Revenue from Contracts with Customers | Revenue from Contracts with Customers In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, related to revenue recognition. Under the new standard and its related amendments (collectively known as ASC 606), an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that are within the scope of the new standard, the entity performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The new standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The new standard also includes criteria for the capitalization and amortization of certain contract acquisition and fulfillment costs. We adopted the standard on January 1, 2018 using the modified retrospective method of adoption, and have elected to apply the new standard only to contracts not completed at January 1, 2018, which represent contracts for which all (or substantially all) of the revenues have not been recognized under existing guidance as of the date of adoption. For contracts that were modified before the effective date, we reflected the aggregate effect of all modifications when identifying performance obligations and allocating transaction price in accordance with practical expedient ASC 606-10-65-1-(f)-4, which did not have a material effect on the adjustment to retained earnings. The reported results for 2018 reflect the application of ASC 606 guidance while the reported results for 2017 were prepared under the guidance of ASC 605, Revenue Recognition (ASC 605), which is also referred to herein as “legacy GAAP” or the “previous guidance.” The adoption of ASC 606 represents a change in accounting principle that will more closely align revenue recognition with the control transfer of the Company’s services and will provide financial statement readers with enhanced disclosures. In accordance with ASC 606, we recognize when a customer obtains control of promised services. The amount of revenue recognized reflects the consideration we expect to be entitled to receive in exchange for such services. To achieve this core principle, we apply the following five steps: 1) Identify the contract(s) with a customer - A contract with a customer exists when (i) we enter into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the payment terms related to those goods or services, (ii) the contract has commercial substance and, (iii) we determine that collection of substantially all consideration for goods or services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. We apply judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience or, in the case of a new customer, published credit and financial information pertaining to the customer. The contract term for contracts that provide a right to terminate a contract for convenience without significant penalty will reflect the term that each party has enforceable rights under the contract (the period through the earliest termination date). If the termination right is only provided to the customer, the unsatisfied performance obligations will be evaluated as customer options as discussed below. 2) Identify the performance obligations in the contract - Performance obligations promised in a contract are identified based on the goods or services that will be transferred to the customer that are both (i) capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other resources that are readily available from third parties or from us, and (ii) are distinct in the context of the contract, whereby the transfer of the goods or services is separately identifiable from other promises in the contract. If these criteria are not met the promised goods or services are accounted for as a combined performance obligation. Certain of our contracts (under which we deliver multiple promised services) require us to perform integration activities where we bear risk with respect to integration activities. Therefore, we must apply judgment to determine whether as a result of those integration activities and risks, the promised services are distinct on the context of the contract. We typically do not include options that would result in a material right. If options to purchase additional services or options to renew are included in customer contracts, we evaluate the option in order to determine if our arrangement include promises that may represent a material right and needs to be accounted for as a performance obligation in the contract with the customer. Refer to additional discussions within this Note regarding evaluation of non-refundable upfront fees and evaluation of associated renewal options. We have elected to exclude promised goods or services as performance obligations that are deemed to be immaterial in the context of a contract. As such, we will not aggregate and assess immaterial items at the entity level; that is, when determining whether a good or service is immaterial in the context of a contract we will make the assessment by applying ASC 606 at the contract level. 3) Determine the transaction price - The transaction price is determined based on the consideration to which we will be entitled in exchange for transferring goods or services to the customer. Similar to Legacy GAAP, we have elected to exclude sales taxes and other similar taxes from the transaction price. The scope of this accounting policy election is the same as the scope of the policy election in legacy GAAP. We present taxes on a net basis under legacy GAAP, there will be no change to the current presentation (net) as a result. As described in more detail by revenue stream below, our contract prices may include fixed amounts, variable amounts or a combination of both fixed and variable amounts. To the extent the transaction price includes variable consideration, we estimate the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. We most commonly have utilized the expected value method because we have a large number of contracts with similar characteristics. We constrain (reduce) the estimates of variable consideration such that it is probable that a significant reversal of previously recognized revenue will not occur throughout the life of the contract. When determining if variable consideration should be constrained, management considers whether there are factors outside our control that could result in a significant reversal of revenue. In making these assessments, we consider the likelihood and magnitude of a potential reversal of revenue. These estimates are re-assessed each reporting period as required. Determining the transaction price requires significant judgment, which is discussed by revenue stream in further detail below. 4) Allocate the transaction price to the performance obligations in the contract - If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price (SSP) basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct good or service that forms part of a single performance obligation. For most performance obligations, we determine standalone selling price based on the price at which the performance obligation is sold separately. Although uncommon, if the standalone selling price is not observable through past transactions, we estimate the standalone selling price taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. 5) Recognize revenue when (or as) we satisfy a performance obligation: we satisfy performance obligations either over time or at a point-in-time as discussed in further detail below. Revenue is recognized when the related performance obligation is satisfied by transferring control of a promised good or service to a customer. Disaggregation of Revenue We disaggregate revenue by vertical market, key revenue stream, by geography and by the timing of when transfer of control passes to customers for each performance obligation (either at a point-in-time or over time), which are categories that depict the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. This disaggregation also represents how we evaluate its revenues, as well as, how we communicate its revenues and growth to the investors and other users of its financial statements. The following table summarizes revenue from contracts with customers for the three months ended March 31, 2018 by our key vertical markets: In thousands For the three months ended March 31, 2018 B2B $ 18,882 Consumer Brands 19,554 Financial Services 14,645 Healthcare 4,426 Retail 15,673 Transportation 8,016 Total Revenues 81,196 The nature of the services offered by each key revenue stream are different. The following table summarizes revenue from contracts with customers for the three months ended March 31, 2018 by the Company’s four major revenue streams and the pattern of revenue recognition: For the three months ended March 31, 2018 In thousands Revenue for performance obligations recognized Revenue for performance obligations recognized at a point in time Total Agency & Digital Services 14,837 276 15,113 Database Marketing Solutions 8,288 1,282 9,570 Direct Mail, Logistics, and Fulfillment 30,111 2,137 32,248 Contact Centers 24,265 — 24,265 Total Revenues 77,501 3,695 81,196 Our contracts with customers typically consist of multiple performance obligations, some of which are satisfied over time and others at a point-in-time. As discussed in further detail by revenue stream below, for performance obligations satisfied over time, either an input or output method is used to measure the progress towards satisfying the performance obligation depending on the nature of the respective performance obligations. Certain performance obligations, such as account management and software as a service (SaaS), represent a stand-ready obligation and priced as a fixed monthly fee. We have concluded that they represent a series of incremental time periods (i.e. daily, weekly or monthly) that are substantially the same, with the same pattern of transfer to the customer. Accordingly, we use a time-elapsed output method to measure the progress toward satisfying the performance obligation and recognize revenue. In some contracts we have a right to consideration from a customer in an amount that corresponds directly with the value to the customer of our performance completed to date, we use the “as invoice” practical expedient as described in paragraph ASC 606-10-55-18 to recognize revenue. Further discussion of other performance obligations in each of our major revenue streams follows: Agency & Digital Services Our agency services are full-service, customer engagement agencies specializing in direct and digital communications for both consumer and business-to-business markets. With strategy, creative, and implementation services, we help marketers within targeted industries understand, identify, and engage prospects and customers in their channel of choice. Our digital solutions integrate online services within the marketing mix and include: search engine management, display, digital analytics, website development and design, digital strategy, social media, email, e-commerce, and interactive relationship management and a host of other services that support our core businesses. Our contracts may include a promise to purchase media or acquire search engine marketing solutions on behalf of our clients; in such cases, we have determined we are an agent, rather than principal, as we solely arrange for the purchase of these materials and do not take control. Consistent with legacy GAAP, we have recognized the net consideration as revenue. Agency and digital services performance obligations are satisfied over time and often offered on a project basis. We have concluded that the best approach of measuring the progress toward completion of the project based performance obligations is an input method based on costs or labor hours incurred to date, dependent upon which more accurately depicts the transfer of value to the customer. The variable consideration in these contracts primarily relates to time and material based services and reimbursable out-of-pocket travel costs, both of which are estimated using the expected value method. For time and material based contracts, we have used “as invoiced” practical expedient, whereby we recognize as revenue the amount invoiced to the customer if that amount directly corresponds to the amount of value transferred to the customer. Database Marketing Solutions Our solutions are built around centralized marketing databases with three core offerings: insight and analytics; customer data integration; and marketing communications tools, which enable organizations to build and manage customer communication strategies that drive new customer acquisition and retention and maximize the value of existing customer relationships. These performance obligations, including services rendered to build a custom database, database hosting services, professional services, customer or target marketing lists and data processing services, may be satisfied over time or at a point in time. We provide software as a service (SaaS) solutions to host data for customers and have concluded that they are stand-ready obligations to be recognized over time on a monthly basis. Our promise to provide certain data related services meets the over-time recognition criteria because our services do not create an asset with an alternative use and we have an enforceable right to payment. For performance obligations recognized over time, we choose either input (i.e. labor hour) or output method ( i.e. number of customer records) to measure the progress toward completion depending on the nature of the services. Some of our other data-related services do not meet the over-time criteria, such as the list acquisition, and their related revenues are, accordingly, recognized at a point-in-time, typically upon the delivery of a specific deliverable. We charge our customers for certain data-related services at a fixed transaction based rate, e.g., per thousand customer records processed. Because the quantity of transactions is unknown at the onset of a contract, our transaction price is variable and we use the expected value method to estimate the transaction price. The uncertainty associated with the variable consideration generally resolves within a short period of time since the duration of these contracts is generally less than two months. Direct Mail, Logistics, and Fulfillment Our services include: digital printing, print on demand, advanced mail optimization, logistics and transportation optimization, tracking (including our proprietary prEtrak solution), commingling, shrink wrapping, and specialized mailings. We also maintain fulfillment centers where we provide custom kitting services, print on demand, product recalls, and freight optimization allowing our customers to distribute literature and other marketing materials. Majority of performance obligations offered within this revenue stream are satisfied over time. Depending on their respective nature, we choose either an input or output method to measure the progress toward satisfying the performance obligations. For example, to measure the progress of satisfying the promise to transport marketing materials, we have concluded that an input method based on the mileage traveled relative to the total mileage of a freight job is the most appropriate approach to reflect the services to the customer of the services transferred to date relative to the total obligation. For performance obligations where we charge customers a transaction based fee, such as the promise to process direct mail and to fulfill an order, we have determined that an output method based on the quantities fulfilled ( e.g., quantity of mail processed or orders fulfilled) is the most appropriate measurement of progress. Services provided through our fulfillment centers are typically priced at a per transaction basis and our contracts provide us the right to invoice for services provided and reflects the value to the customer of the services transferred to date. We use the “as invoiced” practical expedient to recognize revenue associated with these performance obligations unless significant discounts are offered in a contract and prices for services do not represent their standalone selling prices. For our direct mail revenue stream, our contracts may include a promise to purchase postage on behalf of our clients; in such cases, we have determined we are an agent, rather than principal, as we solely arrange for the mailing services with the US Postal Service. Consistent with legacy GAAP, we have recognized the net consideration as revenue. The variable consideration in our contracts results primarily from the transaction based fee structure of some performance obligations with their total quantity of services to be provided unknown at the onset of a contract. In most cases, we meet the criteria to use the “as invoiced” practical expedient as discussed previously. Contact Centers We operate tele-service workstations in the U.S, Asia and Europe to provide advanced contact center solutions such as: speech, voice and video chat, integrated voice response, analytics, social cloud monitoring, and web self-service. We provide both inbound and outbound contact center services and support many languages with our strategically placed locations for both consumer and business-to-business markets. Performance obligations offered by this business are stand-ready obligations and satisfied over time. With regard to account management and SaaS, we use a time time-elapsed output method to measure the progress. For performance obligations where we charge customers a transaction based fee, such as the promise to provide general contact center services, we have determined that an output method based on the delivery ( e.g. quantity of calls answered) is the most appropriate measurement of progress. Our contracts provide us the right to invoice for services provided, therefore, we generally use the “as invoiced” practical expedient to recognize revenue associated with these performance obligations unless significant discounts are offered in a contract and prices for services do not represent their standalone selling prices. The variable consideration in our contracts results primarily from the transaction based fee structure of some performance obligations with their total quantity of services to be provided unknown at the onset of a contract. In most cases, we meet the criteria to use the “as invoiced” practical expedient as discussed previously. Upfront Non-Refundable Fees We receive non-refundable upfront fees from some of our customers for implementation of our SaaS products for database solutions or for providing training in connection with our contact center solutions. These implementation or set up activities are not deemed to transfer a separate promised service and therefore, represent advanced payments. These advance payments are included as a component of transaction price and allocated to the performance obligations under the respective contracts. Where customers have an option to renew a contract, the customer is not required to pay similar upfront fees upon renewal. As a result, we have determined that these renewal options provide for the purchase of future services at a reduced right and therefore, provide a material right. As a result, the amount of the fee allocated to the material right totaling $0.5 million as of March 31, 2018, which represents the amount of the non-refundable fees are recognized, over the period of benefit of the fee, which is generally consistent with estimated customer life which ranges between four and five years for database solutions contracts and six months to one year for contact center contracts. Payment Terms Our typical payment terms require a customer to make payment within 30 - 60 days upon receipt of invoices. Our contracts generally allow us to issue invoices when services are completed or monthly in arrear for services performed on a recurring basis. As described above, we may enter into contracts with customers whereby we receive non-refundable upfront fees which are deemed to represent advance payments. In such cases, we evaluate whether the transaction price includes a significant financing component. We will not adjust the promised amount of consideration for the effects of a significant financing component as we expect, at contract inception, that the period between when the entity transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. At January 1, 2018 and March 31, 2018, our contracts do not include any material significant financing components. Transaction Price Allocated to Future Performance Obligations ASC 606 requires that we disclose the aggregate amount of transaction price that is allocated to performance obligations that have not yet been satisfied or are partially satisfied as of the balance sheet date. We have elected to apply certain optional exemptions that limit this disclosure requirement to exclude performance obligations that are part of a contract that has an original expected duration of one year or less, the transaction price related to and revenue we recognized using the “as invoiced” practical expedient in accordance with paragraph ASC 606-10-55-18 or the performance obligation(s) is a series and we have allocated the variable consideration directly to the services performed. After considering the above exemptions, the transaction prices allocated to unsatisfied or partially satisfied performance obligations as of March 31, 2018 totaled $1.9 million , which is expected to be recognized over the following 3 years as follows: $1.2 million for the remaining 9 months of 2018, $0.6 million in 2019 and $0.1 million in 2020. Contract Balances Timing of revenue recognition may differ from the timing of invoicing to customers. We record a receivable when revenue is recognized prior to invoicing when we have an unconditional right to consideration (only the passage of time is required before payment of that consideration is due) and a contract asset when the right to payment is conditional. If invoicing occurs prior to revenue recognition, the unearned revenue is presented on the consolidated balance sheet as a contract liability, referred to as deferred revenue. In thousands March 31, 2018 January 1, 2018 Contract assets 5,547 7,120 Deferred revenue and customer advances 6,562 5,906 Deferred revenue, included in other long-term liabilities 329 341 Revenue recognized during the three months ended March 31, 2018 from amounts included in deferred revenue at the beginning of the period was approximately $2.7 million . We recognized no revenues during the three months ended March 31, 2018 from performance obligations satisfied or partially satisfied in previous periods. During the three months ended March 31, 2018, we reclassified approximately $6.7 million of contract assets to receivables as a result of the right to the transaction consideration becoming unconditional. Costs to Obtain and Fulfill a Contract We recognize an asset for the incremental costs of obtaining a contract with a customer if we expect the benefit of those costs to be longer than one year. We have determined that certain commissions paid under our sales incentive programs meet the requirements to be capitalized. The capitalized incremental costs to obtain contracts as of March 31, 2018, $0.6 million , is classified as other assets (non-current) on our consolidated balance sheet. Costs to obtain a contract are amortized as labor expense over the expected period of benefit in a manner that is consistent with the transfer of the related goods or services to which the asset relates. Since we do not pay commissions upon a renewal of a contract, the amortization period generally extends beyond the initial contract term. The judgments made in determining the amount of costs incurred include whether the commissions are in fact incremental and would not have occurred absent the customer contract and the estimate of the amortization period, estimated to be 3 years . During the three months ended March 31, 2018, the amount of amortization was $0.1 million . We have elected the practical expedient which permits us to recognize the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that we otherwise would have recognized is one year or less. These costs are periodically reviewed for impairment, however, no impairment exists as of March 31, 2018. We capitalize incremental costs incurred to fulfill our contracts that i) relate directly to the contract ii) are expected to generate resources that will be used to satisfy our performance obligation under the contract and iii) are expected to be recovered through revenue generated under the contract. These costs, which are classified other current assets or other assets on the condensed consolidated balance sheets, principally relate to implementation costs for some of our SaaS products and costs incurred to train call center personnel at the onset of a contract for contact center solutions. The capitalized incremental costs to fulfill contracts as of March 31, 2018 included in current and non-current other assets was $0.2 million and $0.4 million , respectively. During the three months ended March 31, 2018, the amount of amortization was $0.4 million as a component of labor expenses. Financial Statement Impact of Adopting ASC 606 Upon the adoption of ASC 606 on January 1, 2018, we recorded a cumulative adjustment of $0.6 million , a net increase to opening retained earnings as of January 1, 2018. The following table shows the cumulative effect of the changes made to the accounts on our condensed consolidated balance sheet as of January 1, 2018 (in thousands): As Reported Adjusted December 31, 2017 Cumulative Adjustments January 1, ASSETS Accounts receivable, net 81,397 (6,710 ) 74,687 Contract assets — 7,120 7,120 Other current assets 3,900 373 4,273 Other assets 3,230 1,018 4,248 LIABILITIES Deferred revenue and related expenses 5,342 564 5,906 Deferred income taxes 773 119 892 Other current liabilities 3,732 245 3,977 Other long-term liabilities 4,201 302 4,503 STOCKHOLDERS’ EQUITY Retained earnings 794,583 571 795,154 The cumulative effect adjustments to the opening retained earnings relate to a few significant differences between the legacy GAAP and ASC 606. • ASC 606 requires certain incremental costs related to contract acquisition, such as sales commissions, and contract fulfillment costs, primarily including set up or implementation costs related to our database marketing solutions, software as a service (SaaS) offerings and costs incurred to train call center personnel at the onset of a contract for contact center solution, to be capitalized and amortized over the expected period of benefit whereas the Company had previously recognized such expenses as incurred. Due to this change, we have recorded an increase to the retained earnings as of January 1, 2018 to capitalize some of these costs which was previously recognized prior to adoption following the legacy GAAP. • We also receive non-refundable upfront fees from some of our customers for implementation of our SaaS products or for providing training in connection with the offering of contact center solutions and had recognized these fees in revenue when implementation or training was completed under the legacy GAAP. Under ASC 606, since the SaaS implementation or training does not transfer a good or service to customers, they are not deemed separate performance obligations and the related fees shall be recognized in revenue over the expected period of benefit. Due to this change, we have recorded a decrease to retained earnings as of January 1, 2018 to defer a portion of revenue which was previously recognized prior to adoption following the legacy GAAP. • Under existing guidance, revenue is recognized upon completion of a specified deliverable or the service when associated risks and rewards are transferred while ASC 606 requires revenue to be recognized when the control of a performance obligation is transferred. Certain performance obligations in our Database Marketing Solutions and Logistics businesses, of which revenues were recognized at a point-in-time when services were completed under the legacy GAAP, have met the over-time recognition criteria under ASC 606. Consequently, we have recorded an increase to retained earnings as of January 1, 2018 to reflect the amount of revenue that belongs to the prior period because performance obligations were partially satisfied before December 31, 2017. Income Taxes The adoption of ASC 606 primarily resulted in a deferral of certain costs as of January 1, 2018 that had been previously expensed, which in turn generated additional deferred tax liabilities that ultimately reduced the Company's net deferred tax asset position. Impact of New Revenue Guidance on Financial Statement Line Items We have also compared the reported results under ASC 606 to the pro-forma amounts had the previous guidance been in effect in the condensed consolidated balance sheet, statement of operations and cash flows, as of and for the three months ended March 31, 2018: As of March 31, 2018 Pro forma as if the previous accounting guidance was in effect Condensed Consolidated Balance Sheet As reported Current assets Cash and cash equivalents 22,846 22,846 Accounts receivable, net 51,070 56,028 Contract asset 5,547 — Inventory 473 473 Prepaid expenses 6,052 6,052 Prepaid taxes and income tax receivable 11,567 11,567 Other current assets 3,850 3,654 Total current assets 101,405 100,620 Property, plant and equipment 19,995 19,995 Other assets 4,158 3,097 Total assets 125,558 123,712 Current liabilities Accounts payable 26,597 26,462 Accrued payroll and related expenses 7,449 7,449 Deferred revenue and customer advances 6,562 6,408 Income taxes payable — — Customer postage and program deposits 8,481 8,481 Other current liabilities 3,762 3,762 Total current liabilities 52,851 52,562 Pensions 59,074 59,074 Contingent consideration — — Deferred tax liabilities, net 488 486 Other long-term liabilities 4,058 3,756 Total liabilities 116,471 115,878 Preferred Stock 9,723 9,723 Stockholders' (deficit) equity Common stock 12,075 12,075 Additional paid-in capital 457,569 457,569 Retained earnings 827,783 826,530 Less treasury stock (1,254,124 ) (1,254,124 ) Accumulated other comprehensive loss (43,939 ) (43,939 ) Total stockholders' (deficit) equity (636 ) (1,889 ) Total liabilities, preferred stock and stockholders' equity 125,558 123,712 Total reported assets were $1.8 million greater than the pro-forma balance sheet, which assumes the previous guidance remained in effect as of March 31, 2018. This was largely due to capitalized cost to obtain and fulfill contracts and contract assets recognized for performance obligations in our Database Marketing Solutions and Logistics businesses, of which revenues are recognized over time. Total reported liabilities were $0.6 million greater than the pro-forma balance sheet, which assumes the previous guidance remained in effect as of |