Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Mar. 15, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Current Fiscal Year End Date | --12-31 | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Transition Report | false | ||
Entity File Number | 001-07120 | ||
Entity Registrant Name | HARTE HANKS, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 74-1677284 | ||
Entity Address, Address Line One | 1 Executive Drive | ||
Entity Address, City or Town | Chelmsford | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 01824 | ||
City Area Code | 512 | ||
Local Phone Number | 434-1100 | ||
Title of 12(b) Security | Common Stock | ||
Trading Symbol | HHS | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 33,654,017 | ||
Entity Common Stock, Shares Outstanding | 7,240,905 | ||
Documents Incorporated by Reference | Portions of the Proxy Statement to be filed in relation to the Company’s 2024 Annual Meeting of Stockholders are incorporated herein by reference into Part III of this Form 10-K. | ||
Entity Central Index Key | 0000045919 | ||
Amendment Flag | false | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Firm ID | 23 |
Auditor Name | Baker Tilly US, LLP |
Auditor Location | Tewksbury, Massachusetts |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 18,364 | $ 10,364 |
Accounts receivable (less allowance of $474 and $163 at December 31, 2023 and 2022) | 34,313 | 39,700 |
Contract assets and unbilled accounts receivable | 7,935 | 8,202 |
Prepaid expenses | 1,915 | 2,176 |
Prepaid income tax and income tax receivable | 1,758 | 4,262 |
Other current assets | 928 | 1,607 |
Total current assets | 65,213 | 66,311 |
Net property, plant and equipment | 8,855 | 10,523 |
Right-of-use assets | 25,417 | 19,169 |
Other assets | ||
Intangible assets, net | 2,820 | 3,540 |
Goodwill | 1,926 | 2,398 |
Deferred tax assets, net | 17,268 | 16,306 |
Other long-term assets | 1,258 | 1,737 |
Total other assets | 23,272 | 23,981 |
Total assets | 122,757 | 119,984 |
Current liabilities | ||
Accounts payable and accrued expenses | 23,176 | 22,465 |
Accrued payroll and related expenses | 5,615 | 6,679 |
Deferred revenue and customer advances | 3,195 | 4,590 |
Customer postage and program deposits | 1,815 | 1,223 |
Other current liabilities | 9,495 | 2,862 |
Short-term lease liabilities | 4,815 | 5,747 |
Total current liabilities | 48,111 | 43,566 |
Long-term lease liabilities | 23,691 | 16,575 |
Other long-term liabilities | 1,928 | 3,263 |
Total liabilities | 102,900 | 101,176 |
Stockholders’ equity | ||
Common stock, $1 par value, 25,000,000 shares authorized,12,221,484 shares issued, 7,224,718 and 7,402,614 shares outstanding at December 31, 2023 and 2022, respectively | 12,221 | 12,221 |
Additional paid-in capital | 157,889 | 218,411 |
Retained earnings | 844,920 | 846,490 |
Less treasury stock, 4,996,766 shares at cost at December 31, 2023 and 4,818,870 shares at cost at December 31, 2022 | (951,083) | (1,010,012) |
Accumulated other comprehensive loss | (44,090) | (48,302) |
Total stockholders’ equity | 19,857 | 18,808 |
Total liabilities and stockholders’ equity | 122,757 | 119,984 |
Qualified Plan | ||
Current liabilities | ||
Pension liabilities | 10,540 | 18,674 |
Nonqualified Plan | ||
Current liabilities | ||
Pension liabilities | $ 18,630 | $ 19,098 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 474 | $ 163 |
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Common stock, shares issued (in shares) | 12,221,484 | 12,221,484 |
Common stock, shares outstanding (in shares) | 7,224,718 | 7,402,614 |
Treasure stock shares at cost (in shares) | 4,996,766 | 4,818,870 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Statement [Abstract] | ||
Operating revenue | $ 191,492 | $ 206,278 |
Operating expenses | ||
Labor | 97,968 | 104,620 |
Production and distribution | 59,568 | 61,930 |
Advertising, selling, general and administrative | 20,673 | 21,893 |
Restructuring expense | 5,687 | 0 |
Depreciation and amortization expense | 4,237 | 2,728 |
Total operating expenses | 188,133 | 191,171 |
Operating income (loss) | 3,359 | 15,107 |
Other expense (income), net | ||
Interest (income) expense, net | (135) | 438 |
Other expense (income), net | 5,413 | (4,644) |
Total other expense (income), net | 5,278 | (4,206) |
(Loss) income before income taxes | (1,919) | 19,313 |
Income tax benefit | (349) | (17,463) |
Net (loss) income | (1,570) | 36,776 |
Less: Loss from redemption of Preferred stock | 0 | 1,380 |
Less: Preferred stock dividends | 0 | 0 |
Less: Earnings attributable to participating securities | 0 | 0 |
(Loss) income attributable to common stockholders | $ (1,570) | $ 35,396 |
(Loss) earnings per common share | ||
Basic (in dollars per share) | $ (0.21) | $ 4.98 |
Diluted (in dollars per share) | $ (0.21) | $ 4.75 |
Weighted-average shares used to compute income per share attributable to common shares | ||
Basic (in shares) | 7,310 | 7,101 |
Diluted (in shares) | 7,310 | 7,457 |
Comprehensive income, net of tax | ||
Net (loss) income | $ (1,570) | $ 36,776 |
Adjustment to pension liability | 1,664 | 10,274 |
Foreign currency translation adjustments | 2,548 | (5,248) |
Total other comprehensive income, net of tax | 4,212 | 5,026 |
Comprehensive income | $ 2,642 | $ 41,802 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Preferred Stock | Common Stock | Additional Paid-in Capital | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive (loss) income |
Beginning balance at Dec. 31, 2021 | $ (24,715) | $ 9,723 | $ 12,121 | $ 290,711 | $ 811,094 | $ (1,085,313) | $ (53,328) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Redemption of preferred stock | (1,380) | (9,723) | (1,380) | ||||
Issuance of common stock in connection with redemption of preferred stock | 1,077 | 100 | 977 | ||||
Stock-based compensation | 2,493 | 2,493 | |||||
Vesting of RSU's and issuance of Treasury stocks in connection with acquisition (see Note L) | (469) | (75,770) | 75,301 | ||||
Net (loss) income | 36,776 | 36,776 | |||||
Other comprehensive income | 5,026 | 5,026 | |||||
Ending balance at Dec. 31, 2022 | 18,808 | 0 | 12,221 | 218,411 | 846,490 | (1,010,012) | (48,302) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock-based compensation | 1,418 | 1,418 | |||||
Vesting of RSU's and issuance of Treasury stocks in connection with acquisition (see Note L) | (641) | (61,940) | 61,299 | ||||
Repurchase of common stock | (2,370) | (2,370) | |||||
Net (loss) income | (1,570) | (1,570) | |||||
Other comprehensive income | 4,212 | 4,212 | |||||
Ending balance at Dec. 31, 2023 | $ 19,857 | $ 0 | $ 12,221 | $ 157,889 | $ 844,920 | $ (951,083) | $ (44,090) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cash Flows from Operating Activities | ||
Net (loss) income | $ (1,570) | $ 36,776 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities | ||
Depreciation and amortization expense | 4,237 | 2,728 |
Restructuring expense | 861 | 0 |
Stock-based compensation | 1,418 | 2,355 |
Net pension payment | 70 | (1,009) |
Deferred income taxes | (1,474) | (19,843) |
Changes in assets and liabilities, net of dispositions: | ||
Accounts receivable, net and contract assets | 5,654 | 3,843 |
Prepaid expenses, income tax receivable and other current assets | 3,440 | 2,779 |
Accounts payable and accrued expense | 844 | 6,200 |
Deferred revenue and customer advances | (1,395) | 383 |
Customer postage and program deposits | 592 | (5,273) |
Other accrued expenses and liabilities | (2,200) | (147) |
Net cash provided by operating activities | 10,477 | 28,792 |
Cash Flows from Investing Activities | ||
Purchases of property, plant and equipment | (2,812) | (5,800) |
Proceeds from the sale of property, plant and equipment | 3 | 57 |
Acquisition of InsideOut | 500 | (5,750) |
Net cash used in investing activities | (2,309) | (11,493) |
Cash Flows from Financing Activities | ||
Repayment of borrowings | 0 | (5,000) |
Debt financing costs | (45) | (131) |
Payment of finance leases | (160) | (194) |
Redemption of preferred stock | 0 | (10,026) |
Repurchase common stock | (2,370) | 0 |
Treasury stock activities | (641) | (469) |
Net cash used in financing activities | (3,216) | (15,820) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 2,548 | (5,248) |
Net increase (decrease) in cash and cash equivalents and restricted cash | 7,500 | (3,769) |
Cash and cash equivalents and restricted cash at beginning of year | 11,364 | 15,133 |
Cash and cash equivalents and restricted cash at end of year | 18,864 | 11,364 |
Cash and cash equivalents | 18,364 | 10,364 |
Cash held in Escrow account included in other assets (see Note L) | 500 | 1,000 |
Total | 18,864 | 11,364 |
Supplemental disclosures | ||
Cash paid for interest | 244 | 273 |
Cash received for income taxes, net | (2,899) | (1,391) |
Non-cash investing and financing activities | ||
Purchases of property, plant and equipment included in accounts payable and accrued expense | 1,997 | 2,048 |
Issuance of common stock | $ 0 | $ (1,077) |
Background and Basis of Present
Background and Basis of Presentation | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background and Basis of Presentation | Background and Basis of Presentation Background Harte Hanks, Inc. together with its subsidiaries (“Harte Hanks,” “Company,” “we,” “our,” or “us”) is a leading global customer experience company. With offices in North America, Asia-Pacific and Europe, Harte Hanks works with some of the world’s most respected brands. Basis of Presentation (including principles of consolidation) Consolidation The accompanying audited consolidated financial statements include the accounts of Harte Hanks, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. As used in this report, the terms “Harte Hanks,” “the Company,” “we,” “us,” or “our” may refer to Harte Hanks, Inc., one or more of its consolidated subsidiaries, or all of them taken as a whole, as the context may require. Reclassifications Certain amounts in the consolidated financial statements related to the prior years have been reclassified to conform to the current year’s presentation. Operating Expense Presentation in the Consolidated Statements of Comprehensive Income The “Labor” line in the Consolidated Statements of Comprehensive Income includes all employee payroll and benefits costs, including stock-based compensation and temporary labor costs. The “Production and distribution” and “Advertising, selling, general and administrative” lines do not include labor, depreciation, or amortization expense. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Use of Estimates Preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from those estimates due to uncertainties. Such estimates in clude, but are not limited to, estimates related to lease accounting; pension accounting; fair value for purposes of assessing long-lived assets for impairment; revenue recognition; income taxes; stock-based compensation and contingencies. On an ongoing basis, management reviews its estimates and assumptions based on currently available information. Changes in facts and circumstances could result in revised estimates and assumptions. Segment Reporting The Company operates three business segments: Marketing Services; Customer Care; and Fulfillment & Logistics Services. Our Chief Executive Office r (“CEO”) is con sidered to be our chief operating decision maker. Our CEO reviews our operating results on an aggregate basis for purposes of allocating resources and evaluating financial performance by using the three financial measures: revenue, operating income and operating income plus depreciation and amortization (EBITDA). Cash Equivalents All highly liquid investments with an original maturity of 90 days or less at the time of purchase are considered to be cash equivalents. Cash equivalents are carried at cost, which approximates fair value. Restricted Cash In our normal business operation, we receive cash from our customers for certain customer program service funding. As these programs impose legal restrictions on the commingling of funds, we present this cash as restricted cash. Accounts Receivable and Allowance for Credit Losses Accounts receivables are recorded and carried at the original invoiced amount less an allowance for any potential uncollectible amounts. We make estimates of expected credit and collectability trends for the allowance for credit losses based upon our assessment of various factors, including historical experience, the age of the accounts receivable balances, credit quality of our customers, current and future economic conditions that may affect the Company's expectation of the collectability in determining the allowance for credit losses. Expected credit losses are recorded in the “Advertising, selling, general, and administrative” line of our Consolidated Statements of Comprehensive Income. As of December 31, 2023 and 2022, our accounts receivables, net, was $34.3 million and $39.7 million, respectively. The Company classifies unbilled receivables as Accounts receivable. The changes in the allowance for credit losses accounts consisted of the following: Year Ended December 31, In thousands 2023 2022 Balance at beginning of year $ 163 $ 266 Net charges to expense 321 (92) Amounts recovered against the allowance (10) (11) Balance at end of year $ 474 $ 163 Unbilled receivables For the majority of service contracts, the Company performs the services prior to billing the client, and this amount is captured as an unbilled receivable included in accounts receivable, net on the consolidated balance sheet. Billing usually occurs in the month after the Company performs the services or in accordance with the specific contractual provisions. Geographic Concentrations Depending on the needs of our clients, our services are provided through an integrated approach through eleven facilities worldwide, of which four ar e located outside of the U.S. The following table provides information about the operations in different geographic area for the periods indicated: Revenue (1) Year Ended December 31, In thousands 2023 2022 United States $ 173,162 $ 183,470 Other countries 18,330 22,808 Total revenue $ 191,492 $ 206,278 (1) Geographic revenues are based on the location of the service being performed. Property, plant and equipment, net (2) December 31, In thousands 2023 2022 United States $ 8,005 $ 10,219 Other countries 850 304 Total property, plant and equipment $ 8,855 $ 10,523 (2) Property, plant and equipment are based on physical location. Credit Risk and Concentration Accounts receivable are typically unsecured and are derived from revenue earned from customers across different industries and countries. We perform ongoing credit evaluation of our customers and generally do not require collateral. We maintain an allowance for estimated credit losses and bad debt expense on these losses was not material during the years ended December 31, 2023 and 2022. In the event that accounts receivable collection cycle deteriorates, our operating results and financial position could be adversely affected. Our top customer represented 11.2% and 13.0% of total accounts receivable as of December 31, 2023 and 2022, respectively. Revenue by Top Customers The table below sets forth the percentage of our total revenue derived from our largest customers: Year Ended December 31, 2023 2022 Top ten customers 48.5 % 50.6 % Top twenty-five customers 71.7 % 72.5 % Our top customer represented 11.2% and 12.2% of total revenue for the year ended December 31, 2023 and 2022, respectively. Related Party Transactions From 2016 until October 2020, we conducted business with Wipro , LLC (“Wipro”), whereby Wipro provided us with a variety of technology-related services. We have since terminated all service agreements with Wipro. Effective January 30, 2018, Wipro became a related party when it purchased 9,926 shares of our Series A Preferred Stock, for aggregate consideration of $9.9 million. On December 2, 2022, we completed the repurchase of all of our outstanding Preferred Stock from Wipro and as of said date Wipro is no longer a related party. Revenue Recognition We recognize revenue upon transfer of control of promised products or services to customers in an amount that reflects the consideration we expect to be entitled to receive in exchange for those products or services based on the relevant contract. We apply the following five-step revenue recognition model: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when (or as) we satisfy the performance obligation Certain client programs provide for adjustments to billings based upon whether we achieve certain performance criteria. In these circumstances, revenue is recognized when the foregoing conditions are met. We record revenue net of any taxes collected from customers and subsequently remitted to governmental authorities. Any payments received in advance of the performance of services or delivery of the product are recorded as deferred revenue until such time as the services are performed or the product is delivered. Costs incurred for search engine marketing solutions payable to the engine host and postage costs of mailings are billed to our clients and are not directly reflected in our revenue. Revenue from agency and digital services, direct mail, logistics, fulfillment and contact center is recognized as the work is performed. Fees for these services are determined by the terms set forth in each contract. These fees are typically a set fixed price or rate by transaction occurrence, service provided, time spent, or product delivered. For arrangements requiring the design and build out of a database, revenue is not recognized until client acceptance occurs. Up-front fees billed during the setup phase for these arrangements are deferred and direct build costs are capitalized. Pricing for these types of arrangements is typically based on a fixed price determined in the contract. Revenue from other database marketing solutions is recognized ratably over the contractual service period. Pricing for these services is typically based on a fixed price per month or per contract. Fair Value of Financial Instruments Financial Accounting Standards Board ("FASB") Accounting Standard Codification ("ASC") 820, Fair Value Measurements and Disclosures, ("ASC 820") defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 also establishes a fair value hierarchy that prioritizes the inputs used in valuation methodologies into three levels: Level 1 Quoted prices in active markets for identical assets or liabilities. Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; 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 and that are significant to the fair value of the assets or liabilities. Because of their maturities and/or variable interest rates, certain financial instruments have fair values approximating their carrying values. These instruments include cash and cash equivalents and restricted cash, accounts receivable, trade payables, and long-term debt. The fair value of the assets in our funded pension plan is disclosed in Note H, Employee Benefit Plans . Property, Plant and Equipment Property, plant and equipment, net consist of the following: Year Ended December 31, In thousands 2023 2022 Property, plant and equipment Buildings and improvements $ 4,635 $ 4,387 Equipment and furniture 20,881 20,478 Software 18,030 20,724 Software development and equipment installations in progress 1,842 8,947 Gross property, plant and equipment 45,388 54,536 Less accumulated depreciation (36,533) (44,013) Net property, plant and equipment $ 8,855 $ 10,523 Property, plant and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. The general ranges of estimated useful lives are: Years Buildings and improvements 3 to 40 Software 2 to 10 Equipment and furniture 3 to 20 For the year ended December 31, 2023, the Company recorded $3.4 million of depreciation expense compared to $2.5 million for the year ended December 31, 2022. Long-lived assets such as property, plant and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The carrying amount of a long-lived asset group is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset group. We recorded $0.1 million and $0.2 million of impairment of long-lived assets Leases We determine if an arrangement is a lease at its inception. Operating and finance leases are included in the lease right-of-use (“ROU”) assets and in the current portion and long-term portion of lease liabilities on our consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date of each lease based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit interest rate, we use our incremental borrowing rate based on the information available at commencement date of each lease to determine the present value of lease payments. The operating lease ROU assets also include any lease payments made and exclude lease incentives. Our lease terms may include options to extend or terminate the lease, which are included in the lease ROU assets when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We have lease agreements with lease and non-lease components, which are generally accounted for separately. For certain real estate leases, we account for the lease and non-lease components as a single lease component. Capitalization of Software Development Costs Capitalized software costs for internally developed software and implementation of third-party software are amortized over a period of three Goodwill Goodwill is the amount by which the cost of the acquired net assets in a business combination exceeds the fair value of the identifiable net assets on the date of purchase. Goodwill is not amortized. Goodwill is reviewed for impairment at least annually during the fourth quarter, or more frequently if events occur indicating the potential for impairment. The Company has three reporting segments, but the current goodwill balance is booked in the Customer Care segment. During its goodwill impairment review, the Company may assess qualitative factors to determine whether it is more likely than not that the fair value of its reporting unit is less than its carrying amount, including goodwill. The qualitative factors include, but are not limited to, macroeconomic conditions, industry and market considerations, and the overall financial performance of the Company. If, after assessing the totality of these qualitative factors, the Company determines that it is not more likely than not that the fair value of its reporting unit is less than its carrying amount, then no additional assessment is deemed necessary. Otherwise, the Company performs a quantitative goodwill impairment test. The Company may also elect to bypass the qualitative assessment in a period and elect to proceed to perform the quantitative goodwill impairment test. There is no goodwill impairment as of December 31, 2023. Intangible Assets Intangible assets consist of finite-lived intangible assets acquired through the Company’s business combinations. Such amounts are initially recorded at fair value and subsequently amortized over their useful lives using the straight-line method, which reflects the pattern of benefit, and assumes no residual value. Finite-lived intangibles are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require an intangible asset be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that intangible asset to its carrying amount. If the carrying amount of the intangible asset is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. The factors that drive the estimate of useful life are often uncertain and are reviewed on a periodic basis or when events occur that warrant review. Recoverability is measured by comparing the assets’ book value to future net undiscounted cash flows that the assets are expected to generate to determine if a write-down to the recoverable amount is appropriate. If such assets are written down, an impairment will be recognized as the amount by which the book value of the asset group exceeds the recoverable amount. There is no impairment of our intangible assets as of December 31, 2023. Income Taxes Income tax expense includes U.S. and international income taxes accounted for under the asset and liability method. Certain income and expenses are not reported in tax returns and financial statements in the same year. Such temporary differences are reported as deferred tax. Deferred tax assets are reported net of valuation allowances where we have assessed that it is more likely than not that a tax benefit will not be realized. Earnings Per Share Basic earnings per common share is based upon the weighted-average number of common shares outstanding during the period. Diluted earnings per common share is based upon the weighted-average number of common shares and dilutive common stock equivalents outstanding during the period. Dilutive common stock equivalents are calculated based on the assumed exercise of stock options and vesting of unvested shares using the treasury stock method. Stock-Based Compensation All share-based awards are recognized as operating expense in the “Labor” line of the Consolidated Statements of Comprehensive Income. Calculated expense is based on the fair values of the awards on the date of grant and is recognized over the requisite service period or performance period of the awards. Reserve for Healthcare, Workers’ Compensation, Automobile and General Liability We are self-insured for the majority of our healthcare insurance. We pay actual medical claims up to a stop loss limit of $0.3 million. Our workers’ compensation programs are a guaranteed cost program. The reserve is estimated using current claims activity, historical experience, and claims incurred but not reported. We use loss development factors that consider both industry norms and company specific information. Our liability is recorded at the estimate of the ultimate cost of claims at the balance sheet date. On December 31, 2023 and 2022, our reserve for healthcare, workers’ compensation, net, automobile, and general liability was $1.1 million, for the year ended December 31, 2023 and 2022, respectively. Periodic changes to the reserve for workers’ compensation, automobile and general liability are recorded as increases or decreases to insurance expense, which is included in the “Advertising, selling, general and administrative” line of our Consolidated Statements of Comprehensive Income. Periodic changes to the reserve for healthcare are recorded as increases or decreases to employee benefits expense, which is included in the “Labor” line of our Consolidated Statements of Comprehensive Income. Foreign Currencies In most instances the functional currencies of our foreign operations are the local currencies. Assets and liabilities recorded in foreign currencies are translated in U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at average rates of exchange prevailing during a given month. Adjustments resulting from this translation are charged or credited to other comprehensive income. Recent Accounting Guidance Not Yet Adopted In November 2023, the FASB issued accounting standards update (“ASU”) 2023-07, which enhances the disclosures required for reportable segments in annual and interim consolidated financial statements. ASU 2023-07 is effective for the Company for annual reporting periods beginning with the fiscal year ending November 30, 2025, and for interim reporting periods beginning in fiscal year 2026. Early adoption is permitted. The Company is currently evaluating the impact that this update will have on its disclosures in the consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, which requires enhanced income tax disclosures, including disaggregation of information in the rate reconciliation table and disaggregated information related to income taxes paid. The amendments in ASU 2023-09 are effective for the fiscal year ending after November 30, 2026. The Company is currently evaluating the impact that this update will have on its disclosures in the consolidated financial statements. No other new accounting pronouncements recently adopted or issued had or are expected to have a material impact on the consolidated financial statements. |
Operating revenue from Contract
Operating revenue from Contracts with Customers | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Operating revenue from Contracts with Customers | Operating revenue from Contracts with Customers Under Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (“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. This standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. This standard also includes criteria for the capitalization and amortization of certain contract acquisition and fulfillment costs. Under ASC 606, revenue is recognized when control of the promised goods or services is transferred to the customer, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Our contracts with customers state the terms of sale, including the description, quantity, and price of the product sold or service provided. Payment terms can vary by contract, but the period between invoicing and when payment is due is not significant. The Company's contracts with its customers generally do not include rights of return or a significant financing component. Consistent with legacy U.S. GAAP, we present sales taxes assessed on revenue-producing transactions on a net basis. Disaggregation of Revenue We disaggregate revenue by three key revenue streams which are aligned with our business segments. The nature of the services offered by each key revenue stream is different. The following tables summarize revenue from contracts with customers for the years ended December 31, 2023, and 2022 from our three business segments and the pattern of revenue recognition: For the Year Ended December 31, 2023 In thousands Revenue for performance Revenue for performance Total Marketing Services $ 38,950 $ 4,254 $ 43,204 Customer Care 63,327 — 63,327 Fulfillment & Logistics Services 69,038 15,923 84,961 Total Revenue $ 171,315 $ 20,177 $ 191,492 For the Year Ended December 31, 2022 In thousands Revenue for performance Revenue for performance Total Marketing Services $ 45,020 $ 7,955 $ 52,975 Customer Care 67,205 — 67,205 Fulfillment & Logistics Services 75,081 11,017 86,098 Total Revenue $ 187,306 $ 18,972 $ 206,278 Our contracts with customers may consist of multiple performance obligations. 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 SSP based on the price at which the performance obligation is sold separately. Although uncommon, if the SSP is not observable through past transactions, we estimate the SSP taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. Further discussion of other performance obligations in each of our major revenue streams follows: Marketing Services Our Marketing Services segment delivers strategic planning, data strategy, performance analytics, creative development and execution, technology enablement, marketing automation, and database management. We create relevancy by leveraging data, insight, and our extensive experience in leading clients as they engage their customers through digital, traditional, and emerging channels. We are known for helping clients build deep customer relationships, create connected customer experiences, and optimize each and every customer touch point in order to deliver desired business outcomes. Most marketing services performance obligations are satisfied over time and often offered on a project basis. We have concluded that the best approach to measure the progress toward completion of the project-based performance obligations is the input method, which is based on either the costs or labor hours incurred to date depending upon whether costs or labor hours more accurately depict the transfer of value to the customer. Our database solutions are built around centralized marketing databases with services rendered to build custom databases, database hosting services, customer or target marketing lists and data processing services. These performance obligations, including services rendered to build a custom database, database hosting services, customer or target marketing lists and data processing services, may be satisfied over time or at a point in time. We provide 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 the 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 provided. Some of our other data-related services do not meet the over-time criteria and are therefore, recognized at a point-in-time, typically upon the delivery of a specific deliverable. Our contracts may include outsourced print production work for our clients. These 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 and therefore recognize net consideration as revenue. Customer Care We deliver customer care services in the United States, Asia and Europe to provide advanced solutions such as voice, SMS/chat, email, integrated voice response, web self-service, social cloud monitoring and analytics. Performance obligations are stand-ready obligations and are satisfied over time. With regard to account management and software as a service (“SaaS”), we use a time-elapsed output method to recognize revenue. For performance obligations where we charge customers a transaction-based fee, we use the output method based on transaction quantities. In most cases, 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 SSPs. Fulfillment & Logistics Services Our services, delivered internally and with our partners, include: printing, lettershop, advanced mail optimization (including commingling services), logistics and transportation optimization, monitoring and tracking, to support traditional and specialized mailings. Our print and fulfillment centers in Massachusetts and Kansas provide custom kitting services, print on demand, product recalls, trade marketing fulfillment, ecommerce product fulfillment, sampling programs, and freight optimization, thereby allowing our customers to distribute literature and other marketing materials. Most performance obligations offered within this revenue stream are satisfied over time and utilize the input or output method, depending on the nature of the service, to measure progress toward satisfying the performance obligation. For performance obligations where we charge customers a transaction-based fee, we utilize the output method based on the quantities fulfilled. 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. In most cases, 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. Prior to the closure of our direct mail production facilities, our direct mail business contracts may have included a promise to purchase postage on behalf of our clients; in such cases, we have determined we are an agent, rather than principal and therefore recognize net consideration as revenue. Transaction Price Allocated to Future Performance Obligations We have elected to apply certain optional exemptions that limit the disclosure requirements over remaining performance obligations at period end to exclude performance obligations that have an original expected duration of one year or less, transactions using the “as invoiced” practical expedient, or when a performance obligation is a series and we have allocated the variable consideration directly to the services performed. As of December 31, 2023, we had no transaction prices allocated to unsatisfied or partially satisfied performance obligations. Contract Balances 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 upon our future performance such as delivery of an additional good or service (e.g. customer contract requires customer’s final acceptance of custom database solution or delivery of final marketing strategy delivery presentation before customer payment is required). If invoicing occurs prior to revenue recognition, the unearned revenue is presented on our Consolidated Balance Sheets as a contract liability, referred to as deferred revenue. The following table summarizes our contract balances as of December 31, 2023 and 2022: In thousands December 31, 2023 December 31, 2022 Contract assets $ 258 $ 309 Deferred revenue and customer advances 3,195 4,590 Deferred revenue included in other long-term liabilities 294 432 Revenue recognized during the year ended December 31, 2023 from amounts included in deferred revenue as of December 31, 2022 was approximately $4.3 million. Revenue recognized during the year ended December 31, 2022 from amounts included in deferred revenue as of December 31, 2021 was approximately $3.7 million. Costs to Obtain and Fulfill a Contract We recognize an asset for the direct costs incurred to obtain and fulfill our contracts with customers to the extent that we expect to recover these costs and if the benefit is longer than one year. These costs are amortized to expense over the expected period of the benefit in a manner that is consistent with the transfer of the related goods or services to which the asset relates. We impair the asset when recoverability is not anticipated. We capitalized a portion of commission expense, implementation and other costs that represents the cost to obtain a contract. The remaining unamortized contract costs were $0.6 million and $1.0 million as of December 31, 2023 and 2022, respectively. They are included in other current assets and other assets on our balance sheet. For the years presented, no impairment was recognized. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | Leases We have operating and finance leases for corporate and business offices, service facilities, call centers and certain equipment. Leases with an initial term of 12 months or less are generally not recorded on the balance sheet, unless the arrangement includes an option to purchase the underlying asset, or an option to renew the arrangement, that we are reasonably certain to exercise (short-term leases). Our leases have remaining lease terms of one year to seven years, some of which may include options to extend the leases for up to an additional five years. We sublease our Fullerton (CA), Jacksonville (FL) and Uxbridge (UK) facilities. The lease and sublease for Fullerton (CA) facility expired in April 2023, the lease and sublease for Uxbridge (UK) facility expired in October 2023, and the lease and sublease for Jacksonville (FL) facility will expire at the end of July 2024. As of December 31, 2023, assets recorded under finance and operating leases were approximately $0.1 million and $25.3 million respectively, and accumulated amortization associated with finance leases was $0.1 million. As of December 31, 2022 assets recorded under finance and operating leases were approximately $0.6 million and $18.6 million respectively, and accumulated depreciation associated with finance leases was $1.0 million. Operating lease right of use assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The discount rate used to determine the commencement date present value of lease payment is the interest rate implicit in the lease, or when that is not readily determinable, we utilized our incremental borrowing rate, which is the rate incurred to borrow on a collateralized basis over a similar term at an amount equal to the lease payments in a similar economic environment. Certain adjustments to the right-of-use asset may be required for items such as initial direct costs paid or incentives received. During the year ended December 31, 2023, we impaired two leases for the facilities we no longer occupied. The resulting impairment and early termination charges are included in our restructuring expenses for the year ended December 31, 2023. There is no impairment of leases in the year ended December 31, 2022. The following tables present supplemental balance sheet information related to our financing and operating leases: As of December 31, 2023 As of December 31, 2022 In thousands Operating Leases Finance Leases Total Operating Leases Finance Leases Total R ight-of-use Assets $ 25,288 $ 129 $ 25,417 $ 18,574 $ 595 $ 19,169 Liabilities: Short-term lease liabilities 4,773 42 4,815 5,587 160 5,747 L ong-term lease liabilities 23,687 4 23,691 16,523 52 16,575 Total Lease Liabilities $ 28,460 $ 46 $ 28,506 $ 22,110 $ 212 $ 22,322 For the years ended December 31, 2023 and 2022, the components of lease expense were as follows: In thousands Year Ended December 31, 2023 Year Ended December 31, 2022 Operating lease cost $ 5,526 $ 5,832 Finance lease cost Amortization of right-of-use assets 123 166 Interest on lease liabilities 7 16 Total Finance lease cost 130 182 Variable lease cost 2,068 1,899 Sublease income (834) (828) Total lease cost, net $ 6,890 $ 7,085 Other information related to leases was as follows: In thousands Year Ended December 31, 2023 Year Ended December 31, 2022 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 12,525 $ 12,698 Operating cash flows from finance leases 21 15 Financing cash flows from finance leases 160 194 Weighted Average Remaining Lease term (in years) Operating leases 6.84 5.92 Finance leases 1.04 1.36 Weighted Average Discount Rate Operating leases 5.65 % 3.55 % Finance leases 7.76 % 5.70 % The maturities of the Company’s finance and operating lease liabilities as of December 31, 2023 are as follows: In thousands Operating Leases (1) Finance Leases Year Ending December 31, 2024 $ 6,173 $ 44 2025 4,648 3 2026 4,219 1 2027 4,191 — 2028 4,094 — 2028 & Beyond 11,397 — Total future minimum lease payments 34,722 48 Less: Imputed interest 6,262 2 Total lease liabilities $ 28,460 $ 46 (1) Non-cancelable sublease proceeds for the fiscal year ending December 31, 2024 of $0.4 million, is not included in the table above. As of December 31, 2023, we have no new operating leases that have not yet commenced. |
Convertible Preferred Stock and
Convertible Preferred Stock and Share Repurchase Program | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Convertible Preferred Stock and Share Repurchase Program | Convertible Preferred Stock and Share Repurchase Program Convertible Preferred Stock Our Amended and Restated Certificate of Incorporation authorizes us to issue 1.0 million shares of preferred stock. On June 30, 2022, the Company entered into a share repurchase agreement (the “Repurchase Agreement”) with Wipro, pursuant to which the Company agreed to repurchase all 9,926 shares of the Preferred Stock then outstanding in exchange for (i) a cash payment equal to its liquidation value, or total cash payment of $9,926,000 and (ii) 100,000 shares of the Company’s common stock, par value $1.00 per share (the “Common Stock”). The cash portion of the repurchase price was previously paid into escrow at the signing of the Repurchase Agreement on June 30, 2022 and held in escrow until the closing of the repurchase by PNC Bank, National Association, pending the re-issuance of the Preferred Stock from the State of New Jersey. Other than the release of previously escrowed funds, no additional cash was paid by Harte Hanks at closing. On December 2, 2022, we completed the closing of our June 30, 2022 definitive agreement with Wipro. On March 20, 2023, the Company cancelled all shares of Series A Preferred Stock pursuant to the Certificate of Elimination filed with the Secretary of State of Delaware. Share Repurchase Program On May 2, 2023, the Board of Directors of Harte Hanks approved a share repurchase program to maximize shareholder value with authorization to repurchase $6.5 million of the Company’s Common Stock. In the year ended December 31, 2023, we repurchased 0.4 million shares of common stock for $2.4 million. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Credit Facility On December 21, 2021, the Company entered a new three year, $25.0 million asset-based revolving credit facility (the “Credit Facility”) with Texas Capital Bank ("TCB"). The Company’s obligations under the Credit Facility are guaranteed on a joint and several basis by the Company’s material subsidiaries (the “Guarantors”). The Credit Facility is secured by substantially all the assets of the Company and the Guarantors pursuant to a Pledge and Security Agreement, dated as of December 21, 2021, between the Company, TCB and the other Guarantors party thereto (the “Security Agreement”). On December 29, 2023, the Company extended the agreement six months to June 30, 2025. The extension was executed with substantially similar terms and conditions. The Credit Facility provides for loans up to the lesser of (a) $25.0 million, and (b) the amount available under a “borrowing base” calculated primarily by reference to the Company's cash and cash equivalents and accounts receivables. The Credit Facility allows the Company to use up to $3.0 million on of its borrowing capacity to issue letters of credit. The loans under the Credit Facility accrue interest at a varying rate equal to the Secured Overnight Financing Rate (SOFR) plus a margin of 2.25% per annum. The interest rate was 7.64% as of December 31, 2023. The outstanding amounts advanced under the Credit Facility are due and payable in full on June 30, 2025. As of December 31, 2023 and 2022, we had no borrowings outstanding under the Credit Facility. As of December 31, 2023 and 2022, we had letters of credit outstanding in the amount of $0.8 million. No amounts were drawn against these letters of credit as of December 31, 2023 . These letters of credit exist to support insurance programs relating to workers‘ compensation, automobile, and general liability. Unused commitment balances accrued fees at a rate of 0.25%. As of December 31, 2023, we had the ability to borrow an additional $24.2 million under the Credit Facility. Cash payments for interest were $0.2 million and $0.3 million for the years ended December 31, 2023 and 2022, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation We maintain stock incentive plans for the benefit of certain officers, directors, and employees. Our stock incentive plans provide for the ability to issue stock options, cash stock appreciation rights, performance stock units, phantom stock units and cash performance stock units. Our cash stock appreciation rights, phantom stock units and cash performance stock units settle solely in cash and are treated as the current liability, which are adjusted each reporting period based on changes in our stock price. Compensation expense for stock-based awards is based on the fair values of the awards on the date of grant and is recognized on a straight-line basis over the vesting period of the entire award in the “Labor” line of the Consolidated Statements of Comprehensive Income. We recognized $1.4 million and $2.4 million of stock-based compensation expense for the years ended December 31, 2023 and 2022, respectively. In May 2013, our stockholders approved the 2013 Omnibus Incentive Plan (“2013 Plan”), pursuant to which we may issue up to 500,000 shares of stock-based awards to directors, employees, and consultants, as adjusted for the reverse stock split. The 2013 Plan replaced the stockholder-approved 2005 Omnibus Incentive Plan (“2005 Plan”), pursuant to which we issued equity securities to directors, officers, and key employees. No additional stock-based awards will be granted under the 2005 Plan, but awards previously granted under the 2005 Plan will remain outstanding in accordance with their respective terms. In August 2018, we filed a Form S-8 to increase the total registered shares under 2013 Plan to 553,673 shares. As of December 31, 2023 and 2022, there were 190,187 and 188,582 shares available, respectively, for grant under the 2013 Plan. In 2020, we established our 2020 Equity Incentive Plan ("2020 Plan") which replaced the 2013 Equity Incentive Plan (“2013 Plan”). Any shares of common stock that remained eligible for issuance under the 2013 Plan are now instead eligible for issuance under the 2020 Plan. In August 2020, we filed a Form S-8 to register up to an aggregate of 2,521,244 shares that may be issued under the 2020 Plan. The 2020 Plan provides for the issuance of stock-based awards to directors, employees and consultants. No additional stock-based awards will be granted under the 2013 Plan, but awards previously granted under the 2013 Plan will remain outstanding in accordance with their respective terms. As of December 31, 2023 and 2022, there were 1.3 million and 1.3 million shares available, respectively, for grant under the 2020 Plan. In August 2023, we established the 2023 Inducement Equity Incentive Plan ("2023 Plan"), pursuant to which the Company issued 240,000 shares of stock option awards, which is the limit of the plan. Stock Options Options granted under the 2023 Plan have an exercise price equal to the closing market price of our common stock on the date prior to the grant date. These options become exercisable in 33.3% increments on the first three anniversaries of their date of grant and expire on the tenth Options granted under the 2020 Plan, 2013 Plan or as inducement awards have an exercise price equal to the market value of the common stock on the grant date. These options become exercisable in 25% increments on the first four anniversaries of their date of grant and expire on the tenth Options to purchase 6,663 shares granted under 2013 Plan awards were outstanding as of December 31, 2023, with exercise prices ranging from $5.59 to $116.40 per share. Options to purchase 8,268 shares granted under 2013 Plan awards were outstanding as of December 31, 2022, with exercise prices ranging from $76.80 to $115.20 per share. Options under the 2005 Plan were granted at exercise prices equal to the market value of the common stock on the grant date. All such awards have met their respective vesting dates. There were no options outstanding under the 2005 Plan as of December 31, 2023. Options to purchase 4,400 shares were outstanding under the 2005 Plan as of December 31, 2022, with exercise prices ranging from $76.80 to $115.20 per share. Options granted to officers after April 2015 vest in full upon a change in control if such options are not assumed or replaced by a publicly traded successor with an equivalent award (as defined in such officers’ change in control severance agreements). The following summarizes all stock option activity during the years ended December 31, 2023 and 2022: In thousands Number of Shares Weighted-Average Exercise Price Weighted- Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (Thousands) Options outstanding at December 31, 2021 37,615 $ 80.21 1.36 $ — Adjustment and Correction (20,000) Granted in 2022 — — — — Exercised in 2022 — — — — Unvested options forfeited in 2022 — — — — Vested options expired in 2022 (4,947) 95.80 — — Options outstanding at December 31, 2022 12,668 $ 78.88 1.16 $ — Granted in 2023 240,000 $ 5.59 9.67 288 Exercised in 2023 — — — — Unvested options forfeited in 2023 — — — — Vested options expired in 2023 (6,005) 77.38 — — Options outstanding at December 31, 2023 246,663 $ 7.61 9.38 $ 288 Vested and expected to vest at December 31, 2023 246,663 $ 7.61 9.38 $ 288 Exercisable at December 31, 2023 6,663 $ 80.24 0.49 $ — The aggregate intrinsic value at year end in the table above represents the total pre-tax intrinsic value that would have been received by the option holders if all of the in-the-money options were exercised on December 31, 2023. The pre-tax intrinsic value is the difference between the closing price of our common stock on December 31, 2023, and the exercise price for each in-the-money option. This value fluctuates with the changes in the price of our common stock. The following table summarizes information about stock options outstanding at December 31, 2023: Range of Number Weighted-Average Weighted-Average Remaining Life Number Weighted-Average price per share $5.59 - 76.80 242,010 $ 6.18 9.55 2,010 $ 76.80 $77.60 - 116.40 4,653 $ 81.72 0.37 4,653 $ 81.72 There were 240,000 options granted during 2023 and no options were granted during 2022. As of December 31, 2023, there was $0.8 million of unrecognized compensation cost related to unvested stock options. Cash Stock Appreciation Rights In 2016 and 2017, the Board of Directors approved grants of cash settling stock appreciation rights under the 2013 Plan. Cash stock appreciation rights vest in 25% increments on the first four anniversaries of the date of grant and expire after 10 years. Cash stock appreciation rights settle solely in cash and are treated as a liability. There were no cash stock appreciation rights issued during 2023 and 2022. The fair value of each cash stock appreciation right is estimated on the date of grant using the Black-Scholes Option-Pricing Model and is revalued at the end of each period. Changes in fair value are recorded in the income statement as changes to expense. As of December 31, 2023, there was no unrecognized compensation cost related to unvested cash stock appreciation right grants. Restricted Stock Units Restricted stock units granted as inducement awards or under the 2020 Plan and 2013 Plan vest in three The following summarizes all restricted stock units’ activity during 2023 and 2022: Number of Shares Weighted-Average Grant Date Fair Value Unvested shares outstanding at December 31, 2021 646,439 $4.41 Adjustment and Correction 40,000 — Granted in 2022 208,165 8.93 Vested in 2022 (296,161) 4.85 Forfeited in 2022 (82,267) 3.29 Unvested shares outstanding at December 31, 2022 516,176 $6.43 Granted in 2023 80,225 5.73 Vested in 2023 (308,523) 5.53 Forfeited in 2023 (44,437) 7.02 Unvested shares outstanding at December 31, 2023 243,441 $7.24 The fair value of each restricted stock unit is estimated on the date of grant as the closing market price of our common stock on the date prior to the grant. As of December 31, 2023, there was $1.1 million of total unrecognized compensation cost related to restricted stock units. This cost is expected to be recognized over a weighted average period of approximately 1.18 years. Phantom Stock Units In 2016 and 2017, the Board of Directors approved grants of phantom stock units under the 2013 Plan. Phantom stock units vest in 25% increments on the first four anniversaries of the date of grant. Phantom stock units settle solely in cash and are treated as a liability. Grants of phantom stock units made to officers under the 2013 Plan vest in full (to the extent not previously vested) upon a change in control if they are not assumed or replaced by a publicly traded successor with an equivalent award (as such terms are defined in such officers’ change-in-control severance agreements). There were no cash stock appreciation rights issued during 2023 and 2022. The fair value of each phantom stock unit is estimated on the date of grant as the closing market price of our common stock on the date prior to the grant. Changes in our stock price will result in adjustments to compensation expense and the corresponding liability over the applicable service period. As of December 31, 2023, there was no unrecognized compensation cost related to phantom stock units. Performance Stock Units Performance stock units are a form of share-based award similar to unvested shares, except that the number of shares ultimately issued is based on our performance against specific performance goals over a roughly three-year period. At the end of the performance period, the number of shares of stock issued will be determined in accordance with the specified performance target(s) in a range between 0% and 100%. Performance stock units vest solely in common stock and are treated as equity. Upon a change in control, performance stock units granted to officers vest on a pro-rated basis (based on time elapsed from the grant) to the extent not previously settled if they are not assumed or replaced by a publicly traded successor with an equivalent award (as such terms are defined in such officers’ change-in-control severance agreements). Performance Stock Units have been issued under the 2013 Plan, and the 2020 Plan as inducement awards. The following summarizes all performance stock unit activity during 2023 and 2022: Number of Units Weighted- Performance stock units outstanding as of December 31, 2021 94,110 $ 5.41 Granted in 2022 117,000 $ 7.77 Settled in 2022 (69,110) 5.44 Forfeited in 2022 — — Performance stock units outstanding as of December 31, 2022 142,000 $ 7.34 Granted in 2023 — $ — Settled in 2023 — — Forfeited in 2023 (99,000) 7.14 Performance stock units outstanding as of December 31, 2023 43,000 $ 7.80 The fair value of each performance stock unit is estimated on the date of grant as the closing market price of our common stock on the date prior to the grant, minus the present value of anticipated dividend payments. Periodic compensation expense is based on the current estimate of future performance against specific performance goals over a three-year period and is adjusted up or down based on those estimates. As of December 31, 2023, the total unrecognized compensation cost related to performance stock units was approximately $29,770. This cost is expected to be recognized over a weighted average period of approximately 0.44 years. Cash Performance Stock Units In 2016 and 2017, the Board of Directors approved grants of cash performance stock units under the 2013 Plan. Cash performance stock units are a form of share-based award similar to phantom stock units, except that the number of units ultimately issued is based on our performance against specific performance goals measured after a three-year period. At the end of the performance period, the number of units vesting will be determined in accordance with specified performance target(s) in a range between 0% and 100%. Cash performance stock units settle solely in cash and are treated as a liability. Upon a change in control, cash performance stock units granted to officers, vest on a pro-rated basis (based on time elapsed from the grant) to the extent not previously settled if they are not assumed or replaced by a publicly traded successor with an equivalent award (as such terms are defined in such officers’ change-in-control severance agreements). There was no cash performance stock unit issued during 2023 and 2022. The fair value of each cash performance stock unit is estimated on the date of grant as the closing market price of our common stock on the date prior to the grant, minus the present value of anticipated dividend payments. Periodic compensation expense is based on the current estimate of future performance against specific performance goals over a three-year period and is adjusted up or down based on those estimates. As of December 31, 2023, there was no unrecognized compensation cost related to cash performance stock units. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Prior to January 1, 1999, we provided a defined benefit pension plan for which most of our employees were eligible to participate (the “Qualified Pension Plan”). In conjunction with significant enhancements to our 401(k) plan, we elected to freeze benefits under the Qualified Pension Plan as of December 31, 1998. In 1994, we adopted a non-qualified, unfunded, supplemental pension plan (the “Restoration Pension Plan”) covering certain employees, which provides for incremental pension payments so that total pension payments equal those amounts that would have been payable from the principal pension plan were it not for limitations imposed by income tax regulation. The benefits under the Restoration Pension Plan were intended to provide benefits equivalent to our Qualified Pension Plan as if such plan had not been frozen. We elected to freeze benefits under the Restoration Pension Plan as of April 1, 2014. At the end of 2021, the Board of Directors of the Company approved the division of the Qualified Pension Plan into two distinct plans, “Qualified Pension Plan I” and “Qualified Pension Plan II.” The assets and liabilities of the Qualified Pension Plan that were attributable to certain participants in Qualified Pension Plan II were spun off and transferred into Qualified Pension Plan II effective as of the end of December 31, 2021, in accordance with Internal Revenue Code section 414 (I) and ERISA Section 4044. In January 2023, the Board of Directors of the Company approved the termination of the Qualified Pension Plan I. The termination process will take approximately eighteen months to complete and will result in the transfer of our obligations pursuant to this pension plan to a third-party provider. We expect to make a cash contribution of $7.6 million to terminate the Qualified Pension Plan I. The overfunded or underfunded status of our defined benefit post-retirement plans is recorded as an asset or liability on our consolidated balance sheets. The funded status is measured as the difference between the fair value of plan assets and the projected benefit obligation. Periodic changes in the funded status are recognized through other comprehensive income in the Consolidated Statements of Comprehensive Income. We currently measure the funded status of our defined benefit plans as of December 31, the date of our year-end Consolidated Balance Sheets. The status of the defined benefit pension plans at year-end was as follows: Year Ended December 31, In thousands 2023 2022 Change in benefit obligation Benefit obligation at beginning of year $ 143,521 $ 186,041 Interest cost 7,088 5,040 Actuarial gain (loss) 1,465 (37,014) Benefits paid (10,647) (10,546) Benefit obligation at end of year $ 141,427 $ 143,521 Change in plan assets Fair value of plan assets at beginning of year $ 103,891 $ 131,741 Actual return on plan assets 7,128 (20,358) Contributions 3,324 3,053 Benefits paid (10,647) (10,545) Fair value of plan assets at end of year $ 103,696 $ 103,891 Funded status at end of year $ (37,731) $ (39,630) The following amounts have been recognized in the Consolidated Balance Sheets as of December 31: In thousands 2023 2022 Current pension liabilities $ 8,561 $ 1,858 Long term pension liabilities - Qualified plans 10,540 18,674 Long term pension liabilities - Nonqualified plan 18,630 19,098 Total pension liabilities $ 37,731 $ 39,630 The following amounts have been recognized in accumulated other comprehensive loss, net of tax, as of December 31: In thousands 2023 2022 Net loss $ 42,456 $ 44,120 Based on current estimates, we will be required to make $2.0 million in cash contributions to our Qualified Pension Plan II, in 2024. We are not required to make and do not intend to make any contributions to our Restoration Pension Plan in 2023 other than to the extent needed to cover benefit payments. We made benefit payments under this supplemental plan of $1.8 million in 2023. The following information is presented for pension plans with an accumulated benefit obligation in excess of plan assets: In thousands 2023 2022 Projected benefit obligation $ 141,427 $ 143,521 Accumulated benefit obligation $ 141,427 $ 143,521 Fair value of plan assets $ 103,696 $ 103,891 The Restoration Pension Plan had an accumulated benefit obligation of $20.5 million and $21.0 million as of December 31, 2023, and 2022, respectively. The following table presents the components of net periodic benefit cost and other amounts recognized in other comprehensive income in the Consolidated Statements of Comprehensive Income for both plans: Year Ended December 31, In thousands 2023 2022 Net Periodic Benefit Cost Interest cost $ 7,088 $ 5,040 Expected return on plan assets (6,216) (5,872) Recognized actuarial loss 2,521 2,876 Net periodic benefit cost 3,393 2,044 Amounts Recognized in Other Comprehensive Income Adjustment to pension liabilities (1,723) (10,274) Net cost recognized in net periodic benefit cost and other comprehensive income $ 1,670 $ (8,230) The components of net periodic benefit costs other than the service cost component are included in Other, net The weighted-average assumptions used for measurement of the defined pension plans were as follows: Weighted-average assumptions used to determine net periodic benefit cost Year Ended December 31, 2023 2022 Discount rate Qualified Plan I 5.13 % 2.75 % Qualified Plan II 5.18 % 2.92 % Restoration Plan 5.12 % 2.73 % Expected return on plan assets Qualified Plan I 5.95 % 4.25 % Qualified Plan II 7.05 % 5.75 % Restoration Plan n/a n/a Weighted-average assumptions used to determine benefit obligations December 31, 2023 2022 Discount rate Qualified Plan I 5.64 % 5.13 % Qualified Plan II 4.99 % 5.18 % Restoration Plan 4.92 % 5.12 % The discount rate assumptions are based on current yields of investment-grade corporate long-term bonds. The expected long-term return on plan assets is based on the expected future average annual return for each major asset class within the plan’s portfolio (which is principally comprised of equity investments) over a long-term horizon. In determining the expected long-term rate of return on plan assets, we evaluated input from our investment consultants, actuaries, and investment management firms, including their review of asset class return expectations, as well as long-term historical asset class returns. Projected returns by such consultants and economists are based on broad equity and bond indices. Additionally, we considered our historical 15-year compounded returns, which have been in excess of the forward-looking return expectations. The funded pension plan assets as of December 31, 2023 and 2022, by asset category, were as follows: In thousands 2023 % 2022 % Equity securities $ 20,635 20 % $ 50,090 48 % Debt securities 76,036 73 % 49,846 48 % Other 7,025 7 % 3,955 4 % Total plan assets $ 103,696 100 % $ 103,891 100 % The fair values presented have been prepared using values and information available as of December 31, 2023 and 2022. The following tables present the fair value measurements of the assets in our funded pension plan: In thousands December 31, Quoted Prices in Active Markets Significant Other Observable Significant Unobservable Inputs Equity securities $ 20,635 $ 20,635 $ — $ — Debt securities 76,036 66,847 9,189 — Total investments, excluding investments valued at NAV 96,671 87,482 9,189 — Investments valued at NAV (1) 7,025 — — — Total plan assets $ 103,696 $ 87,482 $ 9,189 $ — In thousands December 31, Quoted Prices in Active Markets Significant Other Observable Significant Unobservable Inputs Equity securities $ 50,090 $ 50,090 $ — $ — Debt securities $ 49,846 35,575 14,271 — Total investments, excluding investments valued at NAV 99,936 85,665 14,271 — Investments valued at NAV (1) $ 3,955 — — — Total plan assets $ 103,891 $ 85,665 $ 14,271 $ — (1) Investment valued at net asset value ("NAV") are comprised of cash, cash equivalents, and short-term investments used to provide liquidity for the payment of benefits and other purposes. The commingled funds are valued at NAV based on the market value of the underlying investments, which are primarily government issued securities. The investment policy for the Qualified Pension Plans focuses on the preservation and enhancement of the corpus of the plan’s assets through prudent asset allocation, quarterly monitoring and evaluation of investment results, and periodic meetings with investment managers. The investment policy’s goals and objectives are to meet or exceed the representative indices over a full market cycle (3-5 years). The policy establishes the following investment mix, which is intended to subject the principal to an acceptable level of volatility while still meeting the desired return objectives: Qualified Pension Plan I Target Acceptable Range Benchmark Index Equities —% 0% - 20% U.S. Large Cap —% 0% - 10% Russell 1000 TR U.S. Mid Cap —% 0% - 5% Russell Mid Cap Index TR U.S. Small Cap —% 0% - 5% Russell 2000 TR International Equity Developed —% 0% - 5% MSCI EAFE Net TR USD Index Emerging Markets —% 0% - 5% MSCI Emerging Net Total Return Fixed Income 95% 0% - 100% Investment Grade 95% 0% - 100% BBG BARC US Aggregate Bond Index Cash Equivalent 5% 0%-100% ICE BofA US 3-Month Treasury Bill Index TR Qualified Pension Plan II Target Acceptable Range Benchmark Index Equities 77% 62% - 87% U.S. Large Cap 28% 18% - 38% Russell 1000 TR U.S. Mid Cap 18% 13% - 23% Russell Mid Cap Index TR U.S. Small Cap 9% 4% - 14% Russell 2000 TR International Equity Developed 16% 11% - 21% MSCI EAFE Net TR USD Index Emerging Markets 6% 0% - 9% MSCI Emerging Net Total Return Fixed Income 21% 11% - 31% Investment Grade 21% 11% - 31% BBG BARC US Aggregate Bond Index Cash Equivalent 2% 0%-40% ICE BofA US 3-Month Treasury Bill Index TR The funded pension plans provide for investment in various investment types. Investments, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility risk. Due to the level of risk associated with investments, it is reasonably possible that changes in the value of investments will occur in the near term and may impact the funded status of these plans. To address the issue of risk, the investment policy places high priority on the preservation of the value of capital (in real terms) over a market cycle. Investments are made in companies with a minimum five-year operating history and sufficient trading volume to facilitate, under most market conditions, prompt sale without severe market effect. Investments are diversified across numerous market sectors and individual companies. Reasonable concentration in any one issue, issuer, industry, or geographic area is allowed if the potential reward is worth the risk. Investment managers are evaluated by the performance of the representative indices over a full market cycle for each class of assets. The Pension Plan Committee reviews, on a quarterly basis, the investment portfolio of each manager, which includes rates of return, performance comparisons with the most appropriate indices, and comparisons of each manager’s performance with a universe of other portfolio managers that employ the same investment style. The expected future benefit payments for both pension plans over the next ten years as of December 31, 2023, are as follows: In thousands 2024 $ 89,460 2025 4,017 2026 4,111 2027 4,217 2028 4,327 2029 - 2033 22,809 Total $ 128,941 The Company also has two pension plans in its foreign jurisdictions, the associated pension liabilities are not material. We also sponsored a 401(k) retirement plan in which we matched a portion of employees’ voluntary before-tax contributions prior to 2018. Under this plan, both employee and matching contributions vest immediately. We stopped this 401(k) match program in 2018 and resumed it in 2023. We incurred $1.2 million in 401k match expense in both 2023 and 2022. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Coronavirus Aid, Relief and Economic Security Act The CARES Act, signed in March 2020, lifts certain deduction limitations originally imposed by the Tax Cuts and Jobs Act of 2017 (“2017 Tax Act”). Under the CARES Act, corporate taxpayers may carryback net operating losses (“ NOLs”) realized during 2018 through 2020 for up to five years, which was not previously allowed under the 2017 Tax Act. The CARES Act also eliminates the 80% of taxable income limitations by allowing corporate entities to fully utilize NOL carryforwards to offset taxable income in 2018, 2020 or 2021. Taxpayers may generally deduct interest up to the sum of 50% of adjusted taxable income plus business interest income (30% limit under the 2017 Tax Act) for tax years beginning January 1, 2019 and 2020. The CARES Act allows taxpayers with alternative minimum tax credits to claim a refund in 2020 for the entire amount of the credits instead of recovering the credits through refunds over a period of years, as originally enacted by the 2017 Tax Act. In addition, the CARES Act raises the corporate charitable deduction limit to 25% of taxable income and makes qualified improvement property generally eligible for 15-year cost-recovery and 100% bonus depreciation. As of December 31, 2020, the Company filed federal net operating loss carryback claims resulting in an income tax refund for $6.4 million and $3.2 million for tax years 2019 and 2018, respectively. As of December 31, 2022, the Company has received the tax refunds for the tax years 2019 and 2018 and $2.5 million of income tax refunds from the carryback of the loss generated in 2020. We have received the remaining tax refund of $5.3 million in March 2023. The components of income tax benefit are as follows: Year Ended December 31, In thousands 2023 2022 Current Federal $ (10) $ 60 State and local 264 774 Foreign 871 1,546 Total current $ 1,125 $ 2,380 Deferred Federal $ (1,340) $ (11,496) State and local (216) (8,347) Foreign 82 — Total deferred $ (1,474) $ (19,843) Total income benefit $ (349) $ (17,463) The U.S. and foreign components of income (loss) before income taxes were as follows: Year Ended December 31, In thousands 2023 2022 United States $ (7,546) $ 10,252 Foreign 5,627 9,061 Total (loss) income before income taxes $ (1,919) $ 19,313 The provision (benefit) for income taxes is based on the various rates set by federal, foreign and local authorities and is affected by permanent and temporary differences between financial accounting and tax reporting requirements. The principal reasons for the difference between the statutory rate and the annual effective rate for 2023 were the state taxes, change in valuation allowance, federal and foreign income tax credits and the benefit of excess stock benefits on vested restricted stock, offset by flow-through partnership income from a United Kingdom affiliate. The principal reasons for the difference between the statutory rate and the annual effective rate for 2022 were the impact of the release of the majority of the U.S. valuation allowance, federal and foreign income tax credits, and the benefit of excess stock benefits on vested restricted stock, offset by flow-through partnership income from a United Kingdom affiliate. The differences between total income tax expense (benefit) and the amount computed by applying the statutory federal income tax rate of 21% to income (loss) before income taxes were as follows: Year Ended December 31, In thousands 2023 2022 Computed expected income tax (benefit) expense $ (403) $ 4,056 Net effect of state income taxes (206) 1,074 Foreign subsidiary dividend inclusions 507 639 Foreign tax rate differential (257) (349) Change in valuation allowance (562) (18,243) Return to Provision 706 (141) Change in Rate 165 (2,172) Credits (543) (1,126) Adjustments to State Attributes (137) (1,330) Other Adjustments, net 381 129 Income tax benefit $ (349) $ (17,463) Total income tax benefit was allocated as follows: Year Ended December 31, In thousands 2023 2022 Loss from operations $ (349) $ (17,463) Stockholders’ equity (deficit) — — Total $ (349) $ (17,463) The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities were as follows: Year Ended December 31, In thousands 2023 2022 Deferred tax assets Deferred compensation and retirement plan $ 9,667 $ 10,246 Accrued expenses not deductible until paid 1,177 33 Lease liability 6,979 5,591 Investment in foreign subsidiaries, outside basis difference 1,604 1,047 Interest Expense limitations 971 913 Other, net 1,320 1,667 Foreign net operating loss carryforwards 1,382 1,623 State net operating loss carryforwards 5,309 5,184 Foreign tax credit carryforwards 3,730 4,212 General Business Credit Carryovers 538 546 Total gross deferred tax assets 32,677 31,062 Less valuation allowances (7,091) (7,652) Net deferred tax assets $ 25,586 $ 23,410 Deferred tax liabilities Property, plant and equipment $ (1,485) $ (2,024) Right-of-use asset (6,144) (4,765) Other, net (689) (315) Total gross deferred tax liabilities (8,318) (7,104) Net deferred tax assets $ 17,268 $ 16,306 In assessing the realizability of deferred tax assets, we consider whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. After considering the weight of available evidence, both positive and negative (most notably the Company’s sustained growth over the past two years), the Company concluded that it is more-likely-than-not that it will realize the majority of its U.S. deferred tax assets. Certain foreign tax credits as well as certain state net operating loss carryovers will continue to have a valuation allowance until there is substantial evidence that enough future taxable income exists at a more likely than not level in order to utilize those deferred tax assets. The valuation allowance for deferred tax assets was $7.1 million and $7.7 million as of December 31, 2023 and 2022, respectively. The change in the valuation allowance is $0.6 million for the year ended December 31, 2023. We or one of our subsidiaries file income tax returns in the U.S. federal, U.S. state, and foreign jurisdictions. For U.S. state, federal and foreign returns, we are no longer subject to tax examinations for years prior to 2018. There is no balance of unrecognized tax benefits as of December 31, 2023 and 2022. Any adjustments to this liability as a result of the finalization of audits or potential settlements would not be material. We have elected to classify any interest and penalties related to income taxes within income tax expense in our Consolidated Statements of Comprehensive Income (loss). For U.S. tax return purposes, net operating losses and tax credits are normally available to be carried forward to future years, subject to limitations as discussed below. As of December 31, 2023, the Company had no federal net operating loss carryforward. The federal foreign tax carryforward credits of $3.7 million will expire on various dates from 2023 to 2032. Federal general business credit carryforwards of $0.5 million will begin to expire on various dates from 2037 to 2042. The Company has state NOL carryforwards of $109.0 million, and foreign NOL carryforwards of $4.4 million. Deferred income taxes have not been provided on the undistributed earnings of our foreign subsidiaries as these earnings have been, and under current plans will continue to be, permanently reinvested in these subsidiaries. It is not practicable to |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share In periods in which the Company has net income, the Company is required to calculate earnings per share (“EPS”) using the two-class method. The two-class method is required because the Company’s Series A Preferred Stock is considered a participating security with objectively determinable and non-discretionary dividend participation rights. Series A Preferred stockholders have the right to participate in dividends above their five percent dividend rate should the Company declare dividends on its common stock at a dividend rate higher than the five percent (on an as-converted basis). Under the two-class method, undistributed and distributed earnings are allocated on a pro-rata basis to the common and the preferred stockholders. The weighted-average number of common and preferred stock outstanding during the period is then used to calculate EPS for each class of shares. In December 2022, we repurchased all 9,926 shares of the Company's Series A Preferred Stock then outstanding. In periods in which the Company has a net loss, basic loss per share is calculated using the treasury stock method. The treasury stock method is calculated by dividing the net loss by the weighted-average number of common shares outstanding during the period. The two-class method is not used, because the calculation would be anti-dilutive. Reconciliations of basic and diluted EPS are as follows: Year Ended December 31, In thousands, except per share amounts 2023 2022 Numerator: Net (loss) income $ (1,570) $ 36,776 Less: Loss from redemption of Preferred stock — 1,380 Numerator for basic and diluted EPS: income attributable to common stockholders (1,570) 35,396 Denominator: Basic EPS denominator: weighted-average common shares outstanding 7,310 7,101 Diluted EPS denominator 7,310 7,457 Basic (loss) income per common share $ (0.21) $ 4.98 Diluted (loss) income per common share $ (0.21) $ 4.75 For the years ended December 31, 2023 and 2022, respectively, the following shares have been excluded from the calculation of shares used in the diluted EPS calculation: 99,791 and 13,366 shares of anti-dilutive market price options; 37,653 and 24,918 anti-dilutive unvested shares. |
Comprehensive Income
Comprehensive Income | 12 Months Ended |
Dec. 31, 2023 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | |
Comprehensive Income | Comprehensive Income Comprehensive income (loss) for a period encompasses net income (loss) and all other changes in equity other than from transactions with our stockholders. Changes in accumulated other comprehensive loss by component were as follows: In thousands Defined Benefit Pension Items Foreign Currency Items Total Balance at December 31, 2021 $ (54,394) $ 1,066 $ (53,328) Other comprehensive loss, net of tax, before reclassifications — (5,248) (5,248) Amounts reclassified from accumulated other comprehensive loss, net of tax 10,274 — 10,274 Net current period other comprehensive income (loss), net of tax 10,274 (5,248) 5,026 Balance at December 31, 2022 $ (44,120) $ (4,182) $ (48,302) Other comprehensive income, net of tax, before reclassifications — 2,548 2,548 Amounts reclassified from accumulated other comprehensive loss, net of tax 1,664 — 1,664 Net current period other comprehensive income, net of tax 1,664 2,548 4,212 Balance at December 31, 2023 $ (42,456) $ (1,634) $ (44,090) |
Acquisition of Inside Out Solut
Acquisition of Inside Out Solutions, LLC | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisition of Inside Out Solutions, LLC | Acquisition of InsideOut Solutions, LLC On December 1, 2022 (the “Closing Date”), we purchased substantially all of the assets (the “Transaction”) of InsideOut Solutions, LLC, a Florida limited liability company (“InsideOut”), for an aggregate purchase price of approximately $7.5 million (the “Purchase Price”) pursuant to an asset purchase agreement, dated as of December 1, 2022, by and between Harte Hanks and InsideOut (the “Asset Purchase Agreement”). The acquisition of InsideOut further expands our capabilities into premium sales enablement within the customer care segment and strengthens our ability to drive profitable revenue growth within our sales enablement offerings, including: (i) demand generation which creates qualified marketing leads for our clients, and (ii) inside sales offerings to further promote a client’s internal growth objectives. Pursuant to the Asset Purchase Agreement, $5.75 million of the Purchase Price was paid in cash at closing, $1.0 million in cash was placed in escrow to satisfy indemnification obligations, and earn-outs related to future revenue performance. Separately, $0.75 million of the Purchase Price was paid at closing in 70,956 shares of Harte Hanks common stock. The share amount was based on the volume weighted closing price over the 15 trading days ending on November 28, 2022. In the year ended December 31, 2023, InsideOut didn't meet the performance requirement to earn the 1st installment of $0.5 million of the $1.0 million in escrow. As a result, $0.50 million was refunded from the escrow account and our goodwill amount was decreased by $0.5 million. The remaining $0.5 million cash in escrow account is included in other assets in our balance sheet as of December 31, 2023. The acquisition was accounted for under the acquisition method of accounting with the Company treated as the acquiring entity. Accordingly, the consideration paid by the Company to complete the acquisition has been recorded to the assets acquired and liabilities assumed based upon their estimated fair values as of the date of the acquisition. The carrying values for current assets and liabilities were deemed to approximate their fair values due to the short-term nature of these assets and liabilities. The following table shows the amounts recorded as of their acquisition date. in thousands Amount Accounts receivable $1,445 Prepaid expenses 148 Property, plant and equipment 177 Total assets acquired 1,770 Less: Current liabilities assumed (761) Net assets acquired $1,009 The Purchase Price was subject to a post-closing net working capital true-up. The true up made was immaterial. We recognized $3.6 million of intangible assets and $2.4 million of goodwill associated with this acquisition. The amount of goodwill recorded reflects expected earning potential and synergies with our Customer Care segment. We are amortizing the intangible assets on a straight-line basis over its useful life of five years. A summary of the Company’s intangible asset as of December 31, 2023, is as follows: In thousands Weighted Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Customer Relationships 5 years $ 3,600 $ 780 $ 2,820 Estimated future amortization expense related to intangible assets as of December 31, 2023, is as follows: In thousands Year Ending December 31, Amount 2024 $ 720 2025 720 2026 720 2027 660 Total $ 2,820 The Company's results of operations for the year ended December 31, 2023 includes revenue of $9.7 million from the InsideOut operation. |
Litigation and Contingencies
Litigation and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation and Contingencies | Litigation and Contingencies In the normal course of our business, we are obligated under some agreements to indemnify our clients as a result of third party claims that we infringe on the proprietary rights of third parties, or third party claims relating to other ad hoc contract obligations. The terms and duration of these commitments vary and, in some cases, may be indefinite, and some of these contractual commitments do not limit the maximum amount of future payments we could become obligated to make thereunder; accordingly, our actual aggregate maximum exposure related to these types of commitments is not reasonably estimable. Historically, we have not been obligated to make significant payments for obligations of this nature, and no liabilities have been recorded for these obligations in our consolidated financial statements. We are also subject to various claims and legal proceedings in the ordinary course of conducting our business and, from time to time, we may become involved in additional claims and lawsuits incidental to our business. We routinely assess the likelihood of adverse judgments or outcomes to these matters, as well as ranges of probable losses; to the extent losses are reasonably estimable. Accruals are recorded for these matters to the extent that management concludes a loss is probable and the financial impact, should an adverse outcome occur, is reasonable estimable. |
Restructuring Activities
Restructuring Activities | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Activities | Restructuring Activities For the year ended December 31, 2023, we recorded restructuring charges of $5.7 million. The 2023 restructuring charges included $4.6 million of consulting expenses, $0.8 million in lease impairment expense, $0.2 million of severance charges, and $0.1 million of facility related and other expenses. The following table summarizes the restructuring charges which are recorded in “Restructuring Expense” in the Consolidated Statement of Comprehensive Income. In thousands Year Ended December 31, 2023 Consulting expense $ 4,579 Severance 169 Facility, asset impairment and other expense Lease impairment and termination expense 798 Fixed Asset disposal and impairment charges 63 Facility and other expenses 78 Total facility, asset impairment and other expense 939 Total $ 5,687 The following table summarizes the changes in liabilities related to restructuring activities: Year Ended December 31, 2023 In thousands Consulting Severance Facility, asset impairment and other expense Total Beginning balance: $ — $ — $ — $ — Additions 4,579 169 78 4,826 Payments and adjustment (1,005) (25) (40) (1,070) Ending balance: $ 3,574 $ 144 $ 38 $ 3,756 |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting Harte Hanks is a leading global customer experience company. We have organized our operations into three business segments based on the types of products and services we provide: Marketing Services, Customer Care, and Fulfillment & Logistics. Our Marketing Services segment leverages data, insight, and experience to support clients as they engage customers through digital, traditional, and emerging channels. We partner with clients to develop strategies and tactics to identify and prioritize customer audiences in B2C and B2B transactions. Our key service offerings include strategic business, brand, marketing and communications planning, data strategy, audience identification and prioritization, predictive modeling, creative development and execution across traditional and digital channels, website and app development, platform architecture, database build and management, marketing automation, and performance measurement, reporting and optimization. Our Customer Care segment offers intelligently responsive contact center solutions, which use real-time data to effectively interact with each customer. Customer contacts are handled through phone, e-mail, social media, text messaging, chat and digital self-service support. We provide these services utilizing our advanced technology infrastructure, human resource management skills and industry experience. Our Fulfillment & Logistics segment consists of mail and product fulfillment and logistics services. We offer a variety of product fulfillment solutions, including printing on demand, managing product recalls, and distributing literature and promotional products to support B2B trade, drive marketing campaigns, and improve customer experience. We are also a provider of third-party logistics and freight optimization in the United States. There are three principal financial measures reported to our CEO (the chief operating decision maker) for use in assessing segment performance and allocating resources . Those measures are revenue, operating income and operating income plus depreciation and amortization (“EBITDA”). Operating income for segment reporting, disclosed below, is revenues less operating costs and allocated corporate expenses. Segment operating expenses are generally directly attributed to our segments and also include allocations of certain centrally incurred costs such as employee benefits, occupancy, information systems, accounting services, internal legal staff, and human resources administration. These costs are allocated based on actual usage or other appropriat e methods. Unallocated corporate expenses are corporate overhead expenses not attributable to the operating groups. Interest income and expense are not allocated to the segments. The Company does not allocate assets to our reportable segments for internal reporting purposes, nor does our CEO evaluate operating segments using discrete asset information. The accounting policies of the segments are consistent with those described in the Note B, Significant Accounting Policies. The following table presents financial information by segment year ended December 31, 2023: (In thousands) Marketing Services Customer Care Fulfillment & Logistics Restructuring Unallocated Corporate Total Operating revenue $ 43,204 $ 63,327 $ 84,961 $ — $ — $ 191,492 Segment operating expense 34,795 49,851 73,213 — 20,350 178,209 Restructuring expense — — — 5,687 — 5,687 Contribution margin $ 8,409 $ 13,476 $ 11,748 $ (5,687) $ (20,350) $ 7,596 Overhead Allocation 2,984 2,774 2,891 — (8,649) — EBITDA $ 5,425 $ 10,702 $ 8,857 $ (5,687) $ (11,701) $ 7,596 Depreciation and amortization expense 312 1,280 1,143 — 1,502 4,237 Operating income (loss) $ 5,113 $ 9,422 $ 7,714 $ (5,687) $ (13,203) $ 3,359 The following table presents financial information by segment year ended December 31, 2022: (In thousands) Marketing Services Customer Care Fulfillment & Logistics Restructuring Unallocated Corporate Total Operating revenue $ 52,975 $ 67,205 $ 86,098 $ — $ — $ 206,278 Segment operating expense 41,241 52,173 72,180 — 22,849 188,443 Restructuring expense — — — — — — Contribution margin $ 11,734 $ 15,032 $ 13,918 $ — $ (22,849) $ 17,835 Overhead allocation 4,390 2,865 3,325 — (10,580) — EBITDA $ 7,344 $ 12,167 $ 10,593 $ — $ (12,269) $ 17,835 Depreciation and amortization expense 362 884 824 — 658 2,728 Operating income (loss) $ 6,982 $ 11,283 $ 9,769 $ — $ (12,927) $ 15,107 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation The accompanying audited consolidated financial statements include the accounts of Harte Hanks, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. As used in this report, the terms “Harte Hanks,” “the Company,” “we,” “us,” or “our” may refer to Harte Hanks, Inc., one or more of its consolidated subsidiaries, or all of them taken as a whole, as the context may require. |
Reclassifications | Reclassifications Certain amounts in the consolidated financial statements related to the prior years have been reclassified to conform to the current year’s presentation. |
Operating Expense Presentation in the Consolidated Statements of Comprehensive Income | Operating Expense Presentation in the Consolidated Statements of Comprehensive Income The “Labor” line in the Consolidated Statements of Comprehensive Income includes all employee payroll and benefits costs, including stock-based compensation and temporary labor costs. The “Production and distribution” and “Advertising, selling, general and administrative” lines do not include labor, depreciation, or amortization expense. |
Use of Estimates | Use of Estimates Preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from those estimates due to uncertainties. Such estimates in clude, but are not limited to, estimates related to lease accounting; pension accounting; fair value for purposes of assessing long-lived assets for impairment; revenue recognition; income taxes; stock-based compensation and contingencies. On an ongoing basis, management reviews its estimates and assumptions based on currently available information. Changes in facts and circumstances could result in revised estimates and assumptions. |
Segment Reporting | Segment Reporting The Company operates three business segments: Marketing Services; Customer Care; and Fulfillment & Logistics Services. Our Chief Executive Office r (“CEO”) is con |
Cash Equivalents | Cash Equivalents All highly liquid investments with an original maturity of 90 days or less at the time of purchase are considered to be cash equivalents. Cash equivalents are carried at cost, which approximates fair value. |
Restricted Cash | Restricted Cash In our normal business operation, we receive cash from our customers for certain customer program service funding. As these programs impose legal restrictions on the commingling of funds, we present this cash as restricted cash. |
Accounts Receivable and Allowance for Credit Losses | Accounts Receivable and Allowance for Credit Losses |
Unbilled receivables | Unbilled receivables For the majority of service contracts, the Company performs the services prior to billing the client, and this amount is captured as an unbilled receivable included in accounts receivable, net on the consolidated balance sheet. Billing usually occurs in the month after the Company performs the services or in accordance with the specific contractual provisions. |
Geographic Concentrations | Geographic Concentrations Depending on the needs of our clients, our services are provided through an integrated approach through eleven facilities worldwide, of which four ar e located outside of the U.S. |
Credit Risk and Concentration | Credit Risk and Concentration Accounts receivable are typically unsecured and are derived from revenue earned from customers across different industries and countries. We perform ongoing credit evaluation of our customers and generally do not require collateral. We maintain an allowance for estimated credit losses and bad debt expense on these losses was not material during the years ended December 31, 2023 and 2022. In the event that accounts receivable collection cycle deteriorates, our operating results and financial position could be adversely affected. |
Related Party Transactions | Related Party Transactions From 2016 until October 2020, we conducted business with Wipro , LLC (“Wipro”), whereby Wipro provided us with a variety of technology-related services. We have since terminated all service agreements with Wipro. Effective January 30, 2018, Wipro became a related party when it purchased 9,926 shares of our Series A Preferred Stock, for aggregate consideration of $9.9 million. On December 2, 2022, we completed the repurchase of all of our outstanding Preferred Stock from Wipro and as of said date Wipro is no longer a related party. |
Revenue Recognition | Revenue Recognition We recognize revenue upon transfer of control of promised products or services to customers in an amount that reflects the consideration we expect to be entitled to receive in exchange for those products or services based on the relevant contract. We apply the following five-step revenue recognition model: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when (or as) we satisfy the performance obligation Certain client programs provide for adjustments to billings based upon whether we achieve certain performance criteria. In these circumstances, revenue is recognized when the foregoing conditions are met. We record revenue net of any taxes collected from customers and subsequently remitted to governmental authorities. Any payments received in advance of the performance of services or delivery of the product are recorded as deferred revenue until such time as the services are performed or the product is delivered. Costs incurred for search engine marketing solutions payable to the engine host and postage costs of mailings are billed to our clients and are not directly reflected in our revenue. Revenue from agency and digital services, direct mail, logistics, fulfillment and contact center is recognized as the work is performed. Fees for these services are determined by the terms set forth in each contract. These fees are typically a set fixed price or rate by transaction occurrence, service provided, time spent, or product delivered. For arrangements requiring the design and build out of a database, revenue is not recognized until client acceptance occurs. Up-front fees billed during the setup phase for these arrangements are deferred and direct build costs are capitalized. Pricing for these types of arrangements is typically based on a fixed price determined in the contract. Revenue from other database marketing solutions is recognized ratably over the contractual service period. Pricing for these services is typically based on a fixed price per month or per contract. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Financial Accounting Standards Board ("FASB") Accounting Standard Codification ("ASC") 820, Fair Value Measurements and Disclosures, ("ASC 820") defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 also establishes a fair value hierarchy that prioritizes the inputs used in valuation methodologies into three levels: Level 1 Quoted prices in active markets for identical assets or liabilities. Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; 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 and that are significant to the fair value of the assets or liabilities. Because of their maturities and/or variable interest rates, certain financial instruments have fair values approximating their carrying values. These instruments include cash and cash equivalents and restricted cash, accounts receivable, trade payables, and long-term debt. The fair value of the assets in our funded pension plan is disclosed in Note H, Employee Benefit Plans . |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment, net consist of the following: Year Ended December 31, In thousands 2023 2022 Property, plant and equipment Buildings and improvements $ 4,635 $ 4,387 Equipment and furniture 20,881 20,478 Software 18,030 20,724 Software development and equipment installations in progress 1,842 8,947 Gross property, plant and equipment 45,388 54,536 Less accumulated depreciation (36,533) (44,013) Net property, plant and equipment $ 8,855 $ 10,523 Property, plant and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. The general ranges of estimated useful lives are: Years Buildings and improvements 3 to 40 Software 2 to 10 Equipment and furniture 3 to 20 For the year ended December 31, 2023, the Company recorded $3.4 million of depreciation expense compared to $2.5 million for the year ended December 31, 2022. |
Leases | Leases |
Capitalization of Software Development Costs | Capitalization of Software Development Costs Capitalized software costs for internally developed software and implementation of third-party software are amortized over a period of three |
Goodwill | Goodwill Goodwill is the amount by which the cost of the acquired net assets in a business combination exceeds the fair value of the identifiable net assets on the date of purchase. Goodwill is not amortized. Goodwill is reviewed for impairment at least annually during the fourth quarter, or more frequently if events occur indicating the potential for impairment. |
Intangible Assets | Intangible Assets Intangible assets consist of finite-lived intangible assets acquired through the Company’s business combinations. Such amounts are initially recorded at fair value and subsequently amortized over their useful lives using the straight-line method, which reflects the pattern of benefit, and assumes no residual value. Finite-lived intangibles are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require an intangible asset be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that intangible asset to its carrying amount. If the carrying amount of the intangible asset is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. |
Income Taxes | Income Taxes Income tax expense includes U.S. and international income taxes accounted for under the asset and liability method. Certain income and expenses are not reported in tax returns and financial statements in the same year. Such temporary differences are reported as deferred tax. Deferred tax assets are reported net of valuation allowances where we have assessed that it is more likely than not that a tax benefit will not be realized. |
Earnings Per Share | Earnings Per Share Basic earnings per common share is based upon the weighted-average number of common shares outstanding during the period. Diluted earnings per common share is based upon the weighted-average number of common shares and dilutive common stock equivalents outstanding during the period. Dilutive common stock equivalents are calculated based on the assumed exercise of stock options and vesting of unvested shares using the treasury stock method. |
Stock-Based Compensation | Stock-Based Compensation All share-based awards are recognized as operating expense in the “Labor” line of the Consolidated Statements of Comprehensive Income. Calculated expense is based on the fair values of the awards on the date of grant and is recognized over the requisite service period or performance period of the awards. |
Reserve for Healthcare, Workers' Compensation, Automobile and General Liability | Reserve for Healthcare, Workers’ Compensation, Automobile and General Liability We are self-insured for the majority of our healthcare insurance. We pay actual medical claims up to a stop loss limit of $0.3 million. Our workers’ compensation programs are a guaranteed cost program. The reserve is estimated using current claims activity, historical experience, and claims incurred but not reported. We use loss development factors that consider both industry norms and company specific information. Our liability is recorded at the estimate of the ultimate cost of claims at the balance sheet date. On December 31, 2023 and 2022, our reserve for healthcare, workers’ compensation, net, automobile, and general liability was $1.1 million, for the year ended December 31, 2023 and 2022, respectively. Periodic changes to the reserve for workers’ compensation, automobile and general liability are recorded as increases or decreases to insurance expense, which is included in the “Advertising, selling, general and administrative” line of our Consolidated Statements of Comprehensive Income. Periodic changes to the reserve for healthcare are recorded as increases or decreases to employee benefits expense, which is included in the “Labor” line of our Consolidated Statements of Comprehensive Income. |
Foreign Currencies | Foreign Currencies In most instances the functional currencies of our foreign operations are the local currencies. Assets and liabilities recorded in foreign currencies are translated in U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at average rates of exchange prevailing during a given month. Adjustments resulting from this translation are charged or credited to other comprehensive income. |
Recent Accounting Guidance Not Yet Adopted | Recent Accounting Guidance Not Yet Adopted In November 2023, the FASB issued accounting standards update (“ASU”) 2023-07, which enhances the disclosures required for reportable segments in annual and interim consolidated financial statements. ASU 2023-07 is effective for the Company for annual reporting periods beginning with the fiscal year ending November 30, 2025, and for interim reporting periods beginning in fiscal year 2026. Early adoption is permitted. The Company is currently evaluating the impact that this update will have on its disclosures in the consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, which requires enhanced income tax disclosures, including disaggregation of information in the rate reconciliation table and disaggregated information related to income taxes paid. The amendments in ASU 2023-09 are effective for the fiscal year ending after November 30, 2026. The Company is currently evaluating the impact that this update will have on its disclosures in the consolidated financial statements. No other new accounting pronouncements recently adopted or issued had or are expected to have a material impact on the consolidated financial statements. |
Operating revenue from Contracts with Customers | Operating revenue from Contracts with Customers Under Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (“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. This standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. This standard also includes criteria for the capitalization and amortization of certain contract acquisition and fulfillment costs. Under ASC 606, revenue is recognized when control of the promised goods or services is transferred to the customer, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Our contracts with customers state the terms of sale, including the description, quantity, and price of the product sold or service provided. Payment terms can vary by contract, but the period between invoicing and when payment is due is not significant. The Company's contracts with its customers generally do not include rights of return or a significant financing component. Consistent with legacy U.S. GAAP, we present sales taxes assessed on revenue-producing transactions on a net basis. Disaggregation of Revenue Our contracts with customers may consist of multiple performance obligations. 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 SSP based on the price at which the performance obligation is sold separately. Although uncommon, if the SSP is not observable through past transactions, we estimate the SSP taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. Further discussion of other performance obligations in each of our major revenue streams follows: Marketing Services Our Marketing Services segment delivers strategic planning, data strategy, performance analytics, creative development and execution, technology enablement, marketing automation, and database management. We create relevancy by leveraging data, insight, and our extensive experience in leading clients as they engage their customers through digital, traditional, and emerging channels. We are known for helping clients build deep customer relationships, create connected customer experiences, and optimize each and every customer touch point in order to deliver desired business outcomes. Most marketing services performance obligations are satisfied over time and often offered on a project basis. We have concluded that the best approach to measure the progress toward completion of the project-based performance obligations is the input method, which is based on either the costs or labor hours incurred to date depending upon whether costs or labor hours more accurately depict the transfer of value to the customer. Our database solutions are built around centralized marketing databases with services rendered to build custom databases, database hosting services, customer or target marketing lists and data processing services. These performance obligations, including services rendered to build a custom database, database hosting services, customer or target marketing lists and data processing services, may be satisfied over time or at a point in time. We provide 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 the 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 provided. Some of our other data-related services do not meet the over-time criteria and are therefore, recognized at a point-in-time, typically upon the delivery of a specific deliverable. Our contracts may include outsourced print production work for our clients. These 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 and therefore recognize net consideration as revenue. Customer Care We deliver customer care services in the United States, Asia and Europe to provide advanced solutions such as voice, SMS/chat, email, integrated voice response, web self-service, social cloud monitoring and analytics. Performance obligations are stand-ready obligations and are satisfied over time. With regard to account management and software as a service (“SaaS”), we use a time-elapsed output method to recognize revenue. For performance obligations where we charge customers a transaction-based fee, we use the output method based on transaction quantities. In most cases, 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 SSPs. Fulfillment & Logistics Services Our services, delivered internally and with our partners, include: printing, lettershop, advanced mail optimization (including commingling services), logistics and transportation optimization, monitoring and tracking, to support traditional and specialized mailings. Our print and fulfillment centers in Massachusetts and Kansas provide custom kitting services, print on demand, product recalls, trade marketing fulfillment, ecommerce product fulfillment, sampling programs, and freight optimization, thereby allowing our customers to distribute literature and other marketing materials. Most performance obligations offered within this revenue stream are satisfied over time and utilize the input or output method, depending on the nature of the service, to measure progress toward satisfying the performance obligation. For performance obligations where we charge customers a transaction-based fee, we utilize the output method based on the quantities fulfilled. 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. In most cases, 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. Prior to the closure of our direct mail production facilities, our direct mail business contracts may have included a promise to purchase postage on behalf of our clients; in such cases, we have determined we are an agent, rather than principal and therefore recognize net consideration as revenue. Transaction Price Allocated to Future Performance Obligations Contract Balances Costs to Obtain and Fulfill a Contract |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Allowance for Doubtful Accounts | The Company classifies unbilled receivables as Accounts receivable. The changes in the allowance for credit losses accounts consisted of the following: Year Ended December 31, In thousands 2023 2022 Balance at beginning of year $ 163 $ 266 Net charges to expense 321 (92) Amounts recovered against the allowance (10) (11) Balance at end of year $ 474 $ 163 |
Operations in Different Geographic Areas | The following table provides information about the operations in different geographic area for the periods indicated: Revenue (1) Year Ended December 31, In thousands 2023 2022 United States $ 173,162 $ 183,470 Other countries 18,330 22,808 Total revenue $ 191,492 $ 206,278 (1) Geographic revenues are based on the location of the service being performed. Property, plant and equipment, net (2) December 31, In thousands 2023 2022 United States $ 8,005 $ 10,219 Other countries 850 304 Total property, plant and equipment $ 8,855 $ 10,523 (2) Property, plant and equipment are based on physical location. |
Revenue by Top Customers | The table below sets forth the percentage of our total revenue derived from our largest customers: Year Ended December 31, 2023 2022 Top ten customers 48.5 % 50.6 % Top twenty-five customers 71.7 % 72.5 % |
Property, Plant and Equipment | Property, plant and equipment, net consist of the following: Year Ended December 31, In thousands 2023 2022 Property, plant and equipment Buildings and improvements $ 4,635 $ 4,387 Equipment and furniture 20,881 20,478 Software 18,030 20,724 Software development and equipment installations in progress 1,842 8,947 Gross property, plant and equipment 45,388 54,536 Less accumulated depreciation (36,533) (44,013) Net property, plant and equipment $ 8,855 $ 10,523 Property, plant and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. The general ranges of estimated useful lives are: Years Buildings and improvements 3 to 40 Software 2 to 10 Equipment and furniture 3 to 20 |
Operating revenue from Contra_2
Operating revenue from Contracts with Customers (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables summarize revenue from contracts with customers for the years ended December 31, 2023, and 2022 from our three business segments and the pattern of revenue recognition: For the Year Ended December 31, 2023 In thousands Revenue for performance Revenue for performance Total Marketing Services $ 38,950 $ 4,254 $ 43,204 Customer Care 63,327 — 63,327 Fulfillment & Logistics Services 69,038 15,923 84,961 Total Revenue $ 171,315 $ 20,177 $ 191,492 For the Year Ended December 31, 2022 In thousands Revenue for performance Revenue for performance Total Marketing Services $ 45,020 $ 7,955 $ 52,975 Customer Care 67,205 — 67,205 Fulfillment & Logistics Services 75,081 11,017 86,098 Total Revenue $ 187,306 $ 18,972 $ 206,278 |
Contract Balances | The following table summarizes our contract balances as of December 31, 2023 and 2022: In thousands December 31, 2023 December 31, 2022 Contract assets $ 258 $ 309 Deferred revenue and customer advances 3,195 4,590 Deferred revenue included in other long-term liabilities 294 432 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Supplemental Balance Sheet Information | The following tables present supplemental balance sheet information related to our financing and operating leases: As of December 31, 2023 As of December 31, 2022 In thousands Operating Leases Finance Leases Total Operating Leases Finance Leases Total R ight-of-use Assets $ 25,288 $ 129 $ 25,417 $ 18,574 $ 595 $ 19,169 Liabilities: Short-term lease liabilities 4,773 42 4,815 5,587 160 5,747 L ong-term lease liabilities 23,687 4 23,691 16,523 52 16,575 Total Lease Liabilities $ 28,460 $ 46 $ 28,506 $ 22,110 $ 212 $ 22,322 |
Components of Lease Expense | For the years ended December 31, 2023 and 2022, the components of lease expense were as follows: In thousands Year Ended December 31, 2023 Year Ended December 31, 2022 Operating lease cost $ 5,526 $ 5,832 Finance lease cost Amortization of right-of-use assets 123 166 Interest on lease liabilities 7 16 Total Finance lease cost 130 182 Variable lease cost 2,068 1,899 Sublease income (834) (828) Total lease cost, net $ 6,890 $ 7,085 Other information related to leases was as follows: In thousands Year Ended December 31, 2023 Year Ended December 31, 2022 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 12,525 $ 12,698 Operating cash flows from finance leases 21 15 Financing cash flows from finance leases 160 194 Weighted Average Remaining Lease term (in years) Operating leases 6.84 5.92 Finance leases 1.04 1.36 Weighted Average Discount Rate Operating leases 5.65 % 3.55 % Finance leases 7.76 % 5.70 % |
Maturities of Finance and Operating Lease Liabilities | The maturities of the Company’s finance and operating lease liabilities as of December 31, 2023 are as follows: In thousands Operating Leases (1) Finance Leases Year Ending December 31, 2024 $ 6,173 $ 44 2025 4,648 3 2026 4,219 1 2027 4,191 — 2028 4,094 — 2028 & Beyond 11,397 — Total future minimum lease payments 34,722 48 Less: Imputed interest 6,262 2 Total lease liabilities $ 28,460 $ 46 (1) Non-cancelable sublease proceeds for the fiscal year ending December 31, 2024 of $0.4 million, is not included in the table above. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock Option Activity | The following summarizes all stock option activity during the years ended December 31, 2023 and 2022: In thousands Number of Shares Weighted-Average Exercise Price Weighted- Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (Thousands) Options outstanding at December 31, 2021 37,615 $ 80.21 1.36 $ — Adjustment and Correction (20,000) Granted in 2022 — — — — Exercised in 2022 — — — — Unvested options forfeited in 2022 — — — — Vested options expired in 2022 (4,947) 95.80 — — Options outstanding at December 31, 2022 12,668 $ 78.88 1.16 $ — Granted in 2023 240,000 $ 5.59 9.67 288 Exercised in 2023 — — — — Unvested options forfeited in 2023 — — — — Vested options expired in 2023 (6,005) 77.38 — — Options outstanding at December 31, 2023 246,663 $ 7.61 9.38 $ 288 Vested and expected to vest at December 31, 2023 246,663 $ 7.61 9.38 $ 288 Exercisable at December 31, 2023 6,663 $ 80.24 0.49 $ — |
Information About Stock Option | The following table summarizes information about stock options outstanding at December 31, 2023: Range of Number Weighted-Average Weighted-Average Remaining Life Number Weighted-Average price per share $5.59 - 76.80 242,010 $ 6.18 9.55 2,010 $ 76.80 $77.60 - 116.40 4,653 $ 81.72 0.37 4,653 $ 81.72 |
Restricted Stock Units' Activity | The following summarizes all restricted stock units’ activity during 2023 and 2022: Number of Shares Weighted-Average Grant Date Fair Value Unvested shares outstanding at December 31, 2021 646,439 $4.41 Adjustment and Correction 40,000 — Granted in 2022 208,165 8.93 Vested in 2022 (296,161) 4.85 Forfeited in 2022 (82,267) 3.29 Unvested shares outstanding at December 31, 2022 516,176 $6.43 Granted in 2023 80,225 5.73 Vested in 2023 (308,523) 5.53 Forfeited in 2023 (44,437) 7.02 Unvested shares outstanding at December 31, 2023 243,441 $7.24 |
Performance Stock Units Activity | The following summarizes all performance stock unit activity during 2023 and 2022: Number of Units Weighted- Performance stock units outstanding as of December 31, 2021 94,110 $ 5.41 Granted in 2022 117,000 $ 7.77 Settled in 2022 (69,110) 5.44 Forfeited in 2022 — — Performance stock units outstanding as of December 31, 2022 142,000 $ 7.34 Granted in 2023 — $ — Settled in 2023 — — Forfeited in 2023 (99,000) 7.14 Performance stock units outstanding as of December 31, 2023 43,000 $ 7.80 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Defined Benefit Plans | The status of the defined benefit pension plans at year-end was as follows: Year Ended December 31, In thousands 2023 2022 Change in benefit obligation Benefit obligation at beginning of year $ 143,521 $ 186,041 Interest cost 7,088 5,040 Actuarial gain (loss) 1,465 (37,014) Benefits paid (10,647) (10,546) Benefit obligation at end of year $ 141,427 $ 143,521 Change in plan assets Fair value of plan assets at beginning of year $ 103,891 $ 131,741 Actual return on plan assets 7,128 (20,358) Contributions 3,324 3,053 Benefits paid (10,647) (10,545) Fair value of plan assets at end of year $ 103,696 $ 103,891 Funded status at end of year $ (37,731) $ (39,630) |
Recognized in Balance Sheet | The following amounts have been recognized in the Consolidated Balance Sheets as of December 31: In thousands 2023 2022 Current pension liabilities $ 8,561 $ 1,858 Long term pension liabilities - Qualified plans 10,540 18,674 Long term pension liabilities - Nonqualified plan 18,630 19,098 Total pension liabilities $ 37,731 $ 39,630 |
Recognized in Accumulated Other Comprehensive Loss | The following amounts have been recognized in accumulated other comprehensive loss, net of tax, as of December 31: In thousands 2023 2022 Net loss $ 42,456 $ 44,120 |
Accumulated Benefit of Obligation in Excess of Plan Asset | The following information is presented for pension plans with an accumulated benefit obligation in excess of plan assets: In thousands 2023 2022 Projected benefit obligation $ 141,427 $ 143,521 Accumulated benefit obligation $ 141,427 $ 143,521 Fair value of plan assets $ 103,696 $ 103,891 |
Net Period of Net Periodic Cost | The following table presents the components of net periodic benefit cost and other amounts recognized in other comprehensive income in the Consolidated Statements of Comprehensive Income for both plans: Year Ended December 31, In thousands 2023 2022 Net Periodic Benefit Cost Interest cost $ 7,088 $ 5,040 Expected return on plan assets (6,216) (5,872) Recognized actuarial loss 2,521 2,876 Net periodic benefit cost 3,393 2,044 Amounts Recognized in Other Comprehensive Income Adjustment to pension liabilities (1,723) (10,274) Net cost recognized in net periodic benefit cost and other comprehensive income $ 1,670 $ (8,230) |
Weighted-Average Assumptions Used for Measurement of Defined Pension Plans | The weighted-average assumptions used for measurement of the defined pension plans were as follows: Weighted-average assumptions used to determine net periodic benefit cost Year Ended December 31, 2023 2022 Discount rate Qualified Plan I 5.13 % 2.75 % Qualified Plan II 5.18 % 2.92 % Restoration Plan 5.12 % 2.73 % Expected return on plan assets Qualified Plan I 5.95 % 4.25 % Qualified Plan II 7.05 % 5.75 % Restoration Plan n/a n/a Weighted-average assumptions used to determine benefit obligations December 31, 2023 2022 Discount rate Qualified Plan I 5.64 % 5.13 % Qualified Plan II 4.99 % 5.18 % Restoration Plan 4.92 % 5.12 % |
Plan Assets | The funded pension plan assets as of December 31, 2023 and 2022, by asset category, were as follows: In thousands 2023 % 2022 % Equity securities $ 20,635 20 % $ 50,090 48 % Debt securities 76,036 73 % 49,846 48 % Other 7,025 7 % 3,955 4 % Total plan assets $ 103,696 100 % $ 103,891 100 % The following tables present the fair value measurements of the assets in our funded pension plan: In thousands December 31, Quoted Prices in Active Markets Significant Other Observable Significant Unobservable Inputs Equity securities $ 20,635 $ 20,635 $ — $ — Debt securities 76,036 66,847 9,189 — Total investments, excluding investments valued at NAV 96,671 87,482 9,189 — Investments valued at NAV (1) 7,025 — — — Total plan assets $ 103,696 $ 87,482 $ 9,189 $ — In thousands December 31, Quoted Prices in Active Markets Significant Other Observable Significant Unobservable Inputs Equity securities $ 50,090 $ 50,090 $ — $ — Debt securities $ 49,846 35,575 14,271 — Total investments, excluding investments valued at NAV 99,936 85,665 14,271 — Investments valued at NAV (1) $ 3,955 — — — Total plan assets $ 103,891 $ 85,665 $ 14,271 $ — (1) Investment valued at net asset value ("NAV") are comprised of cash, cash equivalents, and short-term investments used to provide liquidity for the payment of benefits and other purposes. The commingled funds are valued at NAV based on the market value of the underlying investments, which are primarily government issued securities. |
Acceptable Level of Volatility | The policy establishes the following investment mix, which is intended to subject the principal to an acceptable level of volatility while still meeting the desired return objectives: Qualified Pension Plan I Target Acceptable Range Benchmark Index Equities —% 0% - 20% U.S. Large Cap —% 0% - 10% Russell 1000 TR U.S. Mid Cap —% 0% - 5% Russell Mid Cap Index TR U.S. Small Cap —% 0% - 5% Russell 2000 TR International Equity Developed —% 0% - 5% MSCI EAFE Net TR USD Index Emerging Markets —% 0% - 5% MSCI Emerging Net Total Return Fixed Income 95% 0% - 100% Investment Grade 95% 0% - 100% BBG BARC US Aggregate Bond Index Cash Equivalent 5% 0%-100% ICE BofA US 3-Month Treasury Bill Index TR Qualified Pension Plan II Target Acceptable Range Benchmark Index Equities 77% 62% - 87% U.S. Large Cap 28% 18% - 38% Russell 1000 TR U.S. Mid Cap 18% 13% - 23% Russell Mid Cap Index TR U.S. Small Cap 9% 4% - 14% Russell 2000 TR International Equity Developed 16% 11% - 21% MSCI EAFE Net TR USD Index Emerging Markets 6% 0% - 9% MSCI Emerging Net Total Return Fixed Income 21% 11% - 31% Investment Grade 21% 11% - 31% BBG BARC US Aggregate Bond Index Cash Equivalent 2% 0%-40% ICE BofA US 3-Month Treasury Bill Index TR |
Expected Future Benefit Payments | The expected future benefit payments for both pension plans over the next ten years as of December 31, 2023, are as follows: In thousands 2024 $ 89,460 2025 4,017 2026 4,111 2027 4,217 2028 4,327 2029 - 2033 22,809 Total $ 128,941 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Components of Income Tax Benefit | The components of income tax benefit are as follows: Year Ended December 31, In thousands 2023 2022 Current Federal $ (10) $ 60 State and local 264 774 Foreign 871 1,546 Total current $ 1,125 $ 2,380 Deferred Federal $ (1,340) $ (11,496) State and local (216) (8,347) Foreign 82 — Total deferred $ (1,474) $ (19,843) Total income benefit $ (349) $ (17,463) |
Components of Income (Loss) Before Income Taxes | The U.S. and foreign components of income (loss) before income taxes were as follows: Year Ended December 31, In thousands 2023 2022 United States $ (7,546) $ 10,252 Foreign 5,627 9,061 Total (loss) income before income taxes $ (1,919) $ 19,313 |
Differences Between Total Expense (Benefit) | The differences between total income tax expense (benefit) and the amount computed by applying the statutory federal income tax rate of 21% to income (loss) before income taxes were as follows: Year Ended December 31, In thousands 2023 2022 Computed expected income tax (benefit) expense $ (403) $ 4,056 Net effect of state income taxes (206) 1,074 Foreign subsidiary dividend inclusions 507 639 Foreign tax rate differential (257) (349) Change in valuation allowance (562) (18,243) Return to Provision 706 (141) Change in Rate 165 (2,172) Credits (543) (1,126) Adjustments to State Attributes (137) (1,330) Other Adjustments, net 381 129 Income tax benefit $ (349) $ (17,463) |
Income Tax Benefit | Total income tax benefit was allocated as follows: Year Ended December 31, In thousands 2023 2022 Loss from operations $ (349) $ (17,463) Stockholders’ equity (deficit) — — Total $ (349) $ (17,463) |
Significant Portions of the Deferred Tax Assets and Deferred Tax Liabilities | The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities were as follows: Year Ended December 31, In thousands 2023 2022 Deferred tax assets Deferred compensation and retirement plan $ 9,667 $ 10,246 Accrued expenses not deductible until paid 1,177 33 Lease liability 6,979 5,591 Investment in foreign subsidiaries, outside basis difference 1,604 1,047 Interest Expense limitations 971 913 Other, net 1,320 1,667 Foreign net operating loss carryforwards 1,382 1,623 State net operating loss carryforwards 5,309 5,184 Foreign tax credit carryforwards 3,730 4,212 General Business Credit Carryovers 538 546 Total gross deferred tax assets 32,677 31,062 Less valuation allowances (7,091) (7,652) Net deferred tax assets $ 25,586 $ 23,410 Deferred tax liabilities Property, plant and equipment $ (1,485) $ (2,024) Right-of-use asset (6,144) (4,765) Other, net (689) (315) Total gross deferred tax liabilities (8,318) (7,104) Net deferred tax assets $ 17,268 $ 16,306 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Reconciliations of Basic and Diluted EPS | Reconciliations of basic and diluted EPS are as follows: Year Ended December 31, In thousands, except per share amounts 2023 2022 Numerator: Net (loss) income $ (1,570) $ 36,776 Less: Loss from redemption of Preferred stock — 1,380 Numerator for basic and diluted EPS: income attributable to common stockholders (1,570) 35,396 Denominator: Basic EPS denominator: weighted-average common shares outstanding 7,310 7,101 Diluted EPS denominator 7,310 7,457 Basic (loss) income per common share $ (0.21) $ 4.98 Diluted (loss) income per common share $ (0.21) $ 4.75 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | |
Changes in Accumulated Other Comprehensive Loss | Changes in accumulated other comprehensive loss by component were as follows: In thousands Defined Benefit Pension Items Foreign Currency Items Total Balance at December 31, 2021 $ (54,394) $ 1,066 $ (53,328) Other comprehensive loss, net of tax, before reclassifications — (5,248) (5,248) Amounts reclassified from accumulated other comprehensive loss, net of tax 10,274 — 10,274 Net current period other comprehensive income (loss), net of tax 10,274 (5,248) 5,026 Balance at December 31, 2022 $ (44,120) $ (4,182) $ (48,302) Other comprehensive income, net of tax, before reclassifications — 2,548 2,548 Amounts reclassified from accumulated other comprehensive loss, net of tax 1,664 — 1,664 Net current period other comprehensive income, net of tax 1,664 2,548 4,212 Balance at December 31, 2023 $ (42,456) $ (1,634) $ (44,090) |
Acquisition of Inside Out Sol_2
Acquisition of Inside Out Solutions, LLC (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Acquisition Assets and Liabilities | The following table shows the amounts recorded as of their acquisition date. in thousands Amount Accounts receivable $1,445 Prepaid expenses 148 Property, plant and equipment 177 Total assets acquired 1,770 Less: Current liabilities assumed (761) Net assets acquired $1,009 |
Summary of Intangible Assets | A summary of the Company’s intangible asset as of December 31, 2023, is as follows: In thousands Weighted Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Customer Relationships 5 years $ 3,600 $ 780 $ 2,820 |
Schedule of Future Amortization Expense | Estimated future amortization expense related to intangible assets as of December 31, 2023, is as follows: In thousands Year Ending December 31, Amount 2024 $ 720 2025 720 2026 720 2027 660 Total $ 2,820 |
Restructuring Activities (Table
Restructuring Activities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Expense | The following table summarizes the restructuring charges which are recorded in “Restructuring Expense” in the Consolidated Statement of Comprehensive Income. In thousands Year Ended December 31, 2023 Consulting expense $ 4,579 Severance 169 Facility, asset impairment and other expense Lease impairment and termination expense 798 Fixed Asset disposal and impairment charges 63 Facility and other expenses 78 Total facility, asset impairment and other expense 939 Total $ 5,687 |
Changes in Liabilities | The following table summarizes the changes in liabilities related to restructuring activities: Year Ended December 31, 2023 In thousands Consulting Severance Facility, asset impairment and other expense Total Beginning balance: $ — $ — $ — $ — Additions 4,579 169 78 4,826 Payments and adjustment (1,005) (25) (40) (1,070) Ending balance: $ 3,574 $ 144 $ 38 $ 3,756 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Financial Information by Segment | The following table presents financial information by segment year ended December 31, 2023: (In thousands) Marketing Services Customer Care Fulfillment & Logistics Restructuring Unallocated Corporate Total Operating revenue $ 43,204 $ 63,327 $ 84,961 $ — $ — $ 191,492 Segment operating expense 34,795 49,851 73,213 — 20,350 178,209 Restructuring expense — — — 5,687 — 5,687 Contribution margin $ 8,409 $ 13,476 $ 11,748 $ (5,687) $ (20,350) $ 7,596 Overhead Allocation 2,984 2,774 2,891 — (8,649) — EBITDA $ 5,425 $ 10,702 $ 8,857 $ (5,687) $ (11,701) $ 7,596 Depreciation and amortization expense 312 1,280 1,143 — 1,502 4,237 Operating income (loss) $ 5,113 $ 9,422 $ 7,714 $ (5,687) $ (13,203) $ 3,359 The following table presents financial information by segment year ended December 31, 2022: (In thousands) Marketing Services Customer Care Fulfillment & Logistics Restructuring Unallocated Corporate Total Operating revenue $ 52,975 $ 67,205 $ 86,098 $ — $ — $ 206,278 Segment operating expense 41,241 52,173 72,180 — 22,849 188,443 Restructuring expense — — — — — — Contribution margin $ 11,734 $ 15,032 $ 13,918 $ — $ (22,849) $ 17,835 Overhead allocation 4,390 2,865 3,325 — (10,580) — EBITDA $ 7,344 $ 12,167 $ 10,593 $ — $ (12,269) $ 17,835 Depreciation and amortization expense 362 884 824 — 658 2,728 Operating income (loss) $ 6,982 $ 11,283 $ 9,769 $ — $ (12,927) $ 15,107 |
Significant Accounting Polici_4
Significant Accounting Policies - Narrative (Details) | 12 Months Ended | ||
Jan. 30, 2018 USD ($) shares | Dec. 31, 2023 USD ($) segment facility | Dec. 31, 2022 USD ($) | |
Concentration Risk [Line Items] | |||
Number of segments | segment | 3 | ||
Accounts receivable, net | $ 34,313,000 | $ 39,700,000 | |
Number of facilities | facility | 11 | ||
Depreciation and amortization expense | $ 3,400,000 | 2,500,000 | |
Impairment of long-lived assets | $ 100,000 | $ 200,000 | |
Impairment, Long-Lived Asset, Held-for-Use, Statement of Income or Comprehensive Income [Extensible Enumeration] | Restructuring expense | Other Nonoperating Income (Expense) | |
Number of reportable segments | segment | 3 | ||
Goodwill impairment | $ 0 | ||
Impairment of intangible assets | 0 | ||
Stop loss limit, up to | 300,000 | ||
Reserve for healthcare, workers' compensation, net, automobile and general liability | $ 1,100,000 | $ 1,100,000 | |
Other countries | |||
Concentration Risk [Line Items] | |||
Number of facilities | facility | 4 | ||
Minimum | Capitalized Software Development Costs | |||
Concentration Risk [Line Items] | |||
Estimated useful lives (in years) | 3 years | ||
Maximum | Capitalized Software Development Costs | |||
Concentration Risk [Line Items] | |||
Estimated useful lives (in years) | 5 years | ||
Related Party | Series A Preferred Stock | Wipro | |||
Concentration Risk [Line Items] | |||
Shares purchased (in shares) | shares | 9,926 | ||
Aggregate consideration | $ 9,900,000 | ||
One Customer | Accounts Receivable | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk | 11.20% | 13% | |
One Customer | Revenue Benchmark | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk | 11.20% | 12.20% |
Significant Accounting Polici_5
Significant Accounting Policies - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance at beginning of year | $ 163 | $ 266 |
Net charges to expense | 321 | (92) |
Amounts recovered against the allowance | (10) | (11) |
Balance at end of year | $ 474 | $ 163 |
Significant Accounting Polici_6
Significant Accounting Policies - Operations in Different Geographic (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Revenue from External Customer [Line Items] | ||
Total revenue | $ 191,492 | $ 206,278 |
Total property, plant and equipment | 8,855 | 10,523 |
United States | ||
Revenue from External Customer [Line Items] | ||
Total revenue | 173,162 | 183,470 |
Total property, plant and equipment | 8,005 | 10,219 |
Other countries | ||
Revenue from External Customer [Line Items] | ||
Total revenue | 18,330 | 22,808 |
Total property, plant and equipment | $ 850 | $ 304 |
Significant Accounting Polici_7
Significant Accounting Policies - Revenue by Top Customers (Details) - Revenue Benchmark - Customer Concentration Risk | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Top ten customers | ||
Concentration Risk [Line Items] | ||
Concentration risk | 48.50% | 50.60% |
Top twenty-five customers | ||
Concentration Risk [Line Items] | ||
Concentration risk | 71.70% | 72.50% |
Significant Accounting Polici_8
Significant Accounting Policies - Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Buildings and improvements | $ 4,635 | $ 4,387 |
Equipment and furniture | 20,881 | 20,478 |
Software | 18,030 | 20,724 |
Software development and equipment installations in progress | 1,842 | 8,947 |
Gross property, plant and equipment | 45,388 | 54,536 |
Less accumulated depreciation | (36,533) | (44,013) |
Net property, plant and equipment | $ 8,855 | $ 10,523 |
Minimum | Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives (in years) | 3 years | |
Minimum | Software | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives (in years) | 2 years | |
Minimum | Equipment and furniture | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives (in years) | 3 years | |
Maximum | Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives (in years) | 40 years | |
Maximum | Software | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives (in years) | 10 years | |
Maximum | Equipment and furniture | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives (in years) | 20 years |
Operating revenue from Contra_3
Operating revenue from Contracts with Customers - Narrative (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 USD ($) segment | Dec. 31, 2022 USD ($) | |
Revenue from Contract with Customer [Abstract] | ||
Number of segments | segment | 3 | |
Transaction price allocated to unsatisfied or partially satisfied performance obligations | $ 0 | |
Revenue recognized | 4,300 | $ 3,700 |
Unamortized contract costs | 600 | 1,000 |
Impairment | $ 0 | $ 0 |
Operating revenue from Contra_4
Operating revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total revenue | $ 191,492 | $ 206,278 |
Revenue for performance obligations recognized over time | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total revenue | 171,315 | 187,306 |
Revenue for performance obligations recognized at a point in time | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total revenue | 20,177 | 18,972 |
Marketing Services | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total revenue | 43,204 | 52,975 |
Marketing Services | Revenue for performance obligations recognized over time | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total revenue | 38,950 | 45,020 |
Marketing Services | Revenue for performance obligations recognized at a point in time | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total revenue | 4,254 | 7,955 |
Customer Care | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total revenue | 63,327 | 67,205 |
Customer Care | Revenue for performance obligations recognized over time | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total revenue | 63,327 | 67,205 |
Customer Care | Revenue for performance obligations recognized at a point in time | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total revenue | 0 | 0 |
Fulfillment & Logistics Services | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total revenue | 84,961 | 86,098 |
Fulfillment & Logistics Services | Revenue for performance obligations recognized over time | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total revenue | 69,038 | 75,081 |
Fulfillment & Logistics Services | Revenue for performance obligations recognized at a point in time | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Total revenue | $ 15,923 | $ 11,017 |
Operating revenue from Contra_5
Operating revenue from Contracts with Customers - Contract Balances (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 258 | $ 309 |
Deferred revenue and customer advances | 3,195 | 4,590 |
Deferred revenue included in other long-term liabilities | $ 294 | $ 432 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 USD ($) impaired_lease | Dec. 31, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | ||
Finance lease | $ 129 | $ 595 |
Operating lease | 25,288 | 18,574 |
Accumulated amortization | $ 100 | 1,000 |
Number of leases impaired | impaired_lease | 2 | |
Impairment of leases | $ 0 | |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease term (in years) | 1 year | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease term (in years) | 7 years | |
Renewal term (in years) | 5 years |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Right-of-use Assets | Right-of-use Assets |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Right-of-use Assets | Right-of-use Assets |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Short-term lease liabilities | Short-term lease liabilities |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Short-term lease liabilities | Short-term lease liabilities |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Long-term lease liabilities | Long-term lease liabilities |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Long-term lease liabilities | Long-term lease liabilities |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Short-term lease liabilities, Long-term lease liabilities | Short-term lease liabilities, Long-term lease liabilities |
Operating Leases, Right-of-use Assets | $ 25,288 | $ 18,574 |
Finance Leases, Right-of-use Assets | 129 | 595 |
Right-of-use Assets | 25,417 | 19,169 |
Operating Leases, Short-term lease liabilities | 4,773 | 5,587 |
Finance Leases, Short-term lease liabilities | 42 | 160 |
Short-term lease liabilities | 4,815 | 5,747 |
Operating Leases, Long-term lease liabilities | 23,687 | 16,523 |
Finance Leases, Long-term lease liabilities | 4 | 52 |
Long-term lease liabilities | 23,691 | 16,575 |
Operating Leases, Total Lease Liabilities | 28,460 | 22,110 |
Finance Leases, Total Lease Liabilities | 46 | 212 |
Total Lease Liabilities | $ 28,506 | $ 22,322 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Leases [Abstract] | ||
Operating lease cost | $ 5,526 | $ 5,832 |
Amortization of right-of-use assets | 123 | 166 |
Interest on lease liabilities | 7 | 16 |
Total Finance lease cost | 130 | 182 |
Variable lease cost | 2,068 | 1,899 |
Sublease income | (834) | (828) |
Total lease cost, net | 6,890 | 7,085 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | 12,525 | 12,698 |
Operating cash flows from finance leases | 21 | 15 |
Financing cash flows from finance leases | $ 160 | $ 194 |
Weighted Average Remaining Lease term (in years) | ||
Operating leases (in years) | 6 years 10 months 2 days | 5 years 11 months 1 day |
Finance leases (in years) | 1 year 14 days | 1 year 4 months 9 days |
Weighted Average Discount Rate | ||
Operating leases | 5.65% | 3.55% |
Finance leases | 7.76% | 5.70% |
Leases - Maturities of Finance
Leases - Maturities of Finance and Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Operating Leases | ||
2024 | $ 6,173 | |
2025 | 4,648 | |
2026 | 4,219 | |
2027 | 4,191 | |
2028 | 4,094 | |
2028 & Beyond | 11,397 | |
Total future minimum lease payments | 34,722 | |
Less: Imputed interest | 6,262 | |
Total lease liabilities | 28,460 | $ 22,110 |
Finance Leases | ||
2024 | 44 | |
2025 | 3 | |
2026 | 1 | |
2027 | 0 | |
2028 | 0 | |
2028 & Beyond | 0 | |
Total future minimum lease payments | 48 | |
Less: Imputed interest | 2 | |
Total lease liabilities | 46 | $ 212 |
Non-cancelable sublease proceeds | $ 400 |
Convertible Preferred Stock a_2
Convertible Preferred Stock and Share Repurchase Program (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jan. 30, 2018 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | May 02, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares authorized (in shares) | 1,000,000 | |||||
Cash payments | $ 1,380 | |||||
Common stock, par value (in dollars per share) | $ 1 | $ 1 | $ 1 | |||
Authorization amount | $ 6,500 | |||||
Repurchased shares (in shares) | 400,000 | |||||
Repurchase of common stock | $ 2,370 | |||||
Preferred Stock | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Cash payments | $ 9,723 | |||||
Series A Preferred Stock | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares repurchased (in shares) | 9,926 | |||||
Related Party | Common Stock | Wipro | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Common stock, par value (in dollars per share) | $ 1 | |||||
Related Party | Series A Preferred Stock | Wipro | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares purchased (in shares) | 9,926 | |||||
Related Party | Series A Preferred Stock | Preferred Stock | Wipro | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares repurchased (in shares) | 9,926 | |||||
Cash payments | $ 9,926 | |||||
Shares purchased (in shares) | 100,000 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 29, 2023 | Dec. 21, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Line of Credit Facility [Line Items] | ||||
Amounts drawn against letters of credit | $ 0 | |||
Cash payments for interest | $ 0.2 | $ 0.3 | ||
Texas Capital Bank | ||||
Line of Credit Facility [Line Items] | ||||
Interest rate | 7.64% | |||
Unused commitment balance accrued fees | 0.25% | |||
New Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Letters of credit outstanding | $ 0 | 0 | ||
Additional borrowing capacity | 24.2 | |||
Revolving Credit Facility | Texas Capital Bank | Bloomberg Short-Term Bank Yield Index Rate | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread | 2.25% | |||
Revolving Credit Facility | New Credit Facility | Texas Capital Bank | ||||
Line of Credit Facility [Line Items] | ||||
Term of debt (in years) | 3 years | |||
Maximum borrowing capacity | $ 25 | |||
Renewal term (in months) | 6 months | |||
Letter of Credit | New Credit Facility | Texas Capital Bank | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity | $ 3 | |||
Standby Letters of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Letters of credit outstanding | $ 0.8 | $ 0.8 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | 24 Months Ended | |||||
Aug. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2017 | Dec. 31, 2021 | Aug. 31, 2020 | Aug. 31, 2018 | May 31, 2013 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | $ 1,400,000 | $ 2,400,000 | ||||||
Exercise price, lower range (in dollars per share) | $ 77.60 | |||||||
Exercise price, upper range (in dollars per share) | $ 116.40 | |||||||
Options outstanding (in shares) | 246,663 | 12,668 | 37,615 | |||||
Share-Based Payment Arrangement, Option | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Unrecognized compensation cost | $ 800,000 | |||||||
Stock Appreciation Rights (SARs) | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Grants in period (in shares) | 0 | 0 | ||||||
Unrecognized compensation cost | $ 0 | |||||||
Restricted Stock Units (RSUs) | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Unrecognized compensation cost | $ 1,100,000 | |||||||
Vesting period (in years) | 3 years | |||||||
Weighted average period (in years) | 1 year 2 months 4 days | |||||||
Phantom Share Units (PSUs) | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Unrecognized compensation cost | $ 0 | |||||||
Grants in period (in shares) | 0 | 0 | ||||||
Performance Shares | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Unrecognized compensation cost | $ 29,770 | |||||||
Weighted average period (in years) | 5 months 8 days | |||||||
Performance measurement period (in years) | 3 years | |||||||
Performance Shares | Minimum | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Percentage of award to be issued | 0% | |||||||
Performance Shares | Maximum | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Percentage of award to be issued | 100% | |||||||
Cash Performance Shares | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Unrecognized compensation cost | $ 0 | |||||||
Grants in period (in shares) | 0 | 0 | ||||||
Performance measurement period (in years) | 3 years | |||||||
Equity Incentive Plan 2020 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Shares authorized (in shares) | 2,521,244 | |||||||
Omnibus Incentive Plan 2013 | Phantom Share Units (PSUs) | First Four Anniversaries | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Vesting percentage | 25% | |||||||
Omnibus Incentive Plan 2013 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Shares authorized (in shares) | 500,000 | |||||||
Shares available for grant (in shares) | 190,187 | 188,582 | 0 | |||||
Shares granted (in shares) | 6,663 | 8,268 | ||||||
Exercise price, lower range (in dollars per share) | $ 5.59 | $ 76.80 | ||||||
Exercise price, upper range (in dollars per share) | $ 116.40 | $ 115.20 | ||||||
Omnibus Incentive Plan 2013 | Stock Appreciation Rights (SARs) | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Expiration period (in years) | 10 years | |||||||
Omnibus Incentive Plan 2013 | Stock Appreciation Rights (SARs) | First Four Anniversaries | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Vesting percentage | 25% | |||||||
Omnibus Incentive Plan 2013 | Cash Performance Shares | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Performance measurement period (in years) | 3 years | |||||||
Omnibus Incentive Plan 2013 | Cash Performance Shares | Minimum | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Percentage of award to be issued | 0% | |||||||
Omnibus Incentive Plan 2013 | Cash Performance Shares | Maximum | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Percentage of award to be issued | 100% | |||||||
Omnibus Incentive Plan 2005 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Shares authorized (in shares) | 553,673 | |||||||
Shares available for grant (in shares) | 0 | |||||||
Shares granted (in shares) | 4,400 | |||||||
Exercise price, lower range (in dollars per share) | $ 76.80 | |||||||
Exercise price, upper range (in dollars per share) | $ 115.20 | |||||||
Options outstanding (in shares) | 0 | |||||||
Equity Incentive Plan 2020 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Shares available for grant (in shares) | 1,300,000 | 1,300,000 | ||||||
Options outstanding (in shares) | 0 | 0 | ||||||
Equity Incentive Plan 2020 | Share-Based Payment Arrangement, Option | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Expiration period (in years) | 10 years | |||||||
Equity Incentive Plan 2020 | Share-Based Payment Arrangement, Option | First Four Anniversaries | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Vesting percentage | 25% | |||||||
2023 Plan | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Shares granted (in shares) | 240,000 | 240,000 | 0 | |||||
Exercise price, lower range (in dollars per share) | $ 5.59 | |||||||
Exercise price, upper range (in dollars per share) | $ 76.80 | |||||||
2023 Plan | Share-Based Payment Arrangement, Option | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Expiration period (in years) | 10 years | |||||||
2023 Plan | Share-Based Payment Arrangement, Option | First Three Anniversaries | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||
Vesting percentage | 33.30% |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Number of Shares | |||
Options outstanding, beginning (in shares) | 12,668 | 37,615 | |
Adjustment and Correction (in shares) | (20,000) | ||
Granted (in shares) | 240,000 | 0 | |
Exercised (in shares) | 0 | 0 | |
Unvested options forfeited (in shares) | 0 | 0 | |
Vested options expired (in shares) | (6,005) | (4,947) | |
Options outstanding, ending (in shares) | 246,663 | 12,668 | 37,615 |
Weighted-Average Exercise Price | |||
Options outstanding, weighted-average exercise price, beginning (in dollars per share) | $ 78.88 | $ 80.21 | |
Granted (in dollars per share) | 5.59 | 0 | |
Exercised (in dollars per share) | 0 | 0 | |
Unvested options forfeited (in dollars per share) | 0 | 0 | |
Vested options expired (in dollars per share) | 77.38 | 95.80 | |
Options outstanding, weighted-average exercise price, ending (in dollars per share) | $ 7.61 | $ 78.88 | $ 80.21 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract] | |||
Vested and expected to vest (in shares) | 246,663 | ||
Exercisable (in shares) | 6,663 | ||
Vested and expected to vest (in dollars per share) | $ 7.61 | ||
Exercisable (in dollars per share) | $ 80.24 | ||
Weighted Average Remaining Contractual Term, options outstanding (in years) | 9 years 4 months 17 days | 1 year 1 month 28 days | 1 year 4 months 9 days |
Weighted Average Remaining Contractual Term, granted (in years) | 9 years 8 months 1 day | ||
Weighted Average Remaining Contractual Term, vested and expected to vest (in years) | 9 years 4 months 17 days | ||
Weighted Average Remaining Contractual Term, exercisable (in years) | 5 months 26 days | ||
Aggregate Intrinsic Value, vested and expected to vest | $ 288 | ||
Aggregate Intrinsic Value, exercisable | 0 | ||
Aggregate Intrinsic Value | |||
Options outstanding, beginning | 0 | $ 0 | |
Granted | 288 | 0 | |
Options outstanding, ending | $ 288 | $ 0 | $ 0 |
Stock-Based Compensation - Info
Stock-Based Compensation - Information About Stock Option (Details) | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Exercise price, lower range (in dollars per share) | $ 77.60 |
Exercise price, upper range (in dollars per share) | $ 116.40 |
Number Outstanding (in shares) | shares | 4,653 |
Weighted Average Exercise Price (in dollars per share) | $ 81.72 |
Weighted-Average Remaining Life (Years) | 4 months 13 days |
Number Exercisable (in shares) | shares | 4,653 |
Weighted-Average price per share Outstanding and Vested (in dollars per share) | $ 81.72 |
2023 Plan | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Exercise price, lower range (in dollars per share) | 5.59 |
Exercise price, upper range (in dollars per share) | $ 76.80 |
Number Outstanding (in shares) | shares | 242,010 |
Weighted Average Exercise Price (in dollars per share) | $ 6.18 |
Weighted-Average Remaining Life (Years) | 9 years 6 months 18 days |
Number Exercisable (in shares) | shares | 2,010 |
Weighted-Average price per share Outstanding and Vested (in dollars per share) | $ 76.80 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Units' Activity (Details) - Restricted Stock Units (RSUs) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Number of Shares | ||
Shares outstanding, beginning (in shares) | 516,176 | 646,439 |
Adjustment and Correct (in shares) | 40,000 | |
Granted (in shares) | 80,225 | 208,165 |
Vested (in shares) | (308,523) | (296,161) |
Forfeited (in shares) | (44,437) | (82,267) |
Shares outstanding, ending (in shares) | 243,441 | 516,176 |
Weighted-Average Grant Date Fair Value | ||
Shares outstanding, weighted-average grant date fair value, beginning (in dollars per share) | $ 6.43 | $ 4.41 |
Adjustment and Correction (in dollars per share) | 0 | |
Granted (in dollars per share) | 5.73 | 8.93 |
Vested (in dollars per share) | 5.53 | 4.85 |
Forfeited (in dollars per share) | 7.02 | 3.29 |
Shares outstanding, weighted-average grant date fair value, ending (in dollars per share) | $ 7.24 | $ 6.43 |
Stock-Based Compensation - Perf
Stock-Based Compensation - Performance Stock Units Activity (Details) - Performance Shares - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Number of Units | ||
Shares outstanding, beginning (in shares) | 142,000 | 94,110 |
Granted (in shares) | 0 | 117,000 |
Settled (in shares) | 0 | (69,110) |
Forfeited (in shares) | (99,000) | 0 |
Shares outstanding, ending (in shares) | 43,000 | 142,000 |
Weighted-Average Grant Date Fair Value | ||
Shares outstanding, weighted-average grant date fair value, beginning (in dollars per share) | $ 7.34 | $ 5.41 |
Granted (in dollars per share) | 0 | 7.77 |
Settled (in dollars per share) | 0 | 5.44 |
Forfeited (in dollars per share) | 7.14 | 0 |
Shares outstanding, weighted-average grant date fair value, ending (in dollars per share) | $ 7.80 | $ 7.34 |
Employee Benefit Plans - Narrat
Employee Benefit Plans - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Jan. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Contributions, year two | $ 4,017 | ||
Contributions, year one | 89,460 | ||
Benefits paid | 10,647 | $ 10,545 | |
Accumulated benefit obligation | $ 141,427 | $ 143,521 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) Excluding Service Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Nonoperating Income (Expense) | Other Nonoperating Income (Expense) | |
Net periodic benefit cost | $ 1,500 | ||
Market cycle, maximum (in years) | 5 years | ||
401k expense | $ 1,200 | $ 1,200 | |
Nonqualified Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Benefits paid | 1,800 | ||
Accumulated benefit obligation | $ 20,500 | $ 21,000 | |
Minimum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Market cycle, minimum (in years) | 3 years | ||
Maximum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Market cycle, minimum (in years) | 5 years | ||
Qualified Plan I | Qualified Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Termination process (in months) | 18 months | ||
Contributions, year two | $ 7,600 | ||
Amortization period (in years) | 15 years 8 months 12 days | ||
Qualified Plan II | Qualified Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Contributions, year one | $ 2,000 | ||
Amortization period (in years) | 24 years 9 months 18 days |
Employee Benefit Plans - Define
Employee Benefit Plans - Defined Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | ||
Benefit obligation at beginning of year | $ 143,521 | $ 186,041 |
Interest cost | 7,088 | 5,040 |
Actuarial gain (loss) | 1,465 | (37,014) |
Benefits paid | (10,647) | (10,546) |
Benefit obligation at end of year | 141,427 | 143,521 |
Change in plan assets | ||
Fair value of plan assets at beginning of year | 103,891 | 131,741 |
Actual return on plan assets | 7,128 | (20,358) |
Contributions | 3,324 | 3,053 |
Benefits paid | (10,647) | (10,545) |
Fair value of plan assets at end of year | 103,696 | 103,891 |
Funded status at end of year | $ (37,731) | $ (39,630) |
Employee Benefit Plans - Recogn
Employee Benefit Plans - Recognized in Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Defined Benefit Plan Disclosure [Line Items] | ||
Current pension liabilities | $ 8,561 | $ 1,858 |
Total pension liabilities | 37,731 | 39,630 |
Qualified Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Pension liabilities | 10,540 | 18,674 |
Nonqualified Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Pension liabilities | $ 18,630 | $ 19,098 |
Employee Benefit Plans - Reco_2
Employee Benefit Plans - Recognized in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Retirement Benefits [Abstract] | ||
Net loss | $ 42,456 | $ 44,120 |
Employee Benefit Plans - Accumu
Employee Benefit Plans - Accumulated Benefit of Obligation in Excess of Plan Asset (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Retirement Benefits [Abstract] | ||
Projected benefit obligation | $ 141,427 | $ 143,521 |
Accumulated benefit obligation | 141,427 | 143,521 |
Fair value of plan assets | $ 103,696 | $ 103,891 |
Employee Benefit Plans - Net Pe
Employee Benefit Plans - Net Period of Net Periodic Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Net Periodic Benefit Cost | ||
Interest cost | $ 7,088 | $ 5,040 |
Expected return on plan assets | (6,216) | (5,872) |
Recognized actuarial loss | 2,521 | 2,876 |
Net periodic benefit cost | 3,393 | 2,044 |
Amounts Recognized in Other Comprehensive Income | ||
Adjustment to pension liabilities | (1,723) | (10,274) |
Net cost recognized in net periodic benefit cost and other comprehensive income | $ 1,670 | $ (8,230) |
Employee Benefit Plans - Weight
Employee Benefit Plans - Weighted-Average Assumptions Used for Measurement of Defined Pension Plans (Details) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Qualified Plan | Qualified Plan I | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Weighted-average assumptions used to determine net periodic benefit cost | 5.13% | 2.75% |
Expected return on plan assets | 5.95% | 4.25% |
Weighted-average assumptions used to determine benefit obligations | 5.64% | 5.13% |
Qualified Plan | Qualified Plan II | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Weighted-average assumptions used to determine net periodic benefit cost | 5.18% | 2.92% |
Expected return on plan assets | 7.05% | 5.75% |
Weighted-average assumptions used to determine benefit obligations | 4.99% | 5.18% |
Nonqualified Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Weighted-average assumptions used to determine net periodic benefit cost | 5.12% | 2.73% |
Weighted-average assumptions used to determine benefit obligations | 4.92% | 5.12% |
Employee Benefit Plans - Plan A
Employee Benefit Plans - Plan Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | $ 103,696 | $ 103,891 | $ 131,741 |
Total plan assets, percentage | 100% | 100% | |
Equity securities | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | $ 20,635 | $ 50,090 | |
Total plan assets, percentage | 20% | 48% | |
Debt securities | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | $ 76,036 | $ 49,846 | |
Total plan assets, percentage | 73% | 48% | |
Other | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | $ 7,025 | $ 3,955 | |
Total plan assets, percentage | 7% | 4% | |
Total investments, excluding investments valued at NAV | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | $ 96,671 | $ 99,936 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | 87,482 | 85,665 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Equity securities | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | 20,635 | 50,090 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Debt securities | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | 66,847 | 35,575 | |
Significant Other Observable Inputs (Level 2) | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | 9,189 | 14,271 | |
Significant Other Observable Inputs (Level 2) | Equity securities | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | 0 | 0 | |
Significant Other Observable Inputs (Level 2) | Debt securities | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | 9,189 | 14,271 | |
Significant Unobservable Inputs (Level 3) | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | 0 | 0 | |
Significant Unobservable Inputs (Level 3) | Equity securities | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | 0 | 0 | |
Significant Unobservable Inputs (Level 3) | Debt securities | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | 0 | 0 | |
Investments valued at NAV | |||
Defined Benefit Plan, Plan Assets, Allocation [Line Items] | |||
Total plan assets, amount | $ 7,025 | $ 3,955 |
Employee Benefit Plans - Accept
Employee Benefit Plans - Acceptable Level of Volatility (Details) | Dec. 31, 2023 |
Equities | Qualified Plan I | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
Equities | Qualified Plan I | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
Equities | Qualified Plan I | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 20% |
Equities | Qualified Plan II | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 77% |
Equities | Qualified Plan II | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 62% |
Equities | Qualified Plan II | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 87% |
U.S. Large Cap | Qualified Plan I | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
U.S. Large Cap | Qualified Plan I | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
U.S. Large Cap | Qualified Plan I | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 10% |
U.S. Large Cap | Qualified Plan II | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 28% |
U.S. Large Cap | Qualified Plan II | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 18% |
U.S. Large Cap | Qualified Plan II | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 38% |
U.S. Mid Cap | Qualified Plan I | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
U.S. Mid Cap | Qualified Plan I | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
U.S. Mid Cap | Qualified Plan I | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 5% |
U.S. Mid Cap | Qualified Plan II | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 18% |
U.S. Mid Cap | Qualified Plan II | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 13% |
U.S. Mid Cap | Qualified Plan II | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 23% |
U.S. Small Cap | Qualified Plan I | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
U.S. Small Cap | Qualified Plan I | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
U.S. Small Cap | Qualified Plan I | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 5% |
U.S. Small Cap | Qualified Plan II | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 9% |
U.S. Small Cap | Qualified Plan II | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 4% |
U.S. Small Cap | Qualified Plan II | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 14% |
Developed | Qualified Plan I | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
Developed | Qualified Plan I | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
Developed | Qualified Plan I | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 5% |
Developed | Qualified Plan II | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 16% |
Developed | Qualified Plan II | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 11% |
Developed | Qualified Plan II | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 21% |
Emerging Markets | Qualified Plan I | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
Emerging Markets | Qualified Plan I | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
Emerging Markets | Qualified Plan I | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 5% |
Emerging Markets | Qualified Plan II | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 6% |
Emerging Markets | Qualified Plan II | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
Emerging Markets | Qualified Plan II | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 9% |
Fixed Income | Qualified Plan I | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 95% |
Fixed Income | Qualified Plan I | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
Fixed Income | Qualified Plan I | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 100% |
Fixed Income | Qualified Plan II | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 21% |
Fixed Income | Qualified Plan II | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 11% |
Fixed Income | Qualified Plan II | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 31% |
Investment Grade | Qualified Plan I | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 95% |
Investment Grade | Qualified Plan I | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
Investment Grade | Qualified Plan I | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 100% |
Investment Grade | Qualified Plan II | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 21% |
Investment Grade | Qualified Plan II | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 11% |
Investment Grade | Qualified Plan II | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 31% |
Cash Equivalent | Qualified Plan I | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 5% |
Cash Equivalent | Qualified Plan I | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
Cash Equivalent | Qualified Plan I | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 100% |
Cash Equivalent | Qualified Plan II | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 2% |
Cash Equivalent | Qualified Plan II | Minimum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 0% |
Cash Equivalent | Qualified Plan II | Maximum | |
Defined Benefit Plan Disclosure [Line Items] | |
Target allocation | 40% |
Employee Benefit Plans - Expect
Employee Benefit Plans - Expected Future Benefit Payments (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Retirement Benefits [Abstract] | |
2024 | $ 89,460 |
2025 | 4,017 |
2026 | 4,111 |
2027 | 4,217 |
2028 | 4,327 |
2029 - 2033 | 22,809 |
Total | $ 128,941 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2020 | |
Tax Credit Carryforward [Line Items] | ||||
Income tax refund | $ 2,899 | $ 1,391 | ||
Statutory federal income tax rate | 21% | |||
Valuation allowance for deferred tax assets | $ 7,091 | 7,652 | ||
Change in valuation allowance | 600 | |||
Domestic Tax Authority | ||||
Tax Credit Carryforward [Line Items] | ||||
Tax credit carryforward | 3,700 | |||
Foreign Tax Authority | ||||
Tax Credit Carryforward [Line Items] | ||||
Tax credit carryforward | 500 | |||
Net operating loss carryforwards | 4,400 | |||
State and Local Jurisdiction | ||||
Tax Credit Carryforward [Line Items] | ||||
Net operating loss carryforwards | $ 109,000 | |||
Tax Year 2019 | ||||
Tax Credit Carryforward [Line Items] | ||||
Income tax refund | $ 6,400 | |||
Tax Year 2018 | ||||
Tax Credit Carryforward [Line Items] | ||||
Income tax refund | $ 3,200 | |||
Tax Year 2020 | ||||
Tax Credit Carryforward [Line Items] | ||||
Income tax refunds from carryback of loss | $ 2,500 | |||
Tax Year 2022 | ||||
Tax Credit Carryforward [Line Items] | ||||
Income tax refunds from carryback of loss | $ 5,300 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Benefit (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Current | ||
Federal | $ (10) | $ 60 |
State and local | 264 | 774 |
Foreign | 871 | 1,546 |
Total current | 1,125 | 2,380 |
Deferred | ||
Federal | (1,340) | (11,496) |
State and local | (216) | (8,347) |
Foreign | 82 | 0 |
Total deferred | (1,474) | (19,843) |
Total income benefit | $ (349) | $ (17,463) |
Income Taxes - Components of _2
Income Taxes - Components of Income (Loss) Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
United States | $ (7,546) | $ 10,252 |
Foreign | 5,627 | 9,061 |
(Loss) income before income taxes | $ (1,919) | $ 19,313 |
Income Taxes - Differences Betw
Income Taxes - Differences Between Total Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Computed expected income tax (benefit) expense | $ (403) | $ 4,056 |
Net effect of state income taxes | (206) | 1,074 |
Foreign subsidiary dividend inclusions | 507 | 639 |
Foreign tax rate differential | (257) | (349) |
Change in valuation allowance | (562) | (18,243) |
Return to Provision | 706 | (141) |
Change in Rate | 165 | (2,172) |
Credits | (543) | (1,126) |
Adjustments to State Attributes | (137) | (1,330) |
Other Adjustments, net | 381 | 129 |
Total income benefit | $ (349) | $ (17,463) |
Income Taxes - Income Tax Benef
Income Taxes - Income Tax Benefit (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Loss from operations | $ (349) | $ (17,463) |
Stockholders’ equity (deficit) | 0 | 0 |
Total | $ (349) | $ (17,463) |
Income Taxes - Significant Port
Income Taxes - Significant Portions of the Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets | ||
Deferred compensation and retirement plan | $ 9,667 | $ 10,246 |
Accrued expenses not deductible until paid | 1,177 | 33 |
Lease liability | 6,979 | 5,591 |
Investment in foreign subsidiaries, outside basis difference | 1,604 | 1,047 |
Interest Expense limitations | 971 | 913 |
Other, net | 1,320 | 1,667 |
Foreign net operating loss carryforwards | 1,382 | 1,623 |
State net operating loss carryforwards | 5,309 | 5,184 |
Foreign tax credit carryforwards | 3,730 | 4,212 |
General Business Credit Carryovers | 538 | 546 |
Total gross deferred tax assets | 32,677 | 31,062 |
Less valuation allowances | (7,091) | (7,652) |
Net deferred tax assets | 25,586 | 23,410 |
Deferred tax liabilities | ||
Property, plant and equipment | (1,485) | (2,024) |
Right-of-use asset | (6,144) | (4,765) |
Other, net | (689) | (315) |
Total gross deferred tax liabilities | (8,318) | (7,104) |
Net deferred tax assets | $ 17,268 | $ 16,306 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares | 1 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Share-Based Payment Arrangement, Option | |||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||
Antidilutive securities excluded (in shares) | 99,791 | 13,366 | |
Unvested Shares | |||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||
Antidilutive securities excluded (in shares) | 37,653 | 24,918 | |
Series A Preferred Stock | |||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||
Dividend rate | 5% | ||
Shares repurchased (in shares) | 9,926 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliations of Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Numerator: | ||
Net (loss) income | $ (1,570) | $ 36,776 |
Less: Loss from redemption of Preferred stock | 0 | 1,380 |
(Loss) income attributable to common stockholders | $ (1,570) | $ 35,396 |
Denominator: | ||
Basic EPS denominator: weighted-average common shares outstanding (in shares) | 7,310 | 7,101 |
Diluted EPS denominator (in shares) | 7,310 | 7,457 |
Basic (loss) income per common shares (in dollars per share) | $ (0.21) | $ 4.98 |
Diluted (loss) income per common shares (in dollars per share) | $ (0.21) | $ 4.75 |
Comprehensive Income (Details)
Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | $ 18,808 | $ (24,715) |
Other comprehensive loss, net of tax, before reclassifications | 2,548 | (5,248) |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 1,664 | 10,274 |
Total other comprehensive income, net of tax | 4,212 | 5,026 |
Ending balance | 19,857 | 18,808 |
Total | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (48,302) | (53,328) |
Total other comprehensive income, net of tax | 4,212 | 5,026 |
Ending balance | (44,090) | (48,302) |
Defined Benefit Pension Items | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (44,120) | (54,394) |
Other comprehensive loss, net of tax, before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 1,664 | 10,274 |
Total other comprehensive income, net of tax | 1,664 | 10,274 |
Ending balance | (42,456) | (44,120) |
Foreign Currency Items | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (4,182) | 1,066 |
Other comprehensive loss, net of tax, before reclassifications | 2,548 | (5,248) |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 0 | 0 |
Total other comprehensive income, net of tax | 2,548 | (5,248) |
Ending balance | $ (1,634) | $ (4,182) |
Acquisition of Inside Out Sol_3
Acquisition of Inside Out Solutions, LLC - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 01, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | |||
Cash held in escrow | $ 500 | $ 1,000 | |
Goodwill | $ 1,926 | $ 2,398 | |
Useful life (in years) | 5 years | ||
Inside Out Solutions, LLC | |||
Business Acquisition [Line Items] | |||
Cash held in escrow | $ 500 | ||
Inside Out Solutions, LLC | |||
Business Acquisition [Line Items] | |||
Aggregate purchase price | $ 7,500 | ||
Payment in cash | 5,750 | ||
Cash held in escrow | 1,000 | ||
Cash paid at closing | $ 750 | ||
Shares paid (in shares) | 70,956 | ||
Performance requirement to be earned and refund from escrow account | 500 | ||
Decrease of goodwill | 500 | ||
Intangible assets recognized | $ 3,600 | ||
Goodwill | $ 2,400 | ||
Pro forma revenue | $ 9,700 |
Acquisition of Inside Out Sol_4
Acquisition of Inside Out Solutions, LLC - Business Acquisition Assets and Liabilities (Details) - Inside Out Solutions, LLC $ in Thousands | Dec. 31, 2023 USD ($) |
Business Acquisition [Line Items] | |
Accounts receivable | $ 1,445 |
Prepaid expenses | 148 |
Property, plant and equipment | 177 |
Total assets acquired | 1,770 |
Less: Current liabilities assumed | (761) |
Net assets acquired | $ 1,009 |
Acquisition of Inside Out Sol_5
Acquisition of Inside Out Solutions, LLC - Summary of Intangible Assets (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Amortization Period (in years) | 5 years |
Net Carrying Amount | $ 2,820 |
Inside Out Solutions, LLC | Customer Relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Gross Carrying Amount | 3,600 |
Accumulated Amortization | 780 |
Net Carrying Amount | $ 2,820 |
Acquisition of Inside Out Sol_6
Acquisition of Inside Out Solutions, LLC - Schedule of Future Amortization Expense (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Business Combination and Asset Acquisition [Abstract] | |
2024 | $ 720 |
2025 | 720 |
2026 | 720 |
2027 | 660 |
Net Carrying Amount | $ 2,820 |
Litigation and Contingencies (D
Litigation and Contingencies (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Liabilities recorded | $ 0 |
Restructuring Activities - Narr
Restructuring Activities - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expense | $ 5,687 | $ 0 |
Expected cost | 10,100 | |
Consulting expense | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expense | 4,579 | |
Lease impairment and termination expense | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expense | 798 | |
Severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expense | 169 | |
Facility and other expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expense | $ 78 |
Restructuring Activities - Rest
Restructuring Activities - Restructuring Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expense | $ 5,687 | $ 0 |
Consulting expense | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expense | 4,579 | |
Severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expense | 169 | |
Total facility, asset impairment and other expense | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expense | 939 | |
Lease impairment and termination expense | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expense | 798 | |
Fixed Asset disposal and impairment charges | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expense | 63 | |
Facility and other expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expense | $ 78 |
Restructuring Activities - Chan
Restructuring Activities - Changes in Liabilities (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning balance: | $ 0 |
Additions | 4,826 |
Payments and adjustment | (1,070) |
Ending balance: | 3,756 |
Consulting | |
Restructuring Reserve [Roll Forward] | |
Beginning balance: | 0 |
Additions | 4,579 |
Payments and adjustment | (1,005) |
Ending balance: | 3,574 |
Severance | |
Restructuring Reserve [Roll Forward] | |
Beginning balance: | 0 |
Additions | 169 |
Payments and adjustment | (25) |
Ending balance: | 144 |
Facility, asset impairment and other expense | |
Restructuring Reserve [Roll Forward] | |
Beginning balance: | 0 |
Additions | 78 |
Payments and adjustment | (40) |
Ending balance: | $ 38 |
Segment Reporting - Narrative (
Segment Reporting - Narrative (Details) | 12 Months Ended |
Dec. 31, 2023 segment | |
Segment Reporting [Abstract] | |
Number of segments | 3 |
Segment Reporting - Financial I
Segment Reporting - Financial Information by Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | ||
Operating revenue | $ 191,492 | $ 206,278 |
Segment operating expense | 178,209 | 188,443 |
Restructuring expense | 5,687 | 0 |
Contribution margin | 7,596 | 17,835 |
Overhead Allocation | 0 | 0 |
EBITDA | 7,596 | 17,835 |
Depreciation and amortization expense | 4,237 | 2,728 |
Operating income (loss) | 3,359 | 15,107 |
Operating Segments | Marketing Services | ||
Segment Reporting Information [Line Items] | ||
Operating revenue | 43,204 | 52,975 |
Segment operating expense | 34,795 | 41,241 |
Restructuring expense | 0 | 0 |
Contribution margin | 8,409 | 11,734 |
Overhead Allocation | 2,984 | 4,390 |
EBITDA | 5,425 | 7,344 |
Depreciation and amortization expense | 312 | 362 |
Operating income (loss) | 5,113 | 6,982 |
Operating Segments | Customer Care | ||
Segment Reporting Information [Line Items] | ||
Operating revenue | 63,327 | 67,205 |
Segment operating expense | 49,851 | 52,173 |
Restructuring expense | 0 | 0 |
Contribution margin | 13,476 | 15,032 |
Overhead Allocation | 2,774 | 2,865 |
EBITDA | 10,702 | 12,167 |
Depreciation and amortization expense | 1,280 | 884 |
Operating income (loss) | 9,422 | 11,283 |
Operating Segments | Fulfillment & Logistics Services | ||
Segment Reporting Information [Line Items] | ||
Operating revenue | 84,961 | 86,098 |
Segment operating expense | 73,213 | 72,180 |
Restructuring expense | 0 | 0 |
Contribution margin | 11,748 | 13,918 |
Overhead Allocation | 2,891 | 3,325 |
EBITDA | 8,857 | 10,593 |
Depreciation and amortization expense | 1,143 | 824 |
Operating income (loss) | 7,714 | 9,769 |
Restructuring | ||
Segment Reporting Information [Line Items] | ||
Operating revenue | 0 | 0 |
Segment operating expense | 0 | 0 |
Restructuring expense | 5,687 | 0 |
Contribution margin | (5,687) | 0 |
Overhead Allocation | 0 | 0 |
EBITDA | (5,687) | 0 |
Depreciation and amortization expense | 0 | 0 |
Operating income (loss) | (5,687) | 0 |
Unallocated Corporate | ||
Segment Reporting Information [Line Items] | ||
Operating revenue | 0 | 0 |
Segment operating expense | 20,350 | 22,849 |
Restructuring expense | 0 | 0 |
Contribution margin | (20,350) | (22,849) |
Overhead Allocation | (8,649) | (10,580) |
EBITDA | (11,701) | (12,269) |
Depreciation and amortization expense | 1,502 | 658 |
Operating income (loss) | $ (13,203) | $ (12,927) |