | | Actual % change | | Constant Currency % change | | 2020 | | 2019 | | 2020 | | 2019 |
Business services | $ | 37,014 | | | $ | 21,573 | | | 72 | % | | 74 | % | | $ | 14,708 | | | $ | 5,368 | | | 60.3 | % | | 75.1 | % |
Support services | 353,320 | | | 382,578 | | | (8) | % | | (8) | % | | 112,656 | | | 122,777 | | | 68.1 | % | | 67.9 | % |
Financing | 260,758 | | | 280,039 | | | (7) | % | | (7) | % | | 36,054 | | | 33,433 | | | 86.2 | % | | 88.1 | % |
Equipment sales | 213,682 | | | 264,956 | | | (19) | % | | (19) | % | | 164,899 | | | 181,494 | | | 22.8 | % | | 31.5 | % |
Supplies | 118,117 | | | 142,261 | | | (17) | % | | (17) | % | | 30,751 | | | 37,533 | | | 74.0 | % | | 73.6 | % |
Rentals | 55,458 | | | 60,339 | | | (8) | % | | (8) | % | | 18,455 | | | 23,223 | | | 66.7 | % | | 61.5 | % |
Total revenue | $ | 1,038,349 | | | $ | 1,151,746 | | | (10) | % | | (10) | % | | $ | 377,523 | | | $ | 403,828 | | | 63.6 | % | | 64.9 | % |
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| Segment EBIT | | | | | | | | | | |
| Nine Months Ended September 30, | | | | | | | | | | |
| 2020 | | 2019 | | Actual % change | | | | | | | | | | |
Segment EBIT | $ | 323,429 | | | $ | 378,095 | | | (14) | % | | | | | | | | | | |
SendTech Solutions revenue decreased 10% in the first nine months of 2020 compared to the prior year. Equipment sales and supplies decreased 19% and 17%, respectively, as the impacts of COVID-19 impacted our ability to perform on-site installations and reduced usage and demand for supplies. Both support services and rentals revenue decreased 8%, primarily driven by a declining meter population. Financing revenue decreased 7%, primarily driven by a declining lease portfolio and was partially offset by $10 million of gains from the sale of investment securities. Business services revenue increased $15 million, or 74% at constant currency, primarily due to additional clients using our shipping products.
Gross margin for the first nine months of 2020 was 63.6% compared to 65.2% in the prior year period. Equipment sales gross margin decreased 9 percentage points to 22.8%, primarily due to lower revenue. Equipment sales margin in the prior year period includes a $9 million charge related to a SendPro C tablet replacement program. Financing gross margin decreased to 86.2% from 88.1% compared to the prior year primarily due to a higher effective interest rate.
Segment EBIT decreased 14% in first nine months of 2020 compared to the prior year, primarily due to the decline in revenue and higher credit loss provision of $10 million due to the current economic recessionary conditions and outlook caused by COVID-19, partially offset by lower expenses of $40 million from cost savings initiatives, including lower professional fees of $12 million, lower marketing expenses of $8 million, lower research and development costs of $7 million and lower travel expenses of $3 million.
CONSOLIDATED OPERATING AND OTHER EXPENSES
Selling, general and administrative (SG&A)
SG&A expense of $239$225 million in the quarter decreased $14 million, or 6% compared to the prior period, primarily due to lower employee-related expensescredit loss provision of $11$6 million and lower travelprofessional fees of $4$3 million. SG&A expense of $721$699 million infor the first nine months of 20202021 decreased 5%$22 million, or 3% compared to the prior year period, primarily due to lower credit loss provision of $29 million and professional fees of $18 million, partially offset by higher employee-related expenses of $14 million, lower professional fees of $12 million, lower travel related expenses of $7 million and lower marketing expenses of $4$28 million.
Research and development (R&D)
R&D expense decreased 25%increased 15%, or $3$1 million and $10 million, in both the third quarter of 20202021 and increased 14%, or $4 million in the first nine months of 2020, respectively,2021 compared to the prior year periods, primarily due to lower project spending and cost savings initiatives.period.
Restructuring charges
Restructuring charges primarily includes costs for employee severance and asset impairments
Restructuring charges and asset impairments for the three and nine months ended September 30, 2020 were $4 million and $13 million, respectively.facility closures. See Note 10 to the Condensed Consolidated Financial Statements for further information.
Other expense (income)
Goodwill impairment
We recorded a non-cash, pre-tax goodwill impairment chargeOther expense of $198$3 million associated with our Global Ecommerce reporting unit in the firstthird quarter of 2020.2021 represents a loss on the refinancing of debt. Other expense for the first nine months of 2021 includes a $56 million loss on the refinancing of debt, $10 million gain from the sale of Tacit, $3 million of insurance proceeds and a $1 million gain from an asset sale. See Critical Accounting EstimatesNote 17 to the Condensed Consolidated Financial Statements for further information.
Other (income) expenseINCOME TAXES AND DISCONTINUED OPERATIONS
Other incomeIncome taxes
The effective tax rate for the three months ended September 30, 2020 includes $6 million of insurance proceeds related to the 2019 malware attack. Other expense for theand nine months ended September 30, 2020 includes a $37 million loss on the early extinguishment of debt, partially offset by $15 million of insurance proceeds2021 was (21.9)% and a $12 million gain on the sale of an equity investment.
Income taxes
The tax provision for the three months ended September 30, 2020 includes a $3 million benefit, which is primarily due to regulations enacted into law during the quarter. The tax provision for the nine months ended September 30, 2020 also includes a $12 million charge for the surrender of company owned life insurance policies for which no gain or loss was recognized and a benefit of $2 million on the $198 million goodwill impairment charge as the majority of this charge is nondeductible.119.3%, respectively. See Note 13 to the Condensed Consolidated Financial Statements for further information.
Discontinued Operations
Discontinued operations includes the Software Solutions business, sold in December 2019, with the exception of the software business in Australia, which closed in January 2020, and the Production Mail business, sold in July 2018. (Income) loss from discontinued operations for the three and nine months ended September 30, 2020 primarily2021 includes the net gain onadjustments related to the sale of the Australia software business.our Software Solutions business in 2019 and Production Mail business in 2018. See Note 4 to the Condensed Consolidated Financial Statements for further information.
LIQUIDITY AND CAPITAL RESOURCES
At September 30, 2020,2021, we had cash, cash equivalents and short-term investments of $820$743 million. This includes $185$230 million held at our foreign subsidiaries used to support the liquidity needs of those subsidiaries. Our ability to maintain adequate liquidity for our operations is dependent upon a number of factors, including our revenue and earnings, our clients ability to pay their balances on a timely basis, the length and severity of COVID-19 and its impact on macroeconomic conditions and our ability to take further cost savings and cash conservation measures if necessary. At this time, we believe that existing cash and investments, cash generated from operations and borrowing capacity under our $500 million revolving credit facility will be sufficient to fund our cash needs for the next 12 months.
Cash Flow Summary
Changes in cash and cash equivalents were as follows:
| | | 2020 | | 2019 | | Change | | 2021 | | 2020 | | Change |
Net cash provided by operating activities | Net cash provided by operating activities | $ | 190,624 | | | $ | 182,284 | | | $ | 8,340 | | Net cash provided by operating activities | $ | 216,174 | | | $ | 191,166 | | | $ | 25,008 | |
Net cash used in investing activities | Net cash used in investing activities | (95,735) | | | (201,681) | | | 105,946 | | Net cash used in investing activities | (111,686) | | | (115,741) | | | 4,055 | |
Net cash used in financing activities | Net cash used in financing activities | (217,372) | | | (327,192) | | | 109,820 | | Net cash used in financing activities | (291,849) | | | (197,908) | | | (93,941) | |
Effect of exchange rate changes on cash and cash equivalents | Effect of exchange rate changes on cash and cash equivalents | (2,782) | | | (5,822) | | | 3,040 | | Effect of exchange rate changes on cash and cash equivalents | (4,940) | | | (2,782) | | | (2,158) | |
Change in cash and cash equivalents | Change in cash and cash equivalents | $ | (125,265) | | | $ | (352,411) | | | $ | 227,146 | | Change in cash and cash equivalents | $ | (192,301) | | | $ | (125,265) | | | $ | (67,036) | |
Operating Activities
Cash provided by operating activities ofwas $216 million for the nine months ended September 30, 2021 compared to $191 million in the first nine months of 2020 increased $8 million compared to the prior year. Cash flows from continuing operations was $229 million through September 30, 2020 compared to $166 million through September 30, 2019.year period. The increase of $63$25 million wasis primarily due to working capital changes including finance receivableshigher income and income taxes. This was partially offset by a decrease in cash flows from discontinued operationshigher collections of $54 million primarily due to taxes paid related to the gain on the sale of our Software Solutions business in 2020.receivables.
Investing Activities
Cash used in investing activities infor the first nine months ended September 30, 2021 improved $4 million compared to the prior year period. Net cash from investing activities benefited $95 million from the timing of 2020purchases and maturities of $96 million includes $81 million in capital expenditures and $82 million of net investment purchases,securities but was partially offset by $58higher capital expenditures of $60 million and lower proceeds from the sale of assets and businesses of $29 million.
Capital expenditures were higher in 2021 compared to 2020 as we prioritized and limited our capital expenditures in 2020 in connection with COVID-19 and are investing in Global Ecommerce and Presort Services. Proceeds from the sale of assets and businesses in 2021 includes $28 million from the sale of Tacit and $2 million for the sale of other assets, while proceeds in 2020 included $46 million from the surrender of COLIcompany-owned life insurance policies ($46 million) and $12 million from the sale of an equity investment ($12 million) and higher customer deposits at the Pitney Bowes Bank of $19 million.investment.
Financing Activities
Cash used in financing activities for the nine months ended September 30, 2021 increased $94 million to $292 million compared to $198 million in the first nine months of 2020 was $217 million, and includes theprior year period primarily due to higher net repaymentrepayments of debt of $156$78 million payments of $33 million forand higher premiums and fees associated with the early extinguishmentto extinguish debt of debt and $26 million of dividend payments. See Financings and Capitalization below for additional information.$17 million.
Financings and Capitalization
In the first quarter of 2020,2021, we securedissued a five-year, $850$400 million 6.875% unsecured note due March 2027, a $350 million 7.25% unsecured note due March 2029 and entered into a new seven-year $450 million secured term loan scheduled to mature January 2025 (the 2025 Term Loan). The 2025 Term Loan bears interest at LIBOR plus 5.5% and resets monthly.maturing March 2028. We usedredeemed all the net proceeds plus available cash to purchase under a tender offer $428 million of theoutstanding October 2021 notes $250and an aggregate $363 million of the May 2022 notes, $125 million of the April 2023 notes and $125 millionMarch 2024 notes under a tender offer, the remaining balance of the March 2024 notes. WeMay 2022 notes and repaid the remaining balance of our January 2025 term loan. A $56 million pre-tax loss was incurred a loss of $37 million on the early redemptionrefinancing of debt. During the first nine months of 2020, we repaid $36 million of principal related to our term loans.
We have aalso amended our $500 million secured revolving credit facility that expires inand our $380 million secured term loan to extend their maturities from November 2024 to March 2026. The credit agreement that governs the revolving credit facility and term loans contains financial and non-financial covenants. We drew down $100 million under the credit facility in April 2020 as a precautionary measure, but repaid this borrowing in September 2020. At September 30, 2020,2021, we were in compliance with all covenants.covenants and there were no outstanding borrowings under the revolving credit facility.
Interest rates on certain notes are subject to adjustment based on changes inIn May 2021, we terminated our credit ratings. As a resultexisting $500 million interest rate swap agreements and entered into new interest rate swap agreements with an aggregate notional amount of credit rating downgrades in November 2019 and May 2020,$200 million. Under the terms of the swap agreements, we pay fixed-rate interest rates on the October 2021 notes and April 2023 notes will increase an additional 0.25% in the fourth quarter of 2020.
Dividends0.56% and Share Repurchasesreceive variable-rate interest based on one-month LIBOR. The variable interest rate under the term loans and the swaps reset monthly.
Each quarter, our Board of Directors considers our recent and projected earnings and other capital needs and priorities in deciding whether to approve the payment, as well as the amount, of a dividend. There are no material restrictions on our ability to declare dividends. We expect to continue to pay a quarterly dividend; however, no assurances can be given.
We did not repurchase any shares of our common stock during the first nine months of 2020. We have remaining authorization to repurchase up to $16 million of our common stock.
Contractual Obligations and Off-Balance Sheet Arrangements
WeAs of September 30, 2021, we have entered into three equipment leases for our Commerce Services operations that will commence in the fourth quarter withhave not commenced. These leases have terms ranging from seven to nine years. Aggregate leaseten years and aggregate payments for the three leases will approximate $30of $20 million.
At September 30, 2020, we had2021, there are no off-balance sheet arrangements that have, or are reasonably likely to have, a material effect on our financial condition, results of operations or liquidity.
Critical Accounting Estimates
Goodwill impairment review
At December 31, 2019, the fair value of our Global Ecommerce business exceeded its carrying value by less than 20%. During the first quarter of 2020, our Global Ecommerce reporting unit experienced weaker than expected performance, in part due to the macroeconomic conditions resulting from COVID-19, causing us to evaluate the Global Ecommerce goodwill for impairment.
To test the Global Ecommerce goodwill for impairment, we determined the fair value of the Global Ecommerce reporting unit and compared it to the reporting unit's carrying value, including goodwill. We engaged a third-party to assist in the determination of the fair value of the reporting unit. The determination of fair value, and the resulting impairment charge, relied on internal projections developed using numerous estimates and assumptions that are inherently subject to significant uncertainties. These estimates and assumptions included revenue growth, profitability, cash flows, capital spending and other available information. The determination of fair value also incorporated a risk-adjusted discount rate, terminal growth rates and other assumptions that market participants may use. Changes in any of these estimates or assumptions could materially affect the determination of fair value and the associated goodwill impairment charge and could result in an additional impairment charge in the future.
We determined that the reporting unit's estimated fair value was less than its carrying value and recorded a non-cash, pre-tax goodwill impairment charge of $198 million in the first quarter to reduce the carrying value of the Global Ecommerce reporting unit to its estimated fair value.
Regulatory Matters
There have been no significant changes to the regulatory matters disclosed in our 20192020 Annual Report.
Item 3: Quantitative and Qualitative Disclosures About Market Risk
There were no material changes to the disclosures made in our 20192020 Annual Report.
Item 4: Controls and Procedures
Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures are also designed to reasonably ensure that such information is accumulated and communicated to management, including our Chief Executive Officer (CEO) and Chief Financial Officer (CFO), to allow timely decisions regarding disclosures.
With the participation of our CEO and CFO, management evaluated our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act) and internal controls over financial reporting as of the end of the period covered by this report. Our CEO and CFO concluded that, as of the end of the period covered by this report, such disclosure controls and procedures were effective to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the required time periods. In addition, no changes in internal control over financial reporting occurred during the quarter covered by this report that materially affected, or are reasonably likely to materially affect, such internal control over financial reporting. Further, we have not experienced any material impact to our internal controls over financial reporting given that most of our employees are working remotely due to COVID-19. We are continually monitoring and assessing the COVID-19 situation on our internal controls to minimize the impact to their design and operating effectiveness.
It should be noted that any system of controls is based in part upon certain assumptions designed to obtain reasonable (and not absolute) assurance as to its effectiveness, and there can be no assurance that any design will succeed in achieving its stated goals. Notwithstanding this caution, the CEO and CFO have reasonable assurance that the disclosure controls and procedures were effective as of September 30, 2020.2021.
PART II. OTHER INFORMATION
Item 1: Legal Proceedings
See Note 14 to the Condensed Consolidated Financial Statements.
Item 1A: Risk Factors
There were no material changes to the risk factors identified in our 20192020 Annual Report. However, we are supplementing the risk factors described in Item 1A of our 2019 Annual Report with the following additional risk factor:
Our operations and financial performance are being affected and will continue to be affected by the global coronavirus outbreak. The duration and severity of the COVID-19 crisis is unknown and constantly changing, and a prolonged duration of this crisis or a reoccurrence of COVID-19 or other similar virus in the future could have a significantly material effect on our operations, financial condition and liquidity
The COVID-19 pandemic is negatively impacting, and is expected to continue to negatively impact, our business, operations and financial performance. Given the unpredictability of the severity, magnitude and duration of the COVID-19 pandemic, including various governments’ responses to the pandemic, and its effect on the global economy, the ultimate impact of the pandemic on our business, operations and financial performance remains uncertain. There are many factors, not within our control, which could affect the pandemic’s ultimate outcome on our business and our ability to execute our business strategies and initiatives in the expected time frame. These include, but are not limited to: government's, businesses' and individuals’ actions in response to the pandemic; an acceleration of the decline in the use of physical mail; the impact of the pandemic on the global economy and economic activity; the changing spending habits of consumers and businesses; disruptions in global supply chains; and significant volatility and disruption of financial markets. A prolonged duration of this crisis or a reoccurrence of COVID-19 could exacerbate the impact on our business, operations and financial performance. It is also uncertain the extent to which COVID-19 will permanently affect aspects of the economy to the detriment of our business, including:
•The dramatic acceleration in the decline of physical mail volume in the geographies in which we operate, which adversely affects both our Presort Services and SendTech Solutions segments. We cannot yet assess the extent to which these declines in mail volumes, and resulting impact to our business, are permanent or temporary. Further detail on the risk of physical mail volume decline, including an acceleration of that decline, is described in the risk factor in our Annual Report on Form 10-K for the year ended December 31, 2019 (the 2019 Annual Report) relating to the “The Continuing Decline in the Volume of Physical Mail Delivered via Traditional Postal Services”.
•The adverse effect that declines in physical mail are having on the financial health of posts around the world, especially that of the United States Postal Service. If these financial difficulties are not resolved, or if any resolution requires them to operate differently, price in a manner that hurts their competitiveness or reduces postal volume, or causes them to change their contractual relationships with their partners or vendors, these changes could have a material adverse effect on our business. Further detail on this risk is described in the risk factor in our 2019 Annual Report related to “Significant Disruptions to Postal Operations”.
•Significant declines in the retail industry caused by the pandemic. Although our Global Ecommerce segment has seen an increase in volume of packages in the short-term, should there be a long-term change in consumer sentiment or purchasing habits it could have a material effect on our retail clients, including some of our largest clients, which could have an adverse impact on our financial performance. Further detail on this risk is described in the risk factor in our 2019 Annual Report related to “Material Change in Consumer Sentiment or Spending Habits”.
•The decline in frequency of long-distance airplane flights has increased the costs of, and, at times, the demand for, products purchased in our Global Ecommerce cross-border offerings.
•The effect that social distancing rules and heightened security policies have inhibited, and will continue to inhibit, our ability to sell products and provide services to our clients, fulfill orders and install equipment on a timely basis and market to prospective new clients.
•Increased costs and reduced labor productivity associated with extended safety protocols, including sanitizing facilities and equipment multiple times a day and incremental costs that may be required to hire temporary labor or redirect volumes to other facilities.
•The sudden and significant increase in volumes in Global Ecommerce due to COVID-19 may create capacity issues, causing a potential decline in productivity, increased labor costs, difficulty in hiring sufficient employees to operate the facilities for maximum throughput, and other facility costs, especially during the peak holiday season.
•We could experience further increases in delinquencies in collections and bankruptcies in our clients, which could affect our cash flow. Client requests for potential payment deferrals or other contract modifications could also reduce the profitability or ongoing cash flow from some of our current customers.
•Given the impacts and uncertainties of the pandemic, our suppliers and third-party service providers may not be able to satisfy their obligations to us. If they are unable to satisfy these obligations, it could affect our ability to satisfy service or sales obligations to our clients, or it may affect other aspects of our internal operations. Further detail on this risk is described in the risk factor in our 2019 Annual Report related to “Third-party Suppliers and Outsource Providers”.
•A prolonged duration or resurgence of COVID-19 could adversely impact our earnings or cash flows, which could result in additional credit rating downgrades, higher costs of borrowing, or limit our access to additional debt. Further detail on this risk is described in the risk factor in our 2019 Annual Report related to “Future Credit Rating Downgrades or Capital Market Disruptions”.
As the COVID-19 pandemic continues to adversely affect our business, operations and financial performance, it may also have the effect of heightening many of the other risks described in the risk factors in our 2019 Annual Report, including the risks described above. Further, the COVID-19 pandemic may also affect our business, operations and financial performance in a manner that is not presently known to us.
Item 2: Unregistered Sales of Equity Securities and Use of Proceeds
Repurchases of Equity Securities
We periodically repurchase shares of our common stock in the open market to manage the dilution created by shares issued under employee stock plans and for other purposes. We did not repurchase any shares during the nine months ended September 30, 2020purposes and maintaincurrently have Board authorization to repurchase up to $16 million of our common stock. There have been no repurchases of our common stock during 2021.
Item 6: Exhibits
| Exhibit Number | Exhibit Number | Description | | Exhibit Number in this Form 10-Q | Exhibit Number | Description | | Exhibit Number in this Form 10-Q |
| 3(i)(a) | 3(i)(a) | | | 3(i)(a) | 3(i)(a) | | | 3(i)(a) |
3 | 3 | | | 3 | 3 | | | 3 |
| 4.1 | | 4.1 | | | 4.1 |
4.2 | | 4.2 | | | 4.2 |
| 31.1 | 31.1 | | | 31.1 | 31.1 | | | 31.1 |
31.2 | 31.2 | | | 31.2 | 31.2 | | | 31.2 |
32.1 | 32.1 | | | 32.1 | 32.1 | | | 32.1 |
32.2 | 32.2 | | | 32.2 | 32.2 | | | 32.2 |
101.SCH | 101.SCH | Inline XBRL Taxonomy Extension Schema Document | | | 101.SCH | Inline XBRL Taxonomy Extension Schema Document | | |
101.CAL | 101.CAL | Inline XBRL Taxonomy Calculation Linkbase Document | | | 101.CAL | Inline XBRL Taxonomy Calculation Linkbase Document | | |
101.DEF | 101.DEF | Inline XBRL Taxonomy Definition Linkbase Document | | | 101.DEF | Inline XBRL Taxonomy Definition Linkbase Document | | |
101.LAB | 101.LAB | Inline XBRL Taxonomy Label Linkbase Document | | | 101.LAB | Inline XBRL Taxonomy Label Linkbase Document | | |
101.PRE | 101.PRE | Inline XBRL Taxonomy Presentation Linkbase Document | | | 101.PRE | Inline XBRL Taxonomy Presentation Linkbase Document | | |
104 | 104 | The cover page from the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020, formatted in Inline XBRL. (included as Exhibit 101). | | 104 | The cover page from the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, formatted in Inline XBRL. (included as Exhibit 101). | |
* Pursuant to Item 601(a)(5) of Regulation S-K, certain exhibits and schedules have been omitted. The registrant hereby agrees to furnish
supplementally a copy of any omitted attachment to the SEC upon request.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| | | | | | | | |
| | PITNEY BOWES INC. |
| | |
Date: | November 2, 20205, 2021 | |
| | |
| | /s/ Stanley J. Sutula IIIAna Maria Chadwick |
| | |
| | Stanley J. Sutula IIIAna Maria Chadwick |
| | Executive Vice President and Chief Financial Officer |
| | |
| | (Duly Authorized Officer and Principal Financial Officer) |
| | |
| | /s/ Joseph R. Catapano |
| | |
| | Joseph R. Catapano |
| | Vice President and Chief Accounting Officer |
| | (Duly Authorized Officer and Principal Accounting Officer) |