Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 12, 2023

IDT CORPORATION

(Exact name of registrant as specified in its charter)

Delaware		1-16371		22-3415036
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

520 Broad Street Newark, New Jersey		07102
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (973) 438-1000

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)		Name of each exchange on which registered
Class B common stock, par value $0.01 per share		IDT		New York Stock Exchange.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition

On October 12, 2023, IDT Corporation (the “Registrant”) issued a press release announcing its results of operations for its fiscal quarter and fiscal year ended July 31, 2023. A copy of the earnings release concerning the foregoing results is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The Registrant is furnishing the information contained in this Report, including Exhibit 99.1, pursuant to Item 2.02 of Form 8-K promulgated by the Securities and Exchange Commission (the “SEC”). This information shall not be deemed to be “filed” with the SEC or incorporated by reference into any other filing with the SEC unless otherwise expressly stated in such filing. In addition, this Report and the press release contain statements intended as “forward-looking statements” that are subject to the cautionary statements about forward-looking statements set forth in the press release.

Item 9.01. Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit No.		Document
99.1		Earnings Release, October 12, 2023, reporting operational and financial results for IDT Corporation’s fiscal quarter and fiscal year ended July 31, 2023.
104		Cover Pager Interactive Data File, formatted in Inline XBRL document

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	IDT CORPORATION

	By:	/s/ Shmuel Jonas
	Name:	Shmuel Jonas
	Title:	Chief Executive Officer

Dated: October 12, 2023

EXHIBIT INDEX

Exhibit Number		Document
99.1		Earnings Release, October 12, 2023, reporting operational and financial results for IDT Corporation’s fiscal quarter and fiscal year ended July 31, 2023.
104		Cover Pager Interactive Data File, formatted in Inline XBRL document

Exhibit 99.1

IDT Corporation Reports Fourth Quarter and Fiscal Year 2023 Results

NRS added a record number of net retail terminals and payment processing accounts during 4Q23

net2phone increased seats served by 21% and subscription revenue by 19% YoY in 4Q23

BOSS Money increased transactions by 42% driving a 36% YoY revenue increase in 4Q23

NEWARK, NJ — October 12, 2023: IDT Corporation (NYSE: IDT), a global provider of fintech, cloud communications, and traditional communications services, today reported results for the fourth quarter and full fiscal year 2023, the three and twelve months ended July 31, 2023.

HIGHLIGHTS

(Throughout this release, unless otherwise noted, results for the fourth quarter of fiscal year 2023 (4Q23) are compared to the fourth quarter of fiscal year 2022 (4Q22) and results for FY2023 are compared to FY2022. All earnings per share (EPS) and other ‘per share’ results are per diluted share.)

	●	National Retail Solutions (NRS) added over 1,700 net active point-of-sale (POS) terminals during 4Q23 and over 6,300 during FY2023 to reach approximately 25,700 as of July 31^st. Recurring revenue^* increased 6% in 4Q23 to $18.8 million led by a 79% increase in merchant services revenue. FY2023 recurring revenue increased 58% to $71.4 million;
	●	net2phone added approximately 12,000 net seats served during 4Q23 and 61,000 during FY2023 to reach approximately 352,000 as of July 31^st. Subscription revenue^* increased 19% in 4Q23 to $17.9 million. FY2023 subscription revenue increased 25% to $66.8 million;
	●	BOSS Money remittance volume increased by 42% to 3.79 million transactions during 4Q23 while revenue increased 36% to $22.3 million led by a 46% increase in retail channel revenue. FY2023 BOSS Money revenue increased 38% to $76.9 million;
	●	Consolidated revenue decreased 8% in 4Q23 to $304 million while consolidated direct cost of revenue decreased 11% to $211 million. FY2023 consolidated revenue decreased 9% to $1,239 million while the consolidated direct cost of revenue decreased 15% to $876 million;
	●	Consolidated income from operations decreased 38% in 4Q23 to $12.0 million. FY2023 consolidated income from operations increased 1% to $60.7 million;
	●	Net income attributable to IDT decreased 54% in 4Q23 to $8.0 million. FY2023 net income attributable to IDT increased 50% to $40.5 million;
	●	Consolidated Adjusted EBITDA^** decreased 25% in 4Q23 to $18.1 million. FY2023 consolidated Adjusted EBITDA increased 9% to $86.2 million;
	●	EPS decreased to $0.31 in 4Q23 from $0.66 and Non-GAAP EPS^** decreased to $0.36 from $0.67. FY2023 EPS increased to $1.58 from $1.03, and Non-GAAP EPS increased to $1.86 from $1.12;
	●	During 4Q23, IDT accelerated its stock repurchases, buying back 231,416 shares of its Class B common stock in market transactions for $5.6 million. During FY2023, IDT repurchased 511,546 Class B shares for $13.1 million. During 1Q24 through October 11^th, IDT had repurchased 124,530 shares of Class B common stock for an aggregate purchase price of $2.8 million.

^*See ‘Explanation of Key Performance Metrics’ at the end of this release.

^**Adjusted EBITDA and Non-GAAP EPS are Non-GAAP financial measures intended to provide useful information that supplements IDT’s or the relevant segment’s results in accordance with GAAP. Please refer to the Reconciliation of Non-GAAP Financial Measures later in this release for an explanation of these terms and their respective reconciliations to the most directly comparable GAAP measures.

REMARKS BY SHMUEL JONAS, CEO

“Our results this quarter were highlighted by the continued expansion of our three high-growth, high-margin businesses, while our Traditional Communications segment performed as expected.

“At NRS, we have ramped up our investment to accelerate the growth of the NRS terminal and payment networks, and we delivered record quarterly increases in both net new terminals and net new NRS Pay accounts. With that tailwind, Merchant Services Q4 revenue increased 79% year-over-year. Advertising & Data revenue, while 40% below the year-ago peak, improved sequentially. Advertising & Data revenue increased 7% from the prior quarter and is on track for a larger sequential increase in the current quarter. NRS’ results also reflected our investment in growth initiatives, including the development of new features and functionalities that will help us expand our target market to new verticals within the independent retailer market during the coming year.

“At net2phone, subscription revenue increased 19% year over year, powered by the increase in seats served and an increase in average subscription revenue per seat in Latin America. Here too we are investing in initiatives to expand the business. In the coming quarters, we are preparing to roll out two exciting premium services – net2phone AI and Call Center Essentials – that we expect to enhance ARPU and margins across our markets.

“Within our Fintech segment, BOSS Money, our international remittance business, continued to benefit from the synergies between its retail and direct-to-consumer channels, and from our cross-marketing programs within the larger BOSS ecosystem. Also in our Fintech segment, we’ve begun enrolling customers in our new mobile banking app, Elroy. Elroy is replete with innovative features to help underbanked and unbanked customers integrate into the U.S. financial mainstream while appealing to anyone who despises bank fees but appreciates financial convenience, saving money, and earning interest.

“Within our Traditional Communications segment, we are working to further streamline the operations of our BOSS Revolution Calling and IDT Global businesses while pushing new initiatives to return our IDT Digital Payments business to growth.”

RESULTS BY SEGMENT

Fiscal Quarters	NRS						net2phone									Fintech									Traditional Communications
(In millions)	4Q23		3Q23		4Q22		4Q23			3Q23			4Q22			4Q23			3Q23			4Q22			4Q23		3Q23		4Q22
Revenue	$	19.9	$	18.1	$	19.2	$	19.3		$	18.4		$	16.2		$	24.6		$	21.8		$	18.5		$	240.0	$	241.0	$	274.6
Direct cost of revenue	$	2.1	$	2.6	$	2.7	$	3.1		$	3.0		$	2.5		$	11.0		$	9.2		$	7.4		$	195.2	$	195.4	$	225.3
SG&A expense	$	15.4	$	12.8	$	9.5	$	15.2		$	14.4		$	14.0		$	14.8		$	13.2		$	12.5		$	26.3	$	26.0	$	28.9
Income (loss) from operations	$	1.7	$	2.1	$	6.7	$	(0.7	)	$	(0.4	)	$	(1.8	)	$	(1.9	)	$	(1.3	)	$	(1.9	)	$	14.1	$	12.9	$	18.0
Adjusted EBITDA	$	2.4	$	2.7	$	7.1	$	0.9		$	1.0		$	(0.4	)	$	(1.2	)	$	(0.6	)	$	(1.3	)	$	18.6	$	19.7	$	20.5

Fiscal Years	NRS				net2phone						Fintech						Traditional Communications
(In millions)	FY2023		FY2022		FY2023			FY2022			FY2023			FY2022			FY2023		FY2022
Revenue	$	77.1	$	51.3	$	72.4		$	58.2		$	86.6		$	64.6		$	1,002.7	$	1,190.0
Direct cost of revenue	$	8.9	$	7.1	$	12.0		$	10.1		$	36.5		$	26.1		$	818.3	$	991.2
SG&A expense	$	51.4	$	32.1	$	57.3		$	54.2		$	51.9		$	43.1		$	107.0	$	113.3
Income (loss) from operations	$	14.4	$	11.2	$	(2.8	)	$	(11.1	)	$	(2.5	)	$	(6.9	)	$	61.3	$	75.8
Adjusted EBITDA	$	16.8	$	12.1	$	3.0		$	(6.1	)	$	(1.8	)	$	(4.6	)	$	77.5	$	85.5

National Retail Solutions (NRS)

During 4Q23 and 4Q22, the NRS segment contributed 6.6% and 5.9% of IDT’s consolidated revenue, respectively. For FY2023 and FY2022, the corresponding contributions were 6.2% and 3.8%, respectively.

Take-Aways:

●	During 4Q23, NRS added 1,744 net active terminals – a quarterly record. During FY2023, the network expanded by 6,308 net new terminals.
●	During 4Q23, NRS added 1,661 net payment processing accounts, also a record quarterly increase. During FY2023, NRS added 5,459 net payment processing accounts.
●	Merchant Services revenue growth was driven primarily by the increase in net payment processing accounts.

National Retail Solutions (NRS) (Terminals and accounts at end of period. $ in millions, except for revenue per terminal)
	4Q23		3Q23		4Q22		4Q23-4Q22 (% Δ)			FY2023		FY2022		FY2023-FY2022 (% Δ)
Terminals and payment processing accounts
Active POS terminals		25,700		23,900		19,400		+33	%
Payment processing accounts		15,800		14,100		10,300		+53	%

Recurring revenue
Merchant Services and other	$	10.3	$	8.7	$	5.8		+79	%	$	32.8	$	17.5		+88	%
Advertising and Data	$	6.2	$	5.8	$	10.3		(40	)%	$	30.6	$	22.3		+37	%
SaaS Fees	$	2.3	$	2.1	$	1.6		+44	%	$	8.0	$	5.6		+45	%
Total recurring revenue	$	18.8	$	16.5	$	17.7		+6	%	$	71.4	$	45.3		+58	%
POS Terminal Sales	$	1.1	$	1.6	$	1.6		(29	)%	$	5.7	$	6.0		(6	)%
Total revenue	$	19.9	$	18.1	$	19.2		+4	%	$	77.1	$	51.3		+50	%

Monthly average recurring revenue per terminal^*	$	253	$	237	$	316		(20	)%	$	264	$	226		+17	%

Income from operations	$	1.7	$	2.1	$	6.7		(75	)%	$	14.4	$	11.2		+29	%
Adjusted EBITDA	$	2.4	$	2.7	$	7.1		(66	)%	$	16.8	$	12.1		+38	%

net2phone

During 4Q23 and 4Q22, the net2phone segment contributed 6.3% and 4.9% of IDT’s consolidated revenue, respectively. For FY2023 and FY2022, the corresponding contributions were 5.8% and 4.3%, respectively.

net2phone *(Seats in thousands at end of period. $ in millions)*
	4Q23			3Q23			4Q22			4Q23-4Q22 (% Δ, $)			FY2023			FY2022			FY2023-FY2022 (% Δ, $)
Seats		352			340			291			+21	%

Revenue
Subscription revenue	$	17.9		$	17.1		$	15.1			+19	%	$	66.8		$	53.6			+25	%
Other revenue	$	1.4		$	1.3		$	1.1			+25	%	$	5.6		$	4.6			+20	%
Total Revenue	$	19.3		$	18.4		$	16.2			+19	%	$	72.4		$	58.2			+24	%

Loss from operations	$	(0.7	)	$	(0.4	)	$	(1.8	)		+$1.1		$	(2.8	)	$	(11.1	)		+$8.4
Adjusted EBITDA	$	0.9		$	1.0		$	(0.4	)		+$1.3		$	3.0		$	(6.1	)		+$9.1

Take-Aways:

	●	net2phone’s year-over-year increase in seats served was powered by continued expansion in key markets led by the U.S., Brazil, and Mexico.
	●	In 4Q23, subscription revenue increased 19% year-over-year driven by the robust increase in seats served.
	●	In FY2023, subscription revenue increased 25% compared to FY2022, as the increase in seats served was augmented by a 3% increase in subscription revenue per seat including a 6% increase in Latin American markets.

Fintech

During 4Q23 and 4Q22, the Fintech segment contributed 8.1% and 5.6% of IDT’s consolidated revenue, respectively. For FY2023 and FY2022, the corresponding contributions were 7.0% and 4.7%, respectively.

Fintech (Transactions in thousands. $ in millions except for revenue per transaction)
	4Q23			3Q23			4Q22			4Q23-4Q22 (% Δ, $)			FY2023			FY2022			FY2023-FY2022 (% Δ, $)
BOSS Money Transactions		3,793			3,274			2,670			+42	%		12,983			9,370			+39	%

Fintech Revenue
BOSS Money	$	22.3		$	19.4		$	16.4			+36	%	$	76.9		$	55.6			+38	%
Other	$	2.3		$	2.4		$	2.1			+6	%	$	9.7		$	9.0			+7	%
Total Revenue	$	24.6		$	21.8		$	18.5			+33	%	$	86.6		$	64.6			+34	%

Average revenue per transaction*	$	5.87		$	5.94		$	6.13		$	(0.26	)	$	5.93		$	5.93			NC

Loss from operations	$	(1.9	)	$	(1.3	)	$	(1.9	)		NC		$	(2.5	)	$	(6.9	)		+$4.4
Adjusted EBITDA	$	(1.2	)	$	(0.6	)	$	(1.3	)		+$0.1		$	(1.8	)	$	(4.6	)		+$2.8

Take-Aways:

●	In 4Q23, the 42% increase in BOSS Money transactions included a 47% increase in retail transactions driven by expansion of the BOSS Money retail agent network and enhancements to the retailer portal. Digital transactions increased 41%. In FY2023, transactions increased 39% including a 41% increase in retail transactions and a 38% increase in digital transactions.
●	BOSS Money revenue increased 36% in 4Q23 and 38% in FY2023 driven primarily by cross-marketing within the larger BOSS ecosystem and expansion of the retail agent network.

Traditional Communications

During 4Q23 and 4Q22, the Traditional Communications segment contributed 79.0% and 83.6% of IDT’s consolidated revenue, respectively. For FY2023 and FY2022, the corresponding contributions were 81.0% and 87.2%, respectively.

Traditional Communications ($ in millions)
	4Q23		3Q23		4Q22		4Q23-4Q22 (% Δ)			FY2023		FY2022		FY2023-FY2022 (% Δ)
Revenue
IDT Digital Payments	$	100.8	$	101.0	$	112.6		(10	)%	$	417.1	$	473.2		(12	)%
BOSS Revolution Calling	$	75.4	$	77.6	$	90.2		(16	)%	$	322.1	$	387.9		(17	)%
IDT Global	$	55.6	$	54.5	$	62.9		(12	)%	$	230.3	$	292.4		(21	)%
Other	$	8.2	$	7.9	$	8.8		(7	)%	$	33.2	$	36.5		(9	)%
Total Revenue	$	240.0	$	241.0	$	274.6		(13	)%	$	1,002.7	$	1,190.0		(16	)%

Income from operations	$	14.1	$	12.9	$	18.0		(22	)%	$	61.3	$	75.8		(19	)%
Adjusted EBITDA	$	18.6	$	19.7	$	20.5		(9	)%	$	77.5	$	85.5		(9	)%

Take-Aways:

●	As in recent prior quarters, the year-over-year decrease in IDT Digital Payments revenue was due to the deterioration of a key international mobile top-up corridor.
●	Although BOSS Revolution Calling and IDT Global’s revenues were relatively unchanged sequentially, the industry-wide decline in the paid minute calling markets will continue to impact revenues and cash flows for the segment in the coming quarters.

NOTES ON FINANCIAL STATEMENTS

Consolidated results for all periods presented include corporate overhead. Corporate G&A expense in 4Q23 increased to $2.6 million from $1.7 million in 4Q22 reflecting an increase in audit and accounting fees and higher employee compensation expense. For FY2023, those same factors as well as increased non-cash stock-based compensation expense drove an increase in corporate G&A to $9.3 million from $7.8 million in FY2022.

As of July 31, 2023, IDT held $152.2 million in cash, cash equivalents, debt securities, and current equity investments. Current assets totaled $387.1 million and current liabilities totaled $294.1 million. IDT had no outstanding debt at the fiscal year-end.

Net cash provided by operating activities during 4Q23 was $25.4 million compared to $16.1 million during 4Q22. Exclusive of changes in customer deposit balances at IDT’s Gibraltar-based bank, net cash provided by operating activities during 4Q23 was $27.1 million compared to $22.2 million during 4Q22. The increase in net cash provided by operating activities was primarily due to the timing of operating cash receipts and payments.

Net cash provided by operating activities during FY2023 was $54.1 million compared to $29.4 million in FY2022. Exclusive of changes in customer deposit balances at IDT’s Gibraltar-based bank, net cash provided by operating activities during FY2023 was $58.3 million compared to $45.4 million during FY 2022.

Capital expenditures decreased to $5.9 million in 4Q23 from $8.1 million in 4Q22 and increased to $22.0 million in FY2023 from $21.9 million in FY2022.

IDT EARNINGS ANNOUNCEMENT AND SUPPLEMENTAL INFORMATION

This release is available for download in the “Investors & Media” section of the IDT Corporation website (https://www.idt.net/investors-and-media) and has been filed on a current report (Form 8-K) with the SEC.

IDT will host an earnings conference call beginning at 5:30 PM Eastern today with management’s discussion of results followed by Q&A with investors. To listen to the call and participate in the Q&A, dial 1-888-506-0062 (toll-free from the US) or 1-973-528-0011 (international) and request the IDT Corporation call (participant access code: 300767).

A replay of the conference call will be available approximately three hours after the call concludes through October 24, 2023. To access the call replay, dial 1-877-481-4010 (toll-free from the US) or 1-919-882-2331 (international) and provide this replay passcode: 49120. The replay will also be accessible via streaming audio at the IDT investor relations website.

ABOUT IDT CORPORATION

IDT Corporation (NYSE: IDT) is a global provider of fintech and communications services through a portfolio of synergistic businesses: National Retail Solutions (NRS), through its point-of-sale (POS) platform, enables independent retailers to operate more effectively while providing advertisers and marketers with unprecedented reach into underserved consumer markets; net2phone provides enterprises and organizations with intelligently integrated cloud communications and contact center services across channels and devices; Our fintech and neo-banking services include BOSS Money, our popular international remittance business, as well as other services that make saving, spending, and sharing money easy and secure; IDT Digital Payments and BOSS Revolution Calling make sharing prepaid products and services and speaking with friends and family around the world convenient and reliable; and, IDT Global and IDT Express enable communications services to provision and manage international voice and SMS messaging.

All statements above that are not purely about historical facts, including, but not limited to, those in which we use the words “believe,” “anticipate,” “expect,” “plan,” “intend,” “estimate,” “target” and similar expressions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. While these forward-looking statements represent our current judgment of what may happen in the future, actual results may differ materially from the results expressed or implied by these statements due to numerous important factors. Our filings with the SEC provide detailed information on such statements and risks and should be consulted along with this release. To the extent permitted under applicable law, IDT assumes no obligation to update any forward-looking statements.

CONTACT

IDT Corporation Investor Relations

Bill Ulrey

william.ulrey@idt.net

973-438-3838

IDT CORPORATION

CONSOLIDATED BALANCE SHEETS

July 31 (in thousands, except per share data)	2023 Unaudited			2022
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	103,637		$	98,352
Restricted cash and cash equivalents		95,186			91,210
Debt securities		42,414			22,303
Equity investments		6,198			17,091
Trade accounts receivable, net of allowance for doubtful accounts of $5,642 and $5,328 at July 31, 2023 and 2022, respectively		32,092			39,525
Settlement assets, net of reserve of $1,143 and $554 at July 31, 2023 and 2022, respectively		32,396			31,938
Disbursement prefunding		30,113			21,057
Prepaid expenses		16,638			17,526
Other current assets		28,394			23,625
TOTAL CURRENT ASSETS		387,068			362,627
Property, plant, and equipment, net		38,655			36,866
Goodwill		26,457			26,380
Other intangibles, net		8,196			9,609
Equity investments		9,874			7,426
Operating lease right-of-use assets		5,540			7,210
Deferred income tax assets, net		24,101			36,701
Other assets		10,919			10,275
TOTAL ASSETS	$	510,810		$	497,094
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST, AND EQUITY
CURRENT LIABILITIES:
Trade accounts payable	$	22,231		$	28,543
Accrued expenses		110,796			117,109
Deferred revenue		35,343			36,531
Customer deposits		86,481			85,764
Settlement liabilities		21,495			17,659
Other current liabilities		17,761			19,466
TOTAL CURRENT LIABILITIES		294,107			305,072
Operating lease liabilities		2,881			4,606
Other liabilities		3,354			6,588
TOTAL LIABILITIES		300,342			316,266
Commitments and contingencies
Redeemable noncontrolling interest		10,472			10,191
EQUITY:
IDT Corporation stockholders’ equity:
Preferred stock, $.01 par value; authorized shares—10,000; no shares issued		—			—
Class A common stock, $.01 par value; authorized shares—35,000; 3,272 shares issued and 1,574 shares outstanding at July 31, 2023 and 2022		33			33
Class B common stock, $.01 par value; authorized shares—200,000; 27,851 and 27,725 shares issued and 23,699 and 24,112 shares outstanding at July 31, 2023 and 2022, respectively		279			277
Additional paid-in capital		301,408			296,005
Treasury stock, at cost, consisting of 1,698 and 1,698 shares of Class A common stock and 4,152 and 3,613 shares of Class B common stock at July 31, 2023 and 2022, respectively		(115,461	)		(101,565	)
Accumulated other comprehensive loss		(17,192	)		(11,305	)
Retained earnings (accumulated deficit)		24,662			(15,830	)
Total IDT Corporation stockholders’ equity		193,729			167,615
Noncontrolling interests		6,267			3,022
TOTAL EQUITY		199,996			170,637
TOTAL LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST, AND EQUITY	$	510,810		$	497,094

IDT CORPORATION

CONSOLIDATED STATEMENTS OF INCOME

Year ended July 31 (in thousands, except per share data)	2023 Unaudited			2022			2021
REVENUES	$	1,238,854		$	1,364,057		$	1,446,990
COSTS AND EXPENSES:
Direct cost of revenues (exclusive of depreciation and amortization)		875,734			1,034,430			1,154,048
Selling, general and administrative (i)		276,891			250,481			218,467
Depreciation and amortization		20,136			18,115			17,764
Severance		935			116			452
TOTAL COSTS AND EXPENSES		1,173,696			1,303,142			1,390,731
Other operating (expense) gain, net		(4,415	)		(826	)		731
Income from operations		60,743			60,089			56,990
Interest income, net		3,147			146			318
Other (expense) income, net		(3,083	)		(25,352	)		7,916
Income before income taxes		60,807			34,883			65,224
(Provision for) benefit from income taxes		(16,441	)		(5,878	)		31,667
NET INCOME		44,366			29,005			96,891
Net income attributable to noncontrolling interests		(3,874	)		(1,977	)		(416	)
NET INCOME ATTRIBUTABLE TO IDT CORPORATION	$	40,492		$	27,028		$	96,475

Earnings per share attributable to IDT Corporation common stockholders:
Basic	$	1.59		$	1.05		$	3.78
Diluted	$	1.58		$	1.03		$	3.70

Weighted-average number of shares used in calculation of earnings per share:
Basic		25,517			25,791			25,495
Diluted		25,577			26,356			26,053

(i) Stock-based compensation included in selling, general and administrative expenses	$	4,518		$	1,930		$	1,490

IDT CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

Year ended July 31 (in thousands)	2023 Unaudited			2022			2021
OPERATING ACTIVITIES
Net income	$	44,366		$	29,005		$	96,891
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		20,136			18,115			17,764
Deferred income taxes		12,601			4,801			(32,793	)
Provision for doubtful accounts receivable and reserve for settlement assets		2,198			2,330			1,782
Net unrealized loss (gain) from marketable securities		3,368			18,960			(3,262	)
Stock-based compensation		4,518			1,930			1,490
Other		3,175			3,379			(4,096	)
Changes in assets and liabilities:
Trade accounts receivable		4,726			(8,279	)		977
Settlement assets, disbursement prefunding, prepaid expenses, other current assets, and other assets		(17,503	)		(21,046	)		(6,952	)
Trade accounts payable, accrued expenses, settlement liabilities, other current liabilities, and other liabilities		(17,216	)		(1,110	)		(264	)
Customer deposits at IDT Financial Services Limited (Gibraltar-based bank)		(4,200	)		(15,966	)		(6,906	)
Deferred revenue		(2,029	)		(2,712	)		1,989
Net cash provided by operating activities		54,140			29,407			66,620
INVESTING ACTIVITIES
Capital expenditures		(21,958	)		(21,879	)		(16,765	)
Payments for acquisitions, net of cash acquired		—			(7,552	)		(3,673	)
Cash acquired from acquisition of interest in variable interest entity		—			—			3,336
Purchase of Rafael Holdings, Inc. Class B common stock and warrant		—			—			(5,000	)
Exercise of warrant to purchase shares of Rafael Holdings, Inc. Class B common stock		—			—			(1,000	)
Purchase of convertible preferred stock in equity method investment		(840	)		(1,051	)		(4,000	)
Purchases of debt securities and equity investments		(59,872	)		(24,454	)		(43,187	)
Proceeds from maturities and sales of debt securities and redemption of equity investments		49,211			21,157			26,230
Net cash used in investing activities		(33,459	)		(33,779	)		(44,059	)
FINANCING ACTIVITIES
Distributions to noncontrolling interests		(348	)		(514	)		(848	)
Payment for acquisition of warrant in variable interest entity		—			—			(791	)
Proceeds from other liabilities		300			2,301			729
Repayment of other liabilities		(2,037	)		(1,319	)		(108	)
Proceeds from sale of redeemable equity in subsidiary		—			10,000			—
Proceeds from borrowings under revolving credit facility		27,383			2,566			—
Repayments of borrowings under revolving credit facility		(27,383	)		(2,566	)		—
Proceeds from exercise of stock options		172			137			687
Repurchases of Class B common stock		(13,896	)		(26,222	)		(4,192	)
Net cash used in financing activities		(15,809	)		(15,617	)		(4,523	)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash and cash equivalents		4,389			(17,365	)		7,656
Net increase (decrease) in cash, cash equivalents, and restricted cash and cash equivalents		9,261			(37,354	)		25,694
Cash, cash equivalents, and restricted cash and cash equivalents at beginning of year		189,562			226,916			201,222
Cash, cash equivalents, and restricted cash and cash equivalents at end of year	$	198,823		$	189,562		$	226,916
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash payments made for interest	$	536		$	461		$	486
Cash payments made for income taxes	$	777		$	109		$	193
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES
Conversion of equity method investment’s secured promissory notes into convertible preferred stock	$	4,038		$	—		$	—
Stock issued to certain executive officers for bonus payments	$	615		$	—		$	—
Liabilities incurred for acquisitions	$	—		$	7,849		$	628
Shares of the Company’s Class B common stock issued for acquisition	$	100		$	1,000		$	—
Cashless exercise of stock options in exchange for shares of the Company’s Class B common stock	$	—		$	14,930		$	—
Stock issued for matching contributions to the 401(k) Plan	$	—		$	—		$	1,042

Reconciliation of Non-GAAP Financial Measures for the

Fourth Quarter and Full Fiscal Years 2023 and 2022

In addition to disclosing financial results that are determined in accordance with generally accepted accounting principles in the United States of America (GAAP), IDT also disclosed for 4Q23, 3Q23, 4Q22, and the full fiscal years 2023 and 2022, Adjusted EBITDA and non-GAAP earnings per diluted share (EPS), both of which are non-GAAP measures.

Generally, a non-GAAP measure is a numerical measure of a company’s performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP.

IDT’s measure of non-GAAP EPS is calculated by dividing non-GAAP net income by the diluted weighted-average shares. IDT’s measure of non-GAAP net income starts with net income attributable to IDT in accordance with GAAP and adds severance expense, stock-based compensation, and other operating expense, and deducts other operating gains. These additions and subtractions are non-cash and/or non-routine items in the relevant fiscal 2023 and fiscal 2022 periods.

Management believes that IDT’s Adjusted EBITDA and non-GAAP EPS are measures which provide useful information to both management and investors by excluding certain expenses and non-routine gains and losses that may not be indicative of IDT’s or the relevant segment’s core operating results. Management uses Adjusted EBITDA, among other measures, as a relevant indicator of core operational strengths in its financial and operational decision making. In addition, management uses Adjusted EBITDA and non-GAAP EPS to evaluate operating performance in relation to IDT’s competitors. Disclosure of these financial measures may be useful to investors in evaluating performance and allows for greater transparency to the underlying supplemental information used by management in its financial and operational decision-making. In addition, IDT has historically reported similar financial measures and believes such measures are commonly used by readers of financial information in assessing performance, therefore the inclusion of comparative numbers provides consistency in financial reporting.

Management refers to Adjusted EBITDA, as well as the GAAP measures income (loss) from operations and net income, on a segment and/or consolidated level to facilitate internal and external comparisons to the segments’ and IDT’s historical operating results, in making operating decisions, for budget and planning purposes, and to form the basis upon which management is compensated.

While depreciation and amortization are considered operating costs under GAAP, these expenses primarily represent the non-cash current period allocation of costs associated with long-lived assets acquired or capitalized in prior periods. IDT’s Adjusted EBITDA, which is exclusive of depreciation and amortization, is a useful indicator of its current performance.

Severance expense is excluded from the calculation of Adjusted EBITDA and non-GAAP EPS. Severance expense is reflective of decisions made by management in each period regarding the aspects of IDT’s and its segments’ businesses to be focused on in light of changing market realities and other factors. While there may be similar charges in other periods, the nature and magnitude of these charges can fluctuate markedly and do not reflect the performance of IDT’s core and continuing operations.

Other operating (expense) gain, net, which is a component of income (loss) from operations, is excluded from the calculation of Adjusted EBITDA and non-GAAP EPS. Other operating (expense) gain, net includes, among other items, gains from the write-off of contingent consideration liabilities, legal fees net of insurance claims related to Straight Path Communications Inc.’s stockholders’ class action, and expense for the indemnification of a cable telephony customer related to a legal settlement. From time-to-time, IDT may have gains or incur costs related to non-routine legal and other matters, however, these various items generally do not occur each quarter. IDT believes the gain and losses from these non-routine matters are not components of IDT’s or the relevant segment’s core operating results.

Stock-based compensation recognized by IDT and other companies may not be comparable because of the variety of types of awards as well as the various valuation methodologies and subjective assumptions that are permitted under GAAP. Stock-based compensation is excluded from IDT’s calculation of non-GAAP EPS because management believes this allows investors to make more meaningful comparisons of the operating results per share of IDT’s core business with the results of other companies. However, stock-based compensation will continue to be a significant expense for IDT for the foreseeable future and an important part of employees’ compensation that impacts their performance.

Adjusted EBITDA and non-GAAP EPS should be considered in addition to, not as a substitute for, or superior to, income (loss) from operations, cash flow from operating activities, net income, basic and diluted earnings per share or other measures of liquidity and financial performance prepared in accordance with GAAP. In addition, IDT’s measurements of Adjusted EBITDA and non-GAAP EPS may not be comparable to similarly titled measures reported by other companies.

Following are reconciliations of Adjusted EBITDA and non-GAAP EPS to the most directly comparable GAAP measure, which are, (a) for Adjusted EBITDA, income (loss) from operations for IDT’s reportable segments and net income for IDT on a consolidated basis, and (b) for non-GAAP EPS, diluted earnings per share.

IDT Corporation

Reconciliation of Net Income to Adjusted EBITDA

(unaudited) in millions. Figures may not foot or cross-foot due to rounding to millions

	Total IDT Corporation			Traditional Communica-tions		net2phone			NRS		Fintech			Corporate
Three Months Ended July 31, 2023 (4Q23)
Net income attributable to IDT Corporation	$	8.0
Adjustments:
Net income attributable to noncontrolling interests		0.8
Net income		8.8
Provision for income taxes		3.8
Income before income taxes		12.6
Interest income, net		(1.1	)
Other expense, net		0.5
Income (loss) from operations		12.0		$	14.1	$	(0.7	)	$	1.7	$	(1.9	)	$	(1.2	)
Depreciation and amortization		5.1			2.3		1.5			0.7		0.7			-
Severance		0.5			0.4		0.1			-		-			-
Other operating expense, net		0.5			1.8		0.1			-		-			(1.4	)
Adjusted EBITDA	$	18.1		$	18.6	$	0.9		$	2.4	$	(1.2	)	$	(2.6	)

IDT Corporation

Reconciliation of Net Income to Adjusted EBITDA

(unaudited) in millions. Figures may not foot or cross-foot due to rounding to millions

	Total IDT Corporation			Traditional Communica-tions		net2phone			NRS		Fintech			Corporate
Three Months Ended April 30, 2023 (3Q23)
Net income attributable to IDT Corporation	$	6.9
Adjustments:
Net income attributable to noncontrolling interests		0.9
Net income		7.7
Provision for income taxes		3.0
Income before income taxes		10.7
Interest income, net		(0.7	)
Other expense, net		0.4
Income (loss) from operations		10.4		$	12.9	$	(0.4	)	$	2.1	$	(1.3	)	$	(2.9	)
Depreciation and amortization		5.2			2.5		1.4			0.6		0.7			-
Severance		0.1			0.1		-			-		-			-
Other operating expense, net		4.8			4.1		-			-		-			0.6
Adjusted EBITDA	$	20.5		$	19.7	$	1.0		$	2.7	$	(0.6	)	$	(2.3	)

	Total IDT Corporation		Traditional Communica-tions		net2phone			NRS		Fintech			Corporate
Three Months Ended July 31, 2022 (4Q22)
Net income attributable to IDT Corporation	$	17.2
Adjustments:
Net income attributable to noncontrolling interests		0.7
Net income		18.0
Benefit from income taxes		-
Income before income taxes		18.0
Interest expense, net		0.1
Other expense, net		1.1
Income (loss) from operations		19.2	$	18.0	$	(1.8	)	$	6.7	$	(1.9	)	$	(1.9	)
Depreciation and amortization		4.8		2.4		1.4			0.4		0.6			-
Other operating expense, net		0.1		-		-			-		-			0.1
Adjusted EBITDA	$	24.1	$	20.5	$	(0.4	)	$	7.1	$	(1.3	)	$	(1.7	)

IDT Corporation

Reconciliation of Net Income to Adjusted EBITDA

(unaudited) in millions. Figures may not foot or cross-foot due to rounding to millions

	Total IDT Corporation			Traditional Communica-tions		net2phone			NRS		Fintech			Corporate
Year Ended July 31, 2023 (FY 2023)
Net income attributable to IDT Corporation	$	40.5
Adjustments:
Net income attributable to noncontrolling interests		3.9
Net income		44.4
Provision for income taxes		16.4
Income before income taxes		60.8
Interest income, net		(3.1	)
Other expense, net		3.1
Income (loss) from operations		60.7		$	61.3	$	(2.8	)	$	14.4	$	(2.5	)	$	(9.7	)
Depreciation and amortization		20.1			9.4		5.6			2.4		2.7			-
Severance		0.9			0.9		0.1			-		-			-
Other operating expense (gain), net		4.4			5.9		0.1			-		(1.9	)		0.3
Adjusted EBITDA	$	86.2		$	77.5	$	3.0		$	16.8	$	(1.8	)	$	(9.3	)

	Total IDT Corporation			Traditional Communica-tions		net2phone			NRS		Fintech			Corporate
Year Ended July 31, 2022 (FY 2022)
Net income attributable to IDT Corporation	$	27.0
Adjustments:
Net income attributable to noncontrolling interests		2.0
Net income		29.0
Provision for income taxes		5.9
Income before income taxes		34.9
Interest income, net		(0.1	)
Other expense, net		25.4
Income (loss) from operations		60.1		$	75.8	$	(11.1	)	$	11.2	$	(6.9	)	$	(8.9	)
Depreciation and amortization		18.1			9.5		5.4			0.9		2.2			0.1
Severance		0.1			0.1		-			-		0.1			-
Other operating expense (gain), net		0.8			0.1		(0.3	)		-		-			1.0
Adjusted EBITDA	$	79.1		$	85.5	$	(6.1	)	$	12.1	$	(4.6	)	$	(7.8	)

IDT Corporation

Reconciliation of Earnings per share to Non-GAAP EPS

(unaudited) in millions, except per share data. Figures may not foot due to rounding to millions.

	4Q23			3Q23			4Q22			FY 2023			FY 2022

Net income attributable to IDT Corporation	$	8.0		$	6.9		$	17.2		$	40.5		$	27.0
Adjustments (add):
Stock-based compensation		(1.0	)		(1.7	)		(0.1	)		(4.5	)		(1.9	)
Severance expense		(0.5	)		(0.1	)		(0.1	)		(0.9	)		(0.1	)
Other operating expense, net		(0.5	)		(4.8	)		(0.1	)		(4.4	)		(0.8	)
Total adjustments		(2.0	)		(6.6	)		(0.3	)		(9.8	)		(2.8	)
Income tax effect of total adjustments		(0.7	)		(1.8	)		-			(2.6	)		(0.4	)
		1.3			4.8			0.3			7.2			2.4
Non-GAAP net income	$	9.3		$	11.7		$	17.5		$	47.7		$	29.4

Earnings per share:
Basic	$	0.31		$	0.27		$	0.66		$	1.59		$	1.05
Total adjustments		0.06			0.19			0.01			0.28			0.09
Non-GAAP - basic	$	0.37		$	0.46		$	0.67		$	1.87		$	1.14

Weighted-average number of shares used in calculation of basic earnings per share		25.4			25.5			26.0			25.5			25.8

Diluted	$	0.31		$	0.27		$	0.66		$	1.58		$	1.03
Total adjustments		0.05			0.19			0.01			0.28			0.09
Non-GAAP - diluted	$	0.36		$	0.46		$	0.67		$	1.86		$	1.12

Weighted-average number of shares used in calculation of diluted earnings per share		25.5			25.6			26.1			25.6			26.4

*Explanation of Key Performance Metrics

NRS’ recurring revenue is NRS’ revenue in accordance with GAAP excluding revenue from POS terminal sales. NRS’ Monthly Average Recurring Revenue per Terminal is a financial metric. Monthly Average Recurring Revenue per Terminal is calculated by dividing NRS’ recurring revenue by the average number of active POS terminals during the period. The average number of active POS terminals is calculated by adding the beginning and ending number of active POS terminals during the period and dividing by two. NRS’ recurring revenue divided by the average number of active POS terminals is divided by three when the period is a fiscal quarter. Recurring revenue and Monthly Average Recurring Revenue per Terminal are useful for comparisons of NRS’ revenue and revenue per customer to prior periods and to competitors and others in the market, as well as for forecasting future revenue from the customer base.

BOSS Money’s Average Revenue per Transaction is also a financial metric. Average Revenue per Transaction is calculated by dividing BOSS Money’s revenue in accordance with GAAP by the number of transactions during the period. Average Revenue per Transaction is useful for comparisons of BOSS Money’s revenue per transaction to prior periods and to competitors and others in the market, as well as for forecasting future revenue based on transaction trends.

net2phone’s subscription revenue is its revenue in accordance with GAAP excluding its equipment revenue and revenue generated by a legacy SIP trunking offering in Brazil. net2phone’s cloud communications offerings are priced on a per-seat basis, with customers paying based on the number of users in their organization. The number of seats served and subscription revenue trends and comparisons between periods are used in the analysis of net2phone’s revenues and direct cost of revenues, and are strong indications of the top-line growth and performance of the business.

# # #

Cover	Oct. 12, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 12, 2023
Entity File Number	1-16371
Entity Registrant Name	IDT CORPORATION
Entity Central Index Key	0001005731
Entity Tax Identification Number	22-3415036
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	520 Broad Street
Entity Address, City or Town	Newark
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07102
City Area Code	(973)
Local Phone Number	438-1000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class B common stock, par value $0.01 per share
Trading Symbol	IDT
Security Exchange Name	NYSE
Entity Emerging Growth Company	false