PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
2. Revenue
Disaggregated Revenue
The following tables disaggregate our revenue by source and timing of recognition:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30, 2020
|
|
Global Ecommerce
|
Presort Services
|
SendTech Solutions
|
Revenue from products and services
|
Revenue from leasing transactions and financing
|
Total consolidated revenue
|
Major products/service lines
|
|
|
|
|
|
|
Business services
|
$
|
409,981
|
|
$
|
127,705
|
|
$
|
13,268
|
|
$
|
550,954
|
|
$
|
—
|
|
$
|
550,954
|
|
Support services
|
—
|
|
—
|
|
117,519
|
|
117,519
|
|
—
|
|
117,519
|
|
Financing
|
—
|
|
—
|
|
—
|
|
—
|
|
86,218
|
|
86,218
|
|
Equipment sales
|
—
|
|
—
|
|
17,935
|
|
17,935
|
|
61,637
|
|
79,572
|
|
Supplies
|
—
|
|
—
|
|
39,635
|
|
39,635
|
|
—
|
|
39,635
|
|
Rentals
|
—
|
|
—
|
|
—
|
|
—
|
|
18,000
|
|
18,000
|
|
Subtotal
|
409,981
|
|
127,705
|
|
188,357
|
|
726,043
|
|
$
|
165,855
|
|
$
|
891,898
|
|
|
|
|
|
|
|
|
Revenue from leasing transactions and financing
|
|
|
|
|
|
|
Financing
|
—
|
|
—
|
|
86,218
|
|
86,218
|
|
|
|
Equipment sales
|
—
|
|
—
|
|
61,637
|
|
61,637
|
|
|
|
Rentals
|
—
|
|
—
|
|
18,000
|
|
18,000
|
|
|
|
Total revenue
|
$
|
409,981
|
|
$
|
127,705
|
|
$
|
354,212
|
|
$
|
891,898
|
|
|
|
|
|
|
|
|
|
|
Timing of revenue recognition from products and services
|
|
|
|
|
Products/services transferred at a point in time
|
$
|
—
|
|
$
|
—
|
|
$
|
73,602
|
|
$
|
73,602
|
|
|
|
Products/services transferred over time
|
409,981
|
|
127,705
|
|
114,755
|
|
652,441
|
|
|
|
Total
|
$
|
409,981
|
|
$
|
127,705
|
|
$
|
188,357
|
|
$
|
726,043
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30, 2019
|
|
Global Ecommerce
|
Presort Services
|
SendTech Solutions
|
Revenue from products and services
|
Revenue from leasing transactions and financing
|
Total consolidated revenue
|
Major products/service lines
|
|
|
|
|
|
|
Business services
|
$
|
278,995
|
|
$
|
131,483
|
|
$
|
8,623
|
|
$
|
419,101
|
|
$
|
—
|
|
$
|
419,101
|
|
Support services
|
—
|
|
—
|
|
126,274
|
|
126,274
|
|
—
|
|
126,274
|
|
Financing
|
—
|
|
—
|
|
—
|
|
—
|
|
90,577
|
|
90,577
|
|
Equipment sales
|
—
|
|
—
|
|
19,062
|
|
19,062
|
|
70,556
|
|
89,618
|
|
Supplies
|
—
|
|
—
|
|
44,818
|
|
44,818
|
|
—
|
|
44,818
|
|
Rentals
|
—
|
|
—
|
|
—
|
|
—
|
|
19,737
|
|
19,737
|
|
Subtotal
|
278,995
|
|
131,483
|
|
198,777
|
|
609,255
|
|
$
|
180,870
|
|
$
|
790,125
|
|
|
|
|
|
|
|
|
Revenue from leasing transactions and financing
|
|
|
|
|
|
|
Financing
|
—
|
|
—
|
|
90,577
|
|
90,577
|
|
|
|
Equipment sales
|
—
|
|
—
|
|
70,556
|
|
70,556
|
|
|
|
Rentals
|
—
|
|
—
|
|
19,737
|
|
19,737
|
|
|
|
Total revenue
|
$
|
278,995
|
|
$
|
131,483
|
|
$
|
379,647
|
|
$
|
790,125
|
|
|
|
|
|
|
|
|
|
|
Timing of revenue recognition from products and services
|
|
|
|
|
Products/services transferred at a point in time
|
$
|
—
|
|
$
|
—
|
|
$
|
81,547
|
|
$
|
81,547
|
|
|
|
Products/services transferred over time
|
278,995
|
|
131,483
|
|
117,230
|
|
527,708
|
|
|
|
Total
|
$
|
278,995
|
|
$
|
131,483
|
|
$
|
198,777
|
|
$
|
609,255
|
|
|
|
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, 2020
|
|
Global Ecommerce
|
Presort Services
|
SendTech Solutions
|
Revenue from products and services
|
Revenue from leasing transactions and financing
|
Total consolidated revenue
|
Major products/service lines
|
|
|
|
|
|
|
Business services
|
$
|
1,100,757
|
|
$
|
386,552
|
|
$
|
37,014
|
|
$
|
1,524,323
|
|
$
|
—
|
|
$
|
1,524,323
|
|
Support services
|
—
|
|
—
|
|
353,320
|
|
353,320
|
|
—
|
|
353,320
|
|
Financing
|
—
|
|
—
|
|
—
|
|
—
|
|
260,758
|
|
260,758
|
|
Equipment sales
|
—
|
|
—
|
|
49,556
|
|
49,556
|
|
164,126
|
|
213,682
|
|
Supplies
|
—
|
|
—
|
|
118,117
|
|
118,117
|
|
—
|
|
118,117
|
|
Rentals
|
—
|
|
—
|
|
—
|
|
—
|
|
55,458
|
|
55,458
|
|
Subtotal
|
1,100,757
|
|
386,552
|
|
558,007
|
|
2,045,316
|
|
$
|
480,342
|
|
$
|
2,525,658
|
|
|
|
|
|
|
|
|
Revenue from leasing transactions and financing
|
|
|
|
|
|
|
Financing
|
—
|
|
—
|
|
260,758
|
|
260,758
|
|
|
|
Equipment sales
|
—
|
|
—
|
|
164,126
|
|
164,126
|
|
|
|
Rentals
|
—
|
|
—
|
|
55,458
|
|
55,458
|
|
|
|
Total revenue
|
$
|
1,100,757
|
|
$
|
386,552
|
|
$
|
1,038,349
|
|
$
|
2,525,658
|
|
|
|
|
|
|
|
|
|
|
Timing of revenue recognition from products and services
|
|
|
|
|
Products/services transferred at a point in time
|
$
|
—
|
|
$
|
—
|
|
$
|
210,726
|
|
$
|
210,726
|
|
|
|
Products/services transferred over time
|
1,100,757
|
|
386,552
|
|
347,281
|
|
1,834,590
|
|
|
|
Total
|
$
|
1,100,757
|
|
$
|
386,552
|
|
$
|
558,007
|
|
$
|
2,045,316
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, 2019
|
|
Global Ecommerce
|
Presort Services
|
SendTech Solutions
|
Revenue from products and services
|
Revenue from leasing transactions and financing
|
Total consolidated revenue
|
Major products/service lines
|
|
|
|
|
|
|
Business services
|
$
|
827,568
|
|
$
|
394,468
|
|
$
|
21,573
|
|
$
|
1,243,609
|
|
$
|
—
|
|
$
|
1,243,609
|
|
Support services
|
—
|
|
—
|
|
382,578
|
|
382,578
|
|
—
|
|
382,578
|
|
Financing
|
—
|
|
—
|
|
—
|
|
—
|
|
280,039
|
|
280,039
|
|
Equipment sales
|
—
|
|
—
|
|
59,739
|
|
59,739
|
|
205,217
|
|
264,956
|
|
Supplies
|
—
|
|
—
|
|
142,261
|
|
142,261
|
|
—
|
|
142,261
|
|
Rentals
|
—
|
|
—
|
|
—
|
|
—
|
|
60,339
|
|
60,339
|
|
Subtotal
|
827,568
|
|
394,468
|
|
606,151
|
|
1,828,187
|
|
$
|
545,595
|
|
$
|
2,373,782
|
|
|
|
|
|
|
|
|
Revenue from leasing transactions and financing
|
|
|
|
|
|
|
Financing
|
—
|
|
—
|
|
280,039
|
|
280,039
|
|
|
|
Equipment sales
|
—
|
|
—
|
|
205,217
|
|
205,217
|
|
|
|
Rentals
|
—
|
|
—
|
|
60,339
|
|
60,339
|
|
|
|
Total revenue
|
$
|
827,568
|
|
$
|
394,468
|
|
$
|
1,151,746
|
|
$
|
2,373,782
|
|
|
|
|
|
|
|
|
|
|
Timing of revenue recognition from products and services
|
|
|
|
|
Products/services transferred at a point in time
|
$
|
—
|
|
$
|
—
|
|
$
|
251,214
|
|
$
|
251,214
|
|
|
|
Products/services transferred over time
|
827,568
|
|
394,468
|
|
354,937
|
|
1,576,973
|
|
|
|
Total
|
$
|
827,568
|
|
$
|
394,468
|
|
$
|
606,151
|
|
$
|
1,828,187
|
|
|
|
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Our performance obligations for revenue from products and services are as follows:
Business services includes providing mail processing services, shipping subscription solutions, fulfillment, delivery and return services and cross-border solutions. Revenue for mail processing services, fulfillment, delivery and return services and cross-border solutions is recognized over time as the services are provided and revenue for shipping subscription solutions is recognized ratably over the contract period. Contract terms for these services range from one to five years followed by annual renewal periods.
Support services includes providing maintenance, professional and subscription services for our mailing equipment and professional services for our shipping solutions. Contract terms range from one to five years, depending on the term of the lease contract for the related equipment. Revenue for maintenance and subscription services is recognized ratably over the contract period and revenue for professional services is recognized when services are provided.
Equipment sales generally includes the sale of mailing and shipping equipment, excluding sales-type leases. We recognize revenue upon delivery for self-install equipment and upon acceptance or installation for other equipment. We provide a warranty that our equipment is free of defects and meets stated specifications. The warranty is not considered a separate performance obligation.
Supplies revenue is recognized upon delivery.
Revenue from leasing transactions and financing includes revenue from sales-type and operating leases, finance income, late fees and investment income, gains and losses at Pitney Bowes Bank.
Advance Billings from Contracts with Customers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance sheet location
|
|
September 30, 2020
|
|
December 31, 2019
|
|
Increase/ (decrease)
|
Advance billings, current
|
Advance billings
|
|
$
|
94,454
|
|
|
$
|
92,464
|
|
|
$
|
1,990
|
|
Advance billings, noncurrent
|
Other noncurrent liabilities
|
|
$
|
1,117
|
|
|
$
|
1,245
|
|
|
$
|
(128)
|
|
Advance billings are recorded when cash payments are due in advance of our performance. Revenue is recognized ratably over the contract term. Items in advance billings primarily relate to support services on mailing equipment. Revenue recognized during the period includes $78 million of advance billings at the beginning of the period. Advance billings at September 30, 2020 and December 31, 2019 also includes $8 million and $9 million, respectively, from leasing transactions.
Future Performance Obligations
Future performance obligations include revenue streams bundled with our leasing contracts, primarily maintenance and subscription services. The transaction prices allocated to future performance obligations will be recognized as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Remainder of 2020
|
|
2021
|
|
2022-2025
|
|
Total
|
SendTech Solutions
|
|
$
|
73,963
|
|
|
$
|
263,673
|
|
|
$
|
388,235
|
|
|
$
|
725,871
|
|
The table above does not include revenue related to performance obligations for contracts with terms less than 12 months and expected consideration for those performance obligations where revenue is recognized based on the amount billable to the customer.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
3. Segment Information
Our reportable segments are Global Ecommerce, Presort Services and SendTech Solutions. Global Ecommerce and Presort Services comprise the Commerce Services reporting group. The principal products and services of each reportable segment are as follows:
Global Ecommerce: Includes the revenue and related expenses from products and services that facilitate domestic retail and ecommerce shipping solutions, including fulfillment and returns, and global cross-border ecommerce transactions.
Presort Services: Includes revenue and related expenses from sortation services to qualify large volumes of First Class Mail, Marketing Mail and Marketing Mail Flats and Bound Printed Matter for postal worksharing discounts.
SendTech Solutions: Includes the revenue and related expenses from physical and digital mailing and shipping technology solutions, financing, services, supplies and other applications to help simplify and save on the sending, tracking and receiving of letters, parcels and flats.
Management measures segment profitability and performance using segment earnings before interest and taxes (EBIT). Segment EBIT is calculated by deducting from segment revenue the related costs and expenses attributable to the segment. Segment EBIT excludes interest, taxes, general corporate expenses, restructuring charges, asset impairment charges and other items not allocated to a particular business segment. Management believes that it provides investors a useful measure of operating performance and underlying trends of the business. Segment EBIT may not be indicative of our overall consolidated performance and therefore, should be read in conjunction with our consolidated results of operations. The following tables provide information about our reportable segments and reconciliation of segment EBIT to net income (loss).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
2020
|
|
2019
|
|
2020
|
|
2019
|
Global Ecommerce
|
$
|
409,981
|
|
|
$
|
278,995
|
|
|
$
|
1,100,757
|
|
|
$
|
827,568
|
|
Presort Services
|
127,705
|
|
|
131,483
|
|
|
386,552
|
|
|
394,468
|
|
Commerce Services
|
537,686
|
|
|
410,478
|
|
|
1,487,309
|
|
|
1,222,036
|
|
SendTech Solutions
|
354,212
|
|
|
379,647
|
|
|
1,038,349
|
|
|
1,151,746
|
|
Total revenue
|
$
|
891,898
|
|
|
$
|
790,125
|
|
|
$
|
2,525,658
|
|
|
$
|
2,373,782
|
|
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBIT
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
2020
|
|
2019
|
|
2020
|
|
2019
|
Global Ecommerce
|
$
|
(19,757)
|
|
|
$
|
(21,793)
|
|
|
$
|
(68,126)
|
|
|
$
|
(51,969)
|
|
Presort Services
|
14,481
|
|
|
17,687
|
|
|
42,758
|
|
|
48,215
|
|
Commerce Services
|
(5,276)
|
|
|
(4,106)
|
|
|
(25,368)
|
|
|
(3,754)
|
|
SendTech Solutions
|
112,599
|
|
|
130,954
|
|
|
323,429
|
|
|
378,095
|
|
Total segment EBIT
|
107,323
|
|
|
126,848
|
|
|
298,061
|
|
|
374,341
|
|
Reconciliation of Segment EBIT to net income (loss):
|
|
|
|
|
|
|
|
Unallocated corporate expenses
|
(53,429)
|
|
|
(58,277)
|
|
|
(146,640)
|
|
|
(160,283)
|
|
Restructuring charges and asset impairments
|
(3,766)
|
|
|
(47,017)
|
|
|
(12,505)
|
|
|
(56,616)
|
|
Interest expense, net
|
(38,801)
|
|
|
(39,730)
|
|
|
(115,558)
|
|
|
(117,758)
|
|
Gain on sale of equity investment
|
—
|
|
|
—
|
|
|
11,908
|
|
|
—
|
|
Goodwill impairment
|
—
|
|
|
—
|
|
|
(198,169)
|
|
|
—
|
|
Loss on extinguishment of debt
|
—
|
|
|
(667)
|
|
|
(36,987)
|
|
|
(667)
|
|
Loss on dispositions
|
—
|
|
|
—
|
|
|
—
|
|
|
(17,683)
|
|
Transaction costs
|
—
|
|
|
(707)
|
|
|
(641)
|
|
|
(2,573)
|
|
(Provision) benefit for income taxes
|
(554)
|
|
|
24,895
|
|
|
(7,540)
|
|
|
13,351
|
|
Income (loss) from continuing operations
|
10,773
|
|
|
5,345
|
|
|
(208,071)
|
|
|
32,112
|
|
Income (loss) from discontinued operations, net of tax
|
616
|
|
|
(8,470)
|
|
|
7,648
|
|
|
(14,199)
|
|
Net income (loss)
|
$
|
11,389
|
|
|
$
|
(3,125)
|
|
|
$
|
(200,423)
|
|
|
$
|
17,913
|
|
During the three and nine months ended September 30, 2020, we received insurance proceeds of $6 million and $15 million, respectively, related to the October 2019 malware attack, a portion of which has been recorded to the business segments and reflected in segment EBIT.
4. Discontinued Operations
Discontinued operations includes the Software Solutions business, sold in December 2019, with the exception of the software business in Australia, which closed in January 2020, and the Production Mail business, sold in July 2018. Selected financial information of discontinued operations is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30, 2020
|
|
Three Months Ended September 30, 2019
|
|
Software Solutions
|
|
Production Mail
|
|
Total
|
|
Software Solutions
|
|
Production Mail
|
|
Total
|
Revenue
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
73,620
|
|
|
$
|
—
|
|
|
$
|
73,620
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings from discontinued operations
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8,633
|
|
|
$
|
—
|
|
|
$
|
8,633
|
|
Gain (loss) on sale
|
474
|
|
|
—
|
|
|
474
|
|
|
(12,447)
|
|
|
(5,710)
|
|
|
(18,157)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from discontinued operations before taxes
|
$
|
474
|
|
|
$
|
—
|
|
|
474
|
|
|
$
|
(3,814)
|
|
|
$
|
(5,710)
|
|
|
(9,524)
|
|
Tax benefit
|
|
|
|
|
(142)
|
|
|
|
|
|
|
(1,054)
|
|
Income (loss) from discontinued operations, net of tax
|
|
|
|
|
$
|
616
|
|
|
|
|
|
|
$
|
(8,470)
|
|
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, 2020
|
|
Nine Months Ended September 30, 2019
|
|
Software Solutions
|
|
Production Mail
|
|
Total
|
|
Software Solutions
|
|
Production Mail
|
|
Total
|
Revenue
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
219,144
|
|
|
$
|
—
|
|
|
$
|
219,144
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) from discontinued operations
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
13,334
|
|
|
$
|
(663)
|
|
|
$
|
12,671
|
|
Gain (loss) on sale
|
7,343
|
|
|
(167)
|
|
|
7,176
|
|
|
(14,211)
|
|
|
(14,967)
|
|
|
(29,178)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from discontinued operations before taxes
|
$
|
7,343
|
|
|
$
|
(167)
|
|
|
7,176
|
|
|
$
|
(877)
|
|
|
$
|
(15,630)
|
|
|
(16,507)
|
|
Tax benefit
|
|
|
|
|
(472)
|
|
|
|
|
|
|
(2,308)
|
|
Income (loss) from discontinued operations, net of tax
|
|
|
|
|
$
|
7,648
|
|
|
|
|
|
|
$
|
(14,199)
|
|
Assets of discontinued operations and liabilities of discontinued operations at December 31, 2019 includes the assets and liabilities of the software business in Australia.
5. Earnings per Share (EPS)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
2020
|
|
2019
|
|
2020
|
|
2019
|
Numerator:
|
|
|
|
|
|
|
|
Income (loss) from continuing operations
|
$
|
10,773
|
|
|
$
|
5,345
|
|
|
$
|
(208,071)
|
|
|
$
|
32,112
|
|
Income (loss) from discontinued operations, net of tax
|
616
|
|
|
(8,470)
|
|
|
7,648
|
|
|
(14,199)
|
|
Net income (loss) (numerator for diluted EPS)
|
11,389
|
|
|
(3,125)
|
|
|
(200,423)
|
|
|
17,913
|
|
Less: Preference stock dividend
|
—
|
|
|
—
|
|
|
—
|
|
|
8
|
|
Income (loss) attributable to common stockholders (numerator for basic EPS)
|
$
|
11,389
|
|
|
$
|
(3,125)
|
|
|
$
|
(200,423)
|
|
|
$
|
17,905
|
|
Denominator:
|
|
|
|
|
|
|
|
Weighted-average shares used in basic EPS
|
171,828
|
|
|
170,326
|
|
|
171,388
|
|
|
178,048
|
|
Dilutive effect of common stock equivalents (1)
|
2,876
|
|
|
875
|
|
|
—
|
|
|
1,048
|
|
Weighted-average shares used in diluted EPS
|
174,704
|
|
|
171,201
|
|
|
171,388
|
|
|
179,096
|
|
Basic earnings (loss) per share (2):
|
|
|
|
|
|
|
|
Continuing operations
|
$
|
0.06
|
|
|
$
|
0.03
|
|
|
$
|
(1.21)
|
|
|
$
|
0.18
|
|
Discontinued operations
|
—
|
|
|
(0.05)
|
|
|
0.04
|
|
|
(0.08)
|
|
Net income (loss)
|
$
|
0.07
|
|
|
$
|
(0.02)
|
|
|
$
|
(1.17)
|
|
|
$
|
0.10
|
|
Diluted earnings (loss) per share (2):
|
|
|
|
|
|
|
|
Continuing operations
|
$
|
0.06
|
|
|
$
|
0.03
|
|
|
$
|
(1.21)
|
|
|
$
|
0.18
|
|
Discontinued operations
|
—
|
|
|
(0.05)
|
|
|
0.04
|
|
|
(0.08)
|
|
Net income (loss)
|
$
|
0.07
|
|
|
$
|
(0.02)
|
|
|
$
|
(1.17)
|
|
|
$
|
0.10
|
|
|
|
|
|
|
|
|
|
Common stock equivalents excluded from calculation of diluted earnings per share because their impact would be anti-dilutive:
|
14,828
|
|
|
16,182
|
|
|
15,855
|
|
|
16,166
|
|
(1) Dilutive effect of common stock equivalents for the nine months ended September 30, 2020 was 1,604 shares; however, this amount was not included in the calculation of diluted earnings per share as the impact would have been anti-dilutive.
(2) The sum of the earnings per share amounts may not equal the totals due to rounding.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
6. Inventories
Inventories are stated at the lower of cost or net realizable value. Cost is determined on the last-in, first-out (LIFO) basis for most U.S. inventories and the first-in, first-out (FIFO) basis for most non-U.S. inventories. Inventories consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30,
2020
|
|
December 31,
2019
|
Raw materials
|
$
|
16,174
|
|
|
$
|
13,514
|
|
Supplies and service parts
|
22,628
|
|
|
21,840
|
|
Finished products
|
31,957
|
|
|
36,969
|
|
Inventory at FIFO cost
|
70,759
|
|
|
72,323
|
|
Excess of FIFO cost over LIFO cost
|
(3,785)
|
|
|
(4,072)
|
|
Total inventory, net
|
$
|
66,974
|
|
|
$
|
68,251
|
|
7. Finance Assets and Lessor Operating Leases
Finance Assets
Finance receivables are comprised of sales-type lease receivables and unsecured revolving loan receivables. Sales-type lease receivables are generally due in monthly, quarterly or semi-annual installments over periods ranging from three to five years. Loan receivables arise primarily from financing services offered to our clients for postage and supplies and are generally due monthly; however, clients may rollover outstanding balances. Interest is recognized on loan receivables using the effective interest method. Annual fees are recognized ratably over the annual period covered and client acquisition costs are expensed as incurred.
Finance receivables consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2020
|
|
December 31, 2019
|
|
North America
|
|
International
|
|
Total
|
|
North America
|
|
International
|
|
Total
|
Sales-type lease receivables
|
|
|
|
|
|
|
|
|
|
|
|
Gross finance receivables
|
$
|
981,475
|
|
|
$
|
201,590
|
|
|
$
|
1,183,065
|
|
|
$
|
1,055,852
|
|
|
$
|
224,202
|
|
|
$
|
1,280,054
|
|
Unguaranteed residual values
|
37,191
|
|
|
11,609
|
|
|
48,800
|
|
|
41,934
|
|
|
11,789
|
|
|
53,723
|
|
Unearned income
|
(270,499)
|
|
|
(58,811)
|
|
|
(329,310)
|
|
|
(319,281)
|
|
|
(65,888)
|
|
|
(385,169)
|
|
Allowance for credit losses
|
(25,886)
|
|
|
(4,902)
|
|
|
(30,788)
|
|
|
(10,920)
|
|
|
(2,085)
|
|
|
(13,005)
|
|
Net investment in sales-type lease receivables
|
722,281
|
|
|
149,486
|
|
|
871,767
|
|
|
767,585
|
|
|
168,018
|
|
|
935,603
|
|
Loan receivables
|
|
|
|
|
|
|
|
|
|
|
|
Loan receivables
|
259,832
|
|
|
22,377
|
|
|
282,209
|
|
|
298,247
|
|
|
27,926
|
|
|
326,173
|
|
Allowance for credit losses
|
(6,792)
|
|
|
(488)
|
|
|
(7,280)
|
|
|
(5,906)
|
|
|
(740)
|
|
|
(6,646)
|
|
Net investment in loan receivables
|
253,040
|
|
|
21,889
|
|
|
274,929
|
|
|
292,341
|
|
|
27,186
|
|
|
319,527
|
|
Net investment in finance receivables
|
$
|
975,321
|
|
|
$
|
171,375
|
|
|
$
|
1,146,696
|
|
|
$
|
1,059,926
|
|
|
$
|
195,204
|
|
|
$
|
1,255,130
|
|
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Maturities of gross sales-type lease receivables and gross loan receivables at September 30, 2020 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales-type Lease Receivables
|
|
Loan Receivables
|
|
North America
|
|
International
|
|
Total
|
|
North America
|
|
International
|
|
Total
|
Remaining for year ending December 31, 2020
|
$
|
114,724
|
|
|
$
|
35,721
|
|
|
$
|
150,445
|
|
|
$
|
215,593
|
|
|
$
|
22,377
|
|
|
$
|
237,970
|
|
Year ending December 31, 2021
|
359,198
|
|
|
75,057
|
|
|
434,255
|
|
|
13,314
|
|
|
—
|
|
|
13,314
|
|
Year ending December 31, 2022
|
259,729
|
|
|
49,422
|
|
|
309,151
|
|
|
11,507
|
|
|
—
|
|
|
11,507
|
|
Year ending December 31, 2023
|
155,254
|
|
|
27,279
|
|
|
182,533
|
|
|
6,394
|
|
|
—
|
|
|
6,394
|
|
Year ending December 31, 2024
|
77,034
|
|
|
11,000
|
|
|
88,034
|
|
|
7,023
|
|
|
—
|
|
|
7,023
|
|
Thereafter
|
15,536
|
|
|
3,111
|
|
|
18,647
|
|
|
6,001
|
|
|
—
|
|
|
6,001
|
|
Total
|
$
|
981,475
|
|
|
$
|
201,590
|
|
|
$
|
1,183,065
|
|
|
$
|
259,832
|
|
|
$
|
22,377
|
|
|
$
|
282,209
|
|
Aging of Receivables
The aging of gross finance receivables was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2020
|
|
Sales-type Lease Receivables
|
|
Loan Receivables
|
|
|
|
North
America
|
|
International
|
|
North
America
|
|
International
|
|
Total
|
Past due amounts 0 - 90 days
|
$
|
961,346
|
|
|
$
|
199,565
|
|
|
$
|
254,802
|
|
|
$
|
22,096
|
|
|
$
|
1,437,809
|
|
Past due amounts > 90 days
|
20,129
|
|
|
2,025
|
|
|
5,030
|
|
|
281
|
|
|
27,465
|
|
Total
|
$
|
981,475
|
|
|
$
|
201,590
|
|
|
$
|
259,832
|
|
|
$
|
22,377
|
|
|
$
|
1,465,274
|
|
Past due amounts > 90 days
|
|
|
|
|
|
|
|
|
|
Still accruing interest
|
$
|
3,365
|
|
|
$
|
699
|
|
|
$
|
1,461
|
|
|
$
|
58
|
|
|
$
|
5,583
|
|
Not accruing interest
|
16,764
|
|
|
1,326
|
|
|
3,569
|
|
|
223
|
|
|
21,882
|
|
Total
|
$
|
20,129
|
|
|
$
|
2,025
|
|
|
$
|
5,030
|
|
|
$
|
281
|
|
|
$
|
27,465
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2019
|
|
Sales-type Lease Receivables
|
|
Loan Receivables
|
|
|
|
North
America
|
|
International
|
|
North
America
|
|
International
|
|
Total
|
Past due amounts 0 - 90 days
|
$
|
1,032,912
|
|
|
$
|
220,819
|
|
|
$
|
294,001
|
|
|
$
|
27,697
|
|
|
$
|
1,575,429
|
|
Past due amounts > 90 days
|
22,940
|
|
|
3,383
|
|
|
4,246
|
|
|
229
|
|
|
30,798
|
|
Total
|
$
|
1,055,852
|
|
|
$
|
224,202
|
|
|
$
|
298,247
|
|
|
$
|
27,926
|
|
|
$
|
1,606,227
|
|
Past due amounts > 90 days
|
|
|
|
|
|
|
|
|
|
Still accruing interest
|
$
|
4,835
|
|
|
$
|
1,081
|
|
|
$
|
2,094
|
|
|
$
|
121
|
|
|
$
|
8,131
|
|
Not accruing interest
|
18,105
|
|
|
2,302
|
|
|
2,152
|
|
|
108
|
|
|
22,667
|
|
Total
|
$
|
22,940
|
|
|
$
|
3,383
|
|
|
$
|
4,246
|
|
|
$
|
229
|
|
|
$
|
30,798
|
|
Allowance for Credit Losses
We estimate an allowance for credit losses based on historical loss experience, the nature of our portfolios, adverse situations that may affect a client's ability to pay, current conditions, reasonable and supportable forecasts and current economic outlook. Credit losses are estimated at the portfolio level based on asset type and geographic market. Historical loss experience was based on actual loss rates over the average term of the asset of five years for sales-type lease receivables and three years for loan receivables (including accrued interest). Additionally, we evaluate current conditions and review third-party economic forecasts on a quarterly basis to determine the impact on the allowance for credit losses. The assumptions used in determining an estimate of credit losses are inherently subjective and actual results may differ significantly from estimated reserves. The allowance for credit losses at September 30, 2020 considers the current economic conditions and resulting impact on a client's future ability to pay amounts due.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
We establish credit approval limits based on the credit quality of the client and the type of equipment financed. Our policy is to discontinue revenue recognition for lease receivables that are more than 120 days past due and for loan receivables that are more than 90 days past due. We resume revenue recognition when the client's payments reduce the account aging to less than 60 days past due. Finance receivables deemed uncollectible are written off against the allowance after all collection efforts have been exhausted and management deems the account to be uncollectible. We monitor delinquency rates and have experienced a slight increase in our delinquencies during this current economic situation. However, we believe that our finance receivable credit risk is low because of the geographic and industry diversification of our clients and small account balances for most of our clients.
Activity in the allowance for credit losses for finance receivables was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales-type Lease Receivables
|
|
Loan Receivables
|
|
|
|
North
America
|
|
International
|
|
North
America
|
|
International
|
|
Total
|
Balance at December 31, 2019
|
$
|
10,920
|
|
|
$
|
2,085
|
|
|
$
|
5,906
|
|
|
$
|
740
|
|
|
$
|
19,651
|
|
Cumulative effect of accounting change
|
9,271
|
|
|
1,750
|
|
|
(1,116)
|
|
|
(402)
|
|
|
9,503
|
|
Amounts charged to expense
|
10,009
|
|
|
1,314
|
|
|
6,792
|
|
|
429
|
|
|
18,544
|
|
Write-offs
|
(5,950)
|
|
|
(548)
|
|
|
(7,370)
|
|
|
(343)
|
|
|
(14,211)
|
|
Recoveries
|
1,488
|
|
|
91
|
|
|
2,399
|
|
|
1
|
|
|
3,979
|
|
Currency impact
|
148
|
|
|
210
|
|
|
181
|
|
|
63
|
|
|
602
|
|
Balance at September 30, 2020
|
$
|
25,886
|
|
|
$
|
4,902
|
|
|
$
|
6,792
|
|
|
$
|
488
|
|
|
$
|
38,068
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales-type Lease Receivables
|
|
Loan Receivables
|
|
|
|
North
America
|
|
International
|
|
North
America
|
|
International
|
|
Total
|
Balance at January 1, 2019
|
$
|
10,253
|
|
|
$
|
2,355
|
|
|
$
|
6,777
|
|
|
$
|
837
|
|
|
$
|
20,222
|
|
Amounts charged to expense
|
4,587
|
|
|
801
|
|
|
3,547
|
|
|
440
|
|
|
9,375
|
|
Write-offs
|
(5,153)
|
|
|
(842)
|
|
|
(6,882)
|
|
|
(608)
|
|
|
(13,485)
|
|
Recoveries
|
1,286
|
|
|
157
|
|
|
2,746
|
|
|
9
|
|
|
4,198
|
|
Currency impact
|
199
|
|
|
(254)
|
|
|
(172)
|
|
|
41
|
|
|
(186)
|
|
Balance at September 30, 2019
|
$
|
11,172
|
|
|
$
|
2,217
|
|
|
$
|
6,016
|
|
|
$
|
719
|
|
|
$
|
20,124
|
|
Credit Quality
The extension of credit and management of credit lines to new and existing clients uses a combination of a client's credit score, where available, and a detailed manual review of their financial condition and payment history or an automated process for certain small dollar applications. Once credit is granted, the payment performance of the client is managed through automated collections processes and is supplemented with direct follow up should an account become delinquent. We have robust automated collections and extensive portfolio management processes to ensure that our global strategy is executed, collection resources are allocated appropriately and enhanced tools and processes are implemented as needed.
We use a third party to score the majority of the North America portfolio on a quarterly basis using a commercial credit score. The relative scores are determined based on a number of factors, including financial information, payment history, company type and ownership structure. A fourth class is shown for accounts that are not scored. Absence of a score is not indicative of the credit quality of the account. The degree of risk (low, medium, high), as defined by the third party, refers to the relative risk that an account may become delinquent in the next 12 months.
•Low risk accounts are companies with very good credit scores and are considered to approximate the top 30% of all commercial borrowers.
•Medium risk accounts are companies with average to good credit scores and are considered to approximate the middle 40% of all commercial borrowers.
•High risk accounts are companies with poor credit scores, are delinquent or are at risk of becoming delinquent and are considered to approximate the bottom 30% of all commercial borrowers.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
The table below shows the gross sales-type lease receivable and loan receivable balances by relative risk class and year of origination based on the relative scores of the accounts within each class.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales Type Lease Receivables
|
|
Loan Receivables
|
|
Total
|
|
2020
|
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
Prior
|
|
|
Low
|
$
|
187,763
|
|
|
$
|
230,942
|
|
|
$
|
178,224
|
|
|
$
|
101,307
|
|
|
$
|
37,346
|
|
|
$
|
15,488
|
|
|
$
|
185,709
|
|
|
$
|
936,779
|
|
Medium
|
39,810
|
|
|
58,779
|
|
|
42,501
|
|
|
24,903
|
|
|
10,491
|
|
|
3,924
|
|
|
59,422
|
|
|
239,830
|
|
High
|
5,752
|
|
|
6,219
|
|
|
4,722
|
|
|
2,605
|
|
|
1,344
|
|
|
184
|
|
|
4,617
|
|
|
25,443
|
|
Not Scored
|
55,694
|
|
|
79,125
|
|
|
53,395
|
|
|
28,611
|
|
|
12,207
|
|
|
1,729
|
|
|
32,461
|
|
|
263,222
|
|
Total
|
$
|
289,019
|
|
|
$
|
375,065
|
|
|
$
|
278,842
|
|
|
$
|
157,426
|
|
|
$
|
61,388
|
|
|
$
|
21,325
|
|
|
$
|
282,209
|
|
|
$
|
1,465,274
|
|
The majority of the Not Scored amounts above is within our International portfolio. We do not use a third party to score our International portfolio because the cost to do so is prohibitive, given that it is a localized process, and there is no single credit score model that covers all countries. International credit applications below $50 thousand are subjected to an automated review process. All other credit applications are manually reviewed. A manual review includes obtaining client financial information, credit reports and other available financial information. Approximately 80% of credit applications are approved or denied through the automated review process.
Lease Income
Lease income from sales-type leases was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
2020
|
|
2019
|
|
2020
|
|
2019
|
Profit recognized at commencement (1)
|
$
|
29,169
|
|
|
$
|
39,326
|
|
|
$
|
80,349
|
|
|
$
|
112,422
|
|
Interest income
|
33,654
|
|
|
56,522
|
|
|
101,969
|
|
|
174,045
|
|
Total lease income from sales-type leases
|
$
|
62,823
|
|
|
$
|
95,848
|
|
|
$
|
182,318
|
|
|
$
|
286,467
|
|
(1) Lease contracts do not include variable lease payments.
Lessor Operating Leases
We also lease mailing equipment under operating leases with terms of one to five years. Maturities of these operating leases are as follows:
|
|
|
|
|
|
Remaining for year ending December 31, 2020
|
$
|
17,351
|
|
Year ending December 31, 2021
|
36,396
|
|
Year ending December 31, 2022
|
13,688
|
|
Year ending December 31, 2023
|
7,172
|
|
Year ending December 31, 2024
|
2,100
|
|
Thereafter
|
399
|
|
Total
|
$
|
77,106
|
|
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
8. Intangible Assets, Goodwill and Other Assets
Intangible Assets
Intangible assets consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2020
|
|
December 31, 2019
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
Customer relationships
|
$
|
268,195
|
|
|
$
|
(108,338)
|
|
|
$
|
159,857
|
|
|
$
|
265,665
|
|
|
$
|
(88,550)
|
|
|
$
|
177,115
|
|
Software & technology
|
31,600
|
|
|
(23,969)
|
|
|
7,631
|
|
|
31,600
|
|
|
(19,999)
|
|
|
11,601
|
|
Trademarks & other
|
13,324
|
|
|
(13,319)
|
|
|
5
|
|
|
13,324
|
|
|
(11,400)
|
|
|
1,924
|
|
Total intangible assets
|
$
|
313,119
|
|
|
$
|
(145,626)
|
|
|
$
|
167,493
|
|
|
$
|
310,589
|
|
|
$
|
(119,949)
|
|
|
$
|
190,640
|
|
Amortization expense for the three months ended September 30, 2020 and 2019 was $8 million and $9 million, respectively, and amortization expense for the nine months ended September 30, 2020 and 2019 was $26 million and $27 million, respectively.
Future amortization expense as of September 30, 2020 is shown in the table below. Actual amortization expense may differ due to, among other things, fluctuations in foreign currency exchange rates, impairments, acquisitions and accelerated amortization.
|
|
|
|
|
|
Remaining for year ending December 31, 2020
|
$
|
7,683
|
|
Year ending December 31, 2021
|
30,265
|
|
Year ending December 31, 2022
|
29,315
|
|
Year ending December 31, 2023
|
26,465
|
|
Year ending December 31, 2024
|
26,465
|
|
Thereafter
|
47,300
|
|
Total
|
$
|
167,493
|
|
Goodwill
Changes in the carrying value of goodwill, by reporting segment, are shown in the table below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2019
|
|
Impairment
|
|
Acquisition
|
|
Currency impact
|
|
September 30,
2020
|
Global Ecommerce
|
|
|
|
|
$
|
609,431
|
|
|
$
|
(198,169)
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
411,262
|
|
Presort Services
|
|
|
|
|
212,529
|
|
|
—
|
|
|
8,463
|
|
|
—
|
|
|
220,992
|
|
Commerce Services
|
|
|
|
|
821,960
|
|
|
(198,169)
|
|
|
8,463
|
|
|
—
|
|
|
632,254
|
|
SendTech Solutions
|
|
|
|
|
502,219
|
|
|
—
|
|
|
—
|
|
|
7,671
|
|
|
509,890
|
|
Total goodwill
|
|
|
|
|
$
|
1,324,179
|
|
|
$
|
(198,169)
|
|
|
$
|
8,463
|
|
|
$
|
7,671
|
|
|
$
|
1,142,144
|
|
In the first quarter of 2020, we determined that the estimated fair value of the Global Ecommerce reporting unit was less than its carrying value and recorded a non-cash, pre-tax goodwill impairment charge of $198 million.
At December 31, 2019, the fair value of our Global Ecommerce business exceeded its carrying value by less than 20%. During the first quarter of 2020, our Global Ecommerce reporting unit experienced weaker than expected performance, due in part to the deteriorating macroeconomic conditions and uncertainty brought on by COVID-19, causing us to evaluate the Global Ecommerce goodwill for impairment.
To test the Global Ecommerce goodwill for impairment, we determined the fair value of the Global Ecommerce reporting unit and compared it to the reporting unit's carrying value, including goodwill. We engaged a third-party to assist in the determination of the fair value of the reporting unit. The determination of fair value, and the resulting impairment charge, relied on internal projections developed using numerous estimates and assumptions that are inherently subject to significant uncertainties. These estimates and assumptions included revenue growth, profitability, cash flows, capital spending and other available information. The determination of fair value also incorporated a risk-adjusted discount rate, terminal growth rates and other assumptions that market participants may use. Changes in any of these estimates or assumptions could materially affect the determination of fair value and the associated
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
goodwill impairment charge and could result in an additional impairment charge in the future. These estimates and assumptions are considered Level 3 inputs under the fair value hierarchy.
Other Assets
Other assets at September 30, 2020 and December 31, 2019 includes long-term investments of $426 million and $289 million, respectively.
In the second quarter of 2020, we surrendered certain company owned life insurance policies and received proceeds of $46 million. We did not record a gain or loss on the surrender; however, the surrender resulted in a tax expense of $12 million (see Note 13 for further information). Also, in the second quarter of 2020, we sold our interest in an equity investment for $12 million and recognized a gain of $12 million.
9. Fair Value Measurements and Derivative Instruments
We measure certain financial assets and liabilities at fair value on a recurring basis. Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. An entity is required to classify certain assets and liabilities measured at fair value based on the following fair value hierarchy that prioritizes the inputs used to measure fair value:
Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities.
Level 2 – Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 – Unobservable inputs that are supported by little or no market activity, may be derived from internally developed methodologies based on management’s best estimate of fair value and that are significant to the fair value of the asset or liability.
Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect its placement within the fair value hierarchy. The following tables show, by level within the fair value hierarchy, our financial assets and liabilities that are accounted for at fair value on a recurring basis.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2020
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
Assets:
|
|
|
|
|
|
|
|
Investment securities
|
|
|
|
|
|
|
|
Money market funds
|
$
|
116,806
|
|
|
$
|
440,493
|
|
|
$
|
—
|
|
|
$
|
557,299
|
|
Equity securities
|
—
|
|
|
22,555
|
|
|
—
|
|
|
22,555
|
|
Commingled fixed income securities
|
1,720
|
|
|
19,537
|
|
|
—
|
|
|
21,257
|
|
Government and related securities
|
17,408
|
|
|
18,601
|
|
|
—
|
|
|
36,009
|
|
Corporate debt securities
|
—
|
|
|
82,959
|
|
|
—
|
|
|
82,959
|
|
Mortgage-backed / asset-backed securities
|
—
|
|
|
275,352
|
|
|
—
|
|
|
275,352
|
|
Derivatives
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign exchange contracts
|
—
|
|
|
2,603
|
|
|
—
|
|
|
2,603
|
|
Total assets
|
$
|
135,934
|
|
|
$
|
862,100
|
|
|
$
|
—
|
|
|
$
|
998,034
|
|
Liabilities:
|
|
|
|
|
|
|
|
Derivatives
|
|
|
|
|
|
|
|
Interest rate swaps
|
$
|
—
|
|
|
$
|
(2,908)
|
|
|
$
|
—
|
|
|
$
|
(2,908)
|
|
Foreign exchange contracts
|
—
|
|
|
(1,086)
|
|
|
—
|
|
|
(1,086)
|
|
Total liabilities
|
$
|
—
|
|
|
$
|
(3,994)
|
|
|
$
|
—
|
|
|
$
|
(3,994)
|
|
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2019
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
Assets:
|
|
|
|
|
|
|
|
Investment securities
|
|
|
|
|
|
|
|
Money market funds
|
$
|
161,441
|
|
|
$
|
240,364
|
|
|
$
|
—
|
|
|
$
|
401,805
|
|
Equity securities
|
—
|
|
|
21,979
|
|
|
—
|
|
|
21,979
|
|
Commingled fixed income securities
|
1,656
|
|
|
18,404
|
|
|
—
|
|
|
20,060
|
|
Government and related securities
|
64,572
|
|
|
17,478
|
|
|
—
|
|
|
82,050
|
|
Corporate debt securities
|
—
|
|
|
72,149
|
|
|
—
|
|
|
72,149
|
|
Mortgage-backed / asset-backed securities
|
—
|
|
|
66,339
|
|
|
—
|
|
|
66,339
|
|
Derivatives
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign exchange contracts
|
—
|
|
|
3,256
|
|
|
—
|
|
|
3,256
|
|
Total assets
|
$
|
227,669
|
|
|
$
|
439,969
|
|
|
$
|
—
|
|
|
$
|
667,638
|
|
Liabilities:
|
|
|
|
|
|
|
|
Derivatives
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign exchange contracts
|
$
|
—
|
|
|
$
|
(1,402)
|
|
|
$
|
—
|
|
|
$
|
(1,402)
|
|
Total liabilities
|
$
|
—
|
|
|
$
|
(1,402)
|
|
|
$
|
—
|
|
|
$
|
(1,402)
|
|
Investment Securities
The valuation of investment securities is based on the market approach using inputs that are observable, or can be corroborated by observable data, in an active marketplace. The following information relates to our classification into the fair value hierarchy:
•Money Market Funds: Money market funds typically invest in government securities, certificates of deposit, commercial paper and other highly liquid, low risk securities. Money market funds are principally used for overnight deposits and are classified as Level 1 when unadjusted quoted prices in active markets are available and as Level 2 when they are not actively traded on an exchange.
•Equity Securities: Equity securities are comprised of mutual funds investing in U.S. and foreign stocks. These mutual funds are classified as Level 2.
•Commingled Fixed Income Securities: Commingled fixed income securities are comprised of mutual funds that invest in a variety of fixed income securities, including securities of the U.S. government and its agencies, corporate debt, mortgage-backed securities and asset-backed securities. Fair value is based on the value of the underlying investments owned by each fund, minus its liabilities, divided by the number of shares outstanding, as reported by the fund manager. These mutual funds are classified as Level 1 when unadjusted quoted prices in active markets are available and as Level 2 when they are not actively traded on an exchange.
•Government and Related Securities: Debt securities are classified as Level 1 where active, high volume trades for identical securities exist. Valuation adjustments are not applied to these securities. Debt securities are classified as Level 2 where fair value is determined using quoted market prices for similar securities or benchmarking model derived prices to quoted market prices and trade data for identical or comparable securities.
•Corporate Debt Securities: Corporate debt securities are valued using recently executed comparable transactions, market price quotations or bond spreads for the same maturity as the security. These securities are classified as Level 2.
•Mortgage-Backed Securities / Asset-Backed Securities: These securities are valued based on external pricing indices or external price/spread data. These securities are classified as Level 2.
Derivative Securities
•Foreign Exchange Contracts: The valuation of foreign exchange derivatives is based on the market approach using observable market inputs, such as foreign currency spot and forward rates and yield curves. We have not seen a material change in the creditworthiness of those banks acting as derivative counterparties. These securities are classified as Level 2.
•Interest Rate Swaps: The valuation of interest rate swaps is based on an income approach using inputs that are observable or that can be derived from, or corroborated by, observable market data. These securities are classified as Level 2.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Available-For-Sale Securities
Available-for-sale securities are predominantly held at our wholly owned subsidiary, the Pitney Bowes Bank (the PB Bank). The PB Bank provides financing solutions to clients that rent or lease postage meters and purchase postage related supplies. The PB Bank also manages and invests excess undeployed deposits in bond investments. Investment securities classified as available-for-sale are recorded at fair value with changes in fair value due to market conditions (i.e., interest rates) recorded in accumulated other comprehensive income (AOCI), and changes in fair value due to credit conditions recorded in earnings. There were no unrealized losses due to credit losses charged to earnings through September 30, 2020.
Available-for-sale securities consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2020
|
|
Amortized cost
|
|
Gross unrealized gains
|
|
Gross unrealized losses
|
|
Estimated fair value
|
Government and related securities
|
$
|
35,018
|
|
|
$
|
144
|
|
|
$
|
(719)
|
|
|
$
|
34,443
|
|
Corporate debt securities
|
84,457
|
|
|
422
|
|
|
(1,920)
|
|
|
82,959
|
|
Commingled fixed income securities
|
1,699
|
|
|
21
|
|
|
—
|
|
|
1,720
|
|
Mortgage-backed / asset-backed securities
|
276,880
|
|
|
476
|
|
|
(2,004)
|
|
|
275,352
|
|
Total
|
$
|
398,054
|
|
|
$
|
1,063
|
|
|
$
|
(4,643)
|
|
|
$
|
394,474
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2019
|
|
Amortized cost
|
|
Gross unrealized gains
|
|
Gross unrealized losses
|
|
Estimated fair value
|
Government and related securities
|
$
|
80,732
|
|
|
$
|
1,358
|
|
|
$
|
(114)
|
|
|
$
|
81,976
|
|
Corporate debt securities
|
70,426
|
|
|
2,009
|
|
|
(286)
|
|
|
72,149
|
|
Commingled fixed income securities
|
1,675
|
|
|
—
|
|
|
(19)
|
|
|
1,656
|
|
Mortgage-backed / asset-backed securities
|
65,679
|
|
|
960
|
|
|
(300)
|
|
|
66,339
|
|
Total
|
$
|
218,512
|
|
|
$
|
4,327
|
|
|
$
|
(719)
|
|
|
$
|
222,120
|
|
Investment securities in a loss position were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2020
|
|
December 31, 2019
|
|
Fair Value
|
|
Gross unrealized losses
|
|
Fair Value
|
|
Gross unrealized losses
|
Less than 12 continuous months
|
$
|
314,145
|
|
|
$
|
4,543
|
|
|
$
|
52,521
|
|
|
$
|
583
|
|
Greater than 12 continuous months
|
3,157
|
|
|
100
|
|
|
9,227
|
|
|
136
|
|
Total
|
$
|
317,302
|
|
|
$
|
4,643
|
|
|
$
|
61,748
|
|
|
$
|
719
|
|
At September 30, 2020, approximately 30% of total securities in the investment portfolio were in a net loss position. We believe our allowance for credit losses on available-for-sale investment securities is adequate as our investments are primarily in highly liquid U.S. government and agency securities, high grade corporate bonds and municipal bonds. We have not recognized an impairment on investment securities in an unrealized loss position because we have the ability and intent to hold these securities until recovery of the unrealized losses or expect to receive the stated principal and interest at maturity.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Scheduled maturities of available-for-sale securities at September 30, 2020 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortized cost
|
|
Estimated fair value
|
Within 1 year
|
$
|
19,299
|
|
|
$
|
19,379
|
|
After 1 year through 5 years
|
9,354
|
|
|
9,553
|
|
After 5 years through 10 years
|
54,448
|
|
|
53,476
|
|
After 10 years
|
314,953
|
|
|
312,066
|
|
Total
|
$
|
398,054
|
|
|
$
|
394,474
|
|
The scheduled maturities of mortgage-backed and asset-backed securities may not coincide with the actual payment, as borrowers have the right to prepay obligations.
We have not experienced any significant write-offs in our investment portfolio. The majority of our mortgage-backed securities are either guaranteed or supported by the U.S. Government. We have no investments in inactive markets that would warrant a possible change in our pricing methods or classification within the fair value hierarchy.
Held-to-Maturity Securities
Held-to-maturity securities at September 30, 2020 and December 31, 2019, include $25 million and $383 million, respectively, of short-term, highly liquid time deposits. Due to the short-term nature of these securities, the carrying value approximates fair value.
Derivative Instruments
In the normal course of business, we are exposed to the impact of changes in foreign currency exchange rates and interest rates. We mitigate these exposures by following established risk management policies and procedures, including the use of derivatives. We use derivative instruments to limit the effects of exchange rate fluctuations on financial results and manage the cost of debt. We do not use derivatives for trading or speculative purposes. We record derivative instruments at fair value and the accounting for changes in the fair value depends on the intended use of the derivative, the resulting designation and the effectiveness of the instrument in offsetting the risk exposure it is designed to hedge.
Foreign Exchange Contracts
We enter into foreign exchange contracts to mitigate the currency risk associated with the anticipated purchase of inventory between affiliates and from third parties. These contracts are designated as cash flow hedges. The effective portion of the gain or loss on cash flow hedges is included in AOCI in the period that the change in fair value occurs and is reclassified to earnings in the period that the hedged item is recorded in earnings. No amount of ineffectiveness was recorded in earnings for these designated cash flow hedges. At September 30, 2020 and December 31, 2019, we had outstanding contracts associated with these anticipated transactions with notional amounts of $9 million and $7 million, respectively. Amounts included in AOCI at September 30, 2020 will be recognized in earnings within the next 12 months.
Interest Rate Swaps
We have interest rate swap agreements with an aggregate notional amount of $500 million that are designated as cash flow hedges. The fair value of the interest rate swaps is recorded as a derivative asset or liability at the end of each reporting period with the change in fair value reflected in AOCI.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
The fair value of derivative instruments was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Designation of Derivatives
|
|
Balance Sheet Location
|
|
September 30,
2020
|
|
December 31,
2019
|
Derivatives designated as
hedging instruments
|
|
|
|
|
|
|
Foreign exchange contracts
|
|
Other current assets and prepayments
|
|
$
|
15
|
|
|
$
|
207
|
|
|
|
Accounts payable and accrued liabilities
|
|
(154)
|
|
|
(56)
|
|
|
|
|
|
|
|
|
Interest rate swaps
|
|
Other noncurrent liabilities
|
|
(2,908)
|
|
|
—
|
|
|
|
|
|
|
|
|
Derivatives not designated as
hedging instruments
|
|
|
|
|
|
|
Foreign exchange contracts
|
|
Other current assets and prepayments
|
|
2,588
|
|
|
3,049
|
|
|
|
Accounts payable and accrued liabilities
|
|
(932)
|
|
|
(1,346)
|
|
|
|
|
|
|
|
|
|
|
Total derivative assets
|
|
$
|
2,603
|
|
|
$
|
3,256
|
|
|
|
Total derivative liabilities
|
|
(3,994)
|
|
|
(1,402)
|
|
|
|
Total net derivative (liability) asset
|
|
$
|
(1,391)
|
|
|
$
|
1,854
|
|
Results of cash flow hedging relationships were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30,
|
|
|
Derivative Gain (Loss)
Recognized in AOCI
(Effective Portion)
|
|
Location of Gain (Loss)
(Effective Portion)
|
|
Gain (Loss) Reclassified
from AOCI to Earnings
(Effective Portion)
|
Derivative Instrument
|
|
2020
|
|
2019
|
|
|
2020
|
|
2019
|
Foreign exchange contracts
|
|
$
|
(80)
|
|
|
$
|
156
|
|
|
Revenue
|
|
$
|
(104)
|
|
|
$
|
(98)
|
|
|
|
|
|
|
|
Cost of sales
|
|
(6)
|
|
|
54
|
|
Interest rate swap
|
|
(1,303)
|
|
|
—
|
|
|
Interest expense
|
|
—
|
|
|
—
|
|
|
|
$
|
(1,383)
|
|
|
$
|
156
|
|
|
|
|
$
|
(110)
|
|
|
$
|
(44)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30,
|
|
|
Derivative Gain (Loss)
Recognized in AOCI
(Effective Portion)
|
|
Location of Gain (Loss)
(Effective Portion)
|
|
Gain (Loss) Reclassified
from AOCI to Earnings
(Effective Portion)
|
Derivative Instrument
|
|
2020
|
|
2019
|
|
|
2020
|
|
2019
|
Foreign exchange contracts
|
|
$
|
(361)
|
|
|
$
|
181
|
|
|
Revenue
|
|
$
|
(107)
|
|
|
$
|
(23)
|
|
|
|
|
|
|
|
Cost of sales
|
|
36
|
|
|
99
|
|
Interest rate swap
|
|
(2,908)
|
|
|
—
|
|
|
Interest expense
|
|
—
|
|
|
—
|
|
|
|
$
|
(3,269)
|
|
|
$
|
181
|
|
|
|
|
$
|
(71)
|
|
|
$
|
76
|
|
We enter into foreign exchange contracts to minimize the impact of exchange rate fluctuations on short-term intercompany loans and related interest that are denominated in a foreign currency. The revaluation of intercompany loans and interest and the corresponding mark-to-market adjustment on derivatives are recorded in earnings. All outstanding contracts at September 30, 2020 mature within 12 months.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
The mark-to-market adjustments of non-designated derivative instruments were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30,
|
|
|
|
|
|
|
|
|
Derivative Gain (Loss) Recognized in Earnings
|
|
|
|
|
Derivatives Instrument
|
|
Location of Derivative Gain (Loss)
|
|
2020
|
|
2019
|
|
|
|
|
Foreign exchange contracts
|
|
Selling, general and administrative expense
|
|
$
|
891
|
|
|
$
|
(11,385)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30,
|
|
|
|
|
|
|
|
|
Derivative Gain (Loss) Recognized in Earnings
|
|
|
|
|
Derivatives Instrument
|
|
Location of Derivative Gain (Loss)
|
|
2020
|
|
2019
|
|
|
|
|
Foreign exchange contracts
|
|
Selling, general and administrative expense
|
|
$
|
(2,776)
|
|
|
$
|
(6,181)
|
|
|
|
|
|
Fair Value of Financial Instruments
Financial instruments not reported at fair value on a recurring basis include cash and cash equivalents, accounts receivable, loan receivables, accounts payable and debt. The carrying value for cash and cash equivalents, accounts receivable, loans receivable and accounts payable approximate fair value. The fair value of debt is estimated based on recently executed transactions and market price quotations. The inputs used to determine the fair value of debt are classified as Level 2 in the fair value hierarchy. The carrying value and estimated fair value of debt was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2020
|
|
December 31, 2019
|
Carrying value
|
$
|
2,595,221
|
|
|
$
|
2,739,722
|
|
Fair value
|
$
|
2,426,516
|
|
|
$
|
2,572,794
|
|
10. Restructuring Charges and Asset Impairments
Restructuring Charges
Activity in our restructuring reserves was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Severance and benefits costs
|
|
Other exit
costs
|
|
Total
|
Balance at January 1, 2020
|
$
|
11,937
|
|
|
$
|
69
|
|
|
$
|
12,006
|
|
Expenses, net
|
8,748
|
|
|
1,108
|
|
|
9,856
|
|
Cash payments
|
(14,714)
|
|
|
(1,155)
|
|
|
(15,869)
|
|
Balance at September 30, 2020
|
$
|
5,971
|
|
|
$
|
22
|
|
|
$
|
5,993
|
|
|
|
|
|
|
|
Balance at January 1, 2019
|
$
|
13,641
|
|
|
$
|
1,808
|
|
|
$
|
15,449
|
|
Expenses, net
|
12,498
|
|
|
845
|
|
|
13,343
|
|
Cash payments
|
(16,362)
|
|
|
(2,483)
|
|
|
(18,845)
|
|
Balance at September 30, 2019
|
$
|
9,777
|
|
|
$
|
170
|
|
|
$
|
9,947
|
|
The majority of the restructuring reserves are expected to be paid over the next 12 to 24 months.
Other Charges
Restructuring charges and asset impairments for the nine months ended September 30, 2020 includes $3 million of non-cash charges related to pension settlements and facilities abandonment. Restructuring charges and asset impairments for the nine months ended September 30, 2019 includes $43 million of non-cash charges primarily due to the impairment of capitalized software costs related to the development of a new enterprise resource planning (ERP) system in our international markets.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
11. Debt
Total debt consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate
|
|
September 30, 2020
|
|
December 31, 2019
|
Notes due October 2021
|
4.625%
|
|
$
|
170,253
|
|
|
$
|
600,000
|
|
Notes due May 2022
|
5.375%
|
|
148,792
|
|
|
400,000
|
|
Notes due April 2023
|
5.70%
|
|
271,000
|
|
|
400,000
|
|
Notes due March 2024
|
4.625%
|
|
374,000
|
|
|
500,000
|
|
Notes due January 2037
|
5.25%
|
|
35,841
|
|
|
35,841
|
|
Notes due March 2043
|
6.70%
|
|
425,000
|
|
|
425,000
|
|
Term loan due November 2024
|
Variable
|
|
385,000
|
|
|
400,000
|
|
Term loan due January 2025
|
Variable
|
|
828,750
|
|
|
—
|
|
|
|
|
|
|
|
Other debt
|
|
|
5,000
|
|
|
5,108
|
|
Principal amount
|
|
|
2,643,636
|
|
|
2,765,949
|
|
Less: unamortized costs, net
|
|
|
48,415
|
|
|
26,227
|
|
Total debt
|
|
|
2,595,221
|
|
|
2,739,722
|
|
Less: current portion long-term debt
|
|
|
63,509
|
|
|
20,108
|
|
Long-term debt
|
|
|
$
|
2,531,712
|
|
|
$
|
2,719,614
|
|
Interest rates on certain notes are subject to adjustment based on changes in our credit ratings. As a result of credit rating downgrades in November 2019 and May 2020, the interest rates on the October 2021 notes and April 2023 notes increased 0.50% and the interest rate on the May 2022 notes increased 0.75% in the second quarter of 2020. Further, the interest rates on the October 2021 notes and April 2023 notes will increase an additional 0.25% in the fourth quarter of 2020.
In February 2020, we secured a five-year $850 million term loan maturing January 2025 (the 2025 Term Loan). The 2025 Term Loan bears interest at LIBOR plus 5.5% and resets monthly. We have interest rate swap agreements with an aggregate notional amount of $500 million to mitigate the interest rate risk associated with $500 million of our variable-rate term loans. Under the terms of the swap agreements, we pay fixed-rate interest of 0.4443% and receive variable-rate interest based on one-month LIBOR. The variable interest rate under the term loans and the swaps reset monthly.
In March 2020, we purchased under a tender offer $428 million of the October 2021 notes, $250 million of the May 2022 notes, $125 million of the April 2023 notes and $125 million of the March 2024 notes. A $37 million loss was incurred on the early redemption of debt.
During the first nine months of 2020, we repaid $36 million of principal related to our term loans.
We have a $500 million secured revolving credit facility that expires in November 2024 and contains financial and non-financial covenants. At September 30, 2020, we were in compliance with all covenants. In September 2020, we repaid the $100 million under the credit facility that we drew down in April 2020. At September 30, 2020 and December 31, 2019, there were no outstanding borrowings under this facility.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
12. Pensions and Other Benefit Programs
The components of net periodic benefit (income) cost were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Defined Benefit Pension Plans
|
|
Nonpension Postretirement Benefit Plans
|
|
United States
|
|
Foreign
|
|
|
|
Three Months Ended
|
|
Three Months Ended
|
|
Three Months Ended
|
|
September 30,
|
|
September 30,
|
|
September 30,
|
|
2020
|
|
2019
|
|
2020
|
|
2019
|
|
2020
|
|
2019
|
Service cost
|
$
|
16
|
|
|
$
|
20
|
|
|
$
|
422
|
|
|
$
|
385
|
|
|
$
|
229
|
|
|
$
|
242
|
|
Interest cost
|
12,719
|
|
|
15,792
|
|
|
3,548
|
|
|
4,435
|
|
|
1,255
|
|
|
1,646
|
|
Expected return on plan assets
|
(20,932)
|
|
|
(23,182)
|
|
|
(8,297)
|
|
|
(8,340)
|
|
|
—
|
|
|
—
|
|
Amortization of transition credit
|
—
|
|
|
—
|
|
|
(1)
|
|
|
(2)
|
|
|
—
|
|
|
—
|
|
Amortization of prior service (credit) cost
|
(15)
|
|
|
(15)
|
|
|
62
|
|
|
58
|
|
|
93
|
|
|
80
|
|
Amortization of net actuarial loss
|
7,972
|
|
|
6,537
|
|
|
2,092
|
|
|
1,543
|
|
|
926
|
|
|
507
|
|
Settlement
|
75
|
|
|
1,477
|
|
|
833
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net periodic benefit (income) cost
|
$
|
(165)
|
|
|
$
|
629
|
|
|
$
|
(1,341)
|
|
|
$
|
(1,921)
|
|
|
$
|
2,503
|
|
|
$
|
2,475
|
|
Contributions to benefit plans
|
$
|
2,061
|
|
|
$
|
3,350
|
|
|
$
|
445
|
|
|
$
|
652
|
|
|
$
|
2,422
|
|
|
$
|
4,628
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Defined Benefit Pension Plans
|
|
Nonpension Postretirement Benefit Plans
|
|
United States
|
|
Foreign
|
|
|
|
Nine Months Ended
|
|
Nine Months Ended
|
|
Nine Months Ended
|
|
September 30,
|
|
September 30,
|
|
September 30,
|
|
2020
|
|
2019
|
|
2020
|
|
2019
|
|
2020
|
|
2019
|
Service cost
|
$
|
69
|
|
|
$
|
62
|
|
|
$
|
1,220
|
|
|
$
|
1,157
|
|
|
$
|
663
|
|
|
$
|
725
|
|
Interest cost
|
39,077
|
|
|
47,378
|
|
|
10,473
|
|
|
13,231
|
|
|
3,742
|
|
|
4,937
|
|
Expected return on plan assets
|
(63,539)
|
|
|
(69,545)
|
|
|
(24,474)
|
|
|
(25,609)
|
|
|
—
|
|
|
—
|
|
Amortization of transition credit
|
—
|
|
|
—
|
|
|
(3)
|
|
|
(5)
|
|
|
—
|
|
|
—
|
|
Amortization of prior service (credit) cost
|
(45)
|
|
|
(45)
|
|
|
182
|
|
|
181
|
|
|
280
|
|
|
241
|
|
Amortization of net actuarial loss
|
24,367
|
|
|
19,610
|
|
|
6,156
|
|
|
4,727
|
|
|
2,400
|
|
|
1,521
|
|
Settlement
|
1,076
|
|
|
2,278
|
|
|
4,023
|
|
|
397
|
|
|
—
|
|
|
—
|
|
Net periodic benefit cost (income)
|
$
|
1,005
|
|
|
$
|
(262)
|
|
|
$
|
(2,423)
|
|
|
$
|
(5,921)
|
|
|
$
|
7,085
|
|
|
$
|
7,424
|
|
Contributions to benefit plans
|
$
|
5,959
|
|
|
$
|
7,401
|
|
|
$
|
9,013
|
|
|
$
|
9,740
|
|
|
$
|
10,493
|
|
|
$
|
13,841
|
|
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
13. Income Taxes
The effective tax rate for the three and nine months ended September 30, 2020 was 4.9% and (3.8)%, respectively and includes a $3 million benefit, which is primarily due to regulations enacted into law during the quarter. The effective tax rate for the nine months ended September 30, 2020 also includes a $12 million charge for the surrender of company owned life insurance policies (see Note 8), a benefit of $2 million on the $198 million goodwill impairment charge as the majority of this charge is nondeductible, a benefit of $1 million from the resolution of certain tax examinations and a charge of $3 million for the write-off of deferred tax assets associated with the expiration of out-of-money vested stock options and the vesting of restricted stock.
The effective tax rate for the three and nine months ended September 30, 2019 was 127.3% and (71.2)%, respectively, and includes a benefit of $23 million from the release of a foreign valuation allowance. The effective tax rate for the nine months ended September 30, 2019 also includes a $2 million tax on the $18 million book loss incurred from the disposition of operations in certain international markets, primarily due to nondeductible basis differences as well as a benefit of $6 million from the resolution of certain tax examinations.
As is the case with other large corporations, our tax returns are examined by tax authorities in the U.S. and other global taxing jurisdictions in which we have operations. As a result, it is reasonably possible that the amount of unrecognized tax benefits will decrease in the next 12 months, and this decrease could be up to 10% of our unrecognized tax benefits.
The Internal Revenue Service examinations of our consolidated U.S. income tax returns for tax years prior to 2017 are closed to audit; however, various post-2011 U.S. state and local tax returns are still subject to examination. In Canada, the examination of our tax filings prior to 2015 are closed to audit. Other significant jurisdictions include France (closed through 2013), Germany (closed through 2016) and the U.K. (closed through 2017). We also have other less significant tax filings currently subject to examination.
14. Commitments and Contingencies
In the ordinary course of business, we are routinely defendants in, or party to, a number of pending and threatened legal actions. These may involve litigation by or against us relating to, among other things, contractual rights under vendor, insurance or other contracts; intellectual property or patent rights; equipment, service, payment or other disputes with clients; or disputes with employees. Some of these actions may be brought as a purported class action on behalf of a purported class of employees, customers or others. In management's opinion, the potential liability, if any, that may result from these actions, either individually or collectively, is not reasonably expected to have a material effect on our financial position, results of operations or cash flows as of September 30, 2020. However, as litigation is inherently unpredictable, there can be no assurances in this regard.
In December 2018 and then in February 2019, certain of the Company’s officers and directors were named as defendants in two virtually identical derivative actions purportedly brought on behalf of the Company, Clem v. Lautenbach et al. and Devolin v. Lautenbach et al. These two actions, both filed by the same counsel in Connecticut state court, allege, among other things, breaches of fiduciary duty relating to these same disclosures, and seek compensatory damages and other relief derivatively for the benefit of the Company. Both of these are derivative claims related to a prior action filed in Connecticut state court, City of Livonia Retiree Health and Disability Benefits Plan v. Pitney Bowes Inc. et al. (“Livonia”). On October 24, 2019, the court had granted the defendants’ motions to dismiss the Livonia case, and that judgment is now final. Given that the defendants prevailed in the Livonia action, the plaintiffs in the Clem and Devolin actions moved to withdraw their complaints, and on February 20, 2020 the court granted the motions. Both cases have now been dismissed.
We have entered into three equipment leases for our Commerce Services operations that will commence in the fourth quarter with terms ranging from seven to nine years. Aggregate lease payments for the three leases will approximate $30 million.
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
15. Stockholders’ Equity
Changes in stockholders’ equity were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock
|
|
Additional paid-in capital
|
|
Retained earnings
|
|
Accumulated other comprehensive loss
|
|
Treasury stock
|
|
Total equity
|
Balance at July 1, 2020
|
|
|
|
|
$
|
323,338
|
|
|
$
|
68,498
|
|
|
$
|
5,188,119
|
|
|
$
|
(836,262)
|
|
|
$
|
(4,699,113)
|
|
|
$
|
44,580
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
|
|
—
|
|
|
—
|
|
|
11,389
|
|
|
—
|
|
|
—
|
|
|
11,389
|
|
Other comprehensive income
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22,690
|
|
|
—
|
|
|
22,690
|
|
Dividends paid ($0.05 per common share)
|
|
|
|
|
—
|
|
|
—
|
|
|
(8,594)
|
|
|
—
|
|
|
—
|
|
|
(8,594)
|
|
Issuance of common stock
|
|
|
|
|
—
|
|
|
(9,272)
|
|
|
—
|
|
|
—
|
|
|
10,046
|
|
|
774
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation expense
|
|
|
|
|
—
|
|
|
8,286
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,286
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at September 30, 2020
|
|
|
|
|
$
|
323,338
|
|
|
$
|
67,512
|
|
|
$
|
5,190,914
|
|
|
$
|
(813,572)
|
|
|
$
|
(4,689,067)
|
|
|
$
|
79,125
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock
|
|
Additional paid-in capital
|
|
Retained earnings
|
|
Accumulated other comprehensive loss
|
|
Treasury stock
|
|
Total equity
|
Balance at July 1, 2019
|
|
|
|
|
$
|
323,338
|
|
|
$
|
105,341
|
|
|
$
|
5,282,374
|
|
|
$
|
(907,678)
|
|
|
$
|
(4,750,403)
|
|
|
$
|
52,972
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
|
|
—
|
|
|
—
|
|
|
(3,125)
|
|
|
—
|
|
|
—
|
|
|
(3,125)
|
|
Other comprehensive loss
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(18,774)
|
|
|
—
|
|
|
(18,774)
|
|
Dividends paid ($0.05 per common share)
|
|
|
|
|
—
|
|
|
—
|
|
|
(8,508)
|
|
|
—
|
|
|
—
|
|
|
(8,508)
|
|
Issuance of common stock
|
|
|
|
|
—
|
|
|
(10,146)
|
|
|
—
|
|
|
—
|
|
|
11,291
|
|
|
1,145
|
|
Conversion to common stock
|
|
|
|
|
—
|
|
|
(246)
|
|
|
—
|
|
|
—
|
|
|
246
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation expense
|
|
|
|
|
—
|
|
|
6,702
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,702
|
|
Repurchase of common stock
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,000)
|
|
|
(5,000)
|
|
Balance at September 30, 2019
|
|
|
|
|
$
|
323,338
|
|
|
$
|
101,651
|
|
|
$
|
5,270,741
|
|
|
$
|
(926,452)
|
|
|
$
|
(4,743,866)
|
|
|
$
|
25,412
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock
|
|
Additional paid-in capital
|
|
Retained earnings
|
|
Accumulated other comprehensive loss
|
|
Treasury stock
|
|
Total equity
|
Balance at January 1, 2020
|
|
|
|
|
$
|
323,338
|
|
|
$
|
98,748
|
|
|
$
|
5,438,930
|
|
|
$
|
(840,143)
|
|
|
$
|
(4,734,777)
|
|
|
$
|
286,096
|
|
Cumulative effect of accounting changes
|
|
|
|
|
—
|
|
|
—
|
|
|
(21,900)
|
|
|
—
|
|
|
—
|
|
|
(21,900)
|
|
Net loss
|
|
|
|
|
—
|
|
|
—
|
|
|
(200,423)
|
|
|
—
|
|
|
—
|
|
|
(200,423)
|
|
Other comprehensive income
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
26,571
|
|
|
—
|
|
|
26,571
|
|
Dividends paid ($0.15 per common share)
|
|
|
|
|
—
|
|
|
—
|
|
|
(25,693)
|
|
|
—
|
|
|
—
|
|
|
(25,693)
|
|
Issuance of common stock
|
|
|
|
|
—
|
|
|
(46,472)
|
|
|
—
|
|
|
—
|
|
|
45,710
|
|
|
(762)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation expense
|
|
|
|
|
—
|
|
|
15,236
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,236
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at September 30, 2020
|
|
|
|
|
$
|
323,338
|
|
|
$
|
67,512
|
|
|
$
|
5,190,914
|
|
|
$
|
(813,572)
|
|
|
$
|
(4,689,067)
|
|
|
$
|
79,125
|
|
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred
stock
|
|
Preference
stock
|
|
Common stock
|
|
Additional paid-in capital
|
|
Retained earnings
|
|
Accumulated other comprehensive loss
|
|
Treasury stock
|
|
Total equity
|
Balance at January 1, 2019
|
$
|
1
|
|
|
$
|
396
|
|
|
$
|
323,338
|
|
|
$
|
121,475
|
|
|
$
|
5,279,682
|
|
|
$
|
(948,961)
|
|
|
$
|
(4,674,089)
|
|
|
$
|
101,842
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17,913
|
|
|
—
|
|
|
—
|
|
|
17,913
|
|
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22,509
|
|
|
—
|
|
|
22,509
|
|
Dividends paid ($0.15 per common share)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(26,854)
|
|
|
—
|
|
|
—
|
|
|
(26,854)
|
|
Issuance of common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(32,877)
|
|
|
—
|
|
|
—
|
|
|
32,289
|
|
|
(588)
|
|
Conversion to common stock
|
—
|
|
|
(130)
|
|
|
—
|
|
|
(2,804)
|
|
|
—
|
|
|
—
|
|
|
2,934
|
|
|
—
|
|
Redemption of preferred/preference stock
|
(1)
|
|
|
(266)
|
|
|
—
|
|
|
(10)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(277)
|
|
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
—
|
|
|
15,867
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,867
|
|
Repurchase of common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(105,000)
|
|
|
(105,000)
|
|
Balance at September 30, 2019
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
323,338
|
|
|
$
|
101,651
|
|
|
$
|
5,270,741
|
|
|
$
|
(926,452)
|
|
|
$
|
(4,743,866)
|
|
|
$
|
25,412
|
|
16. Accumulated Other Comprehensive Loss (AOCL)
Reclassifications out of AOCL were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain (Loss) Reclassified from AOCL
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
2020
|
|
2019
|
|
2020
|
|
2019
|
Cash flow hedges
|
|
|
|
|
|
|
|
Revenue
|
$
|
(104)
|
|
|
$
|
(98)
|
|
|
$
|
(107)
|
|
|
$
|
(23)
|
|
Cost of sales
|
(6)
|
|
|
54
|
|
|
36
|
|
|
99
|
|
|
|
|
|
|
|
|
|
Total before tax
|
(110)
|
|
|
(44)
|
|
|
(71)
|
|
|
76
|
|
Income tax (benefit) provision
|
(27)
|
|
|
(11)
|
|
|
(18)
|
|
|
19
|
|
Net of tax
|
$
|
(83)
|
|
|
$
|
(33)
|
|
|
$
|
(53)
|
|
|
$
|
57
|
|
|
|
|
|
|
|
|
|
Available-for-sale securities
|
|
|
|
|
|
|
|
Financing revenue
|
$
|
6,490
|
|
|
$
|
146
|
|
|
$
|
10,060
|
|
|
$
|
42
|
|
Selling, general and administrative expense
|
263
|
|
|
—
|
|
|
210
|
|
|
—
|
|
Total before tax
|
6,753
|
|
|
146
|
|
|
10,270
|
|
|
42
|
|
Income tax provision
|
1,681
|
|
|
37
|
|
|
2,557
|
|
|
11
|
|
Net of tax
|
$
|
5,072
|
|
|
$
|
109
|
|
|
$
|
7,713
|
|
|
$
|
31
|
|
|
|
|
|
|
|
|
|
Pension and postretirement benefit plans
|
|
|
|
|
|
|
|
Transition credit
|
$
|
1
|
|
|
$
|
2
|
|
|
$
|
3
|
|
|
$
|
5
|
|
Prior service costs
|
(140)
|
|
|
(123)
|
|
|
(417)
|
|
|
(377)
|
|
Actuarial losses
|
(10,990)
|
|
|
(8,587)
|
|
|
(32,923)
|
|
|
(25,858)
|
|
Settlement
|
(908)
|
|
|
(1,477)
|
|
|
(5,099)
|
|
|
(2,675)
|
|
Total before tax
|
(12,037)
|
|
|
(10,185)
|
|
|
(38,436)
|
|
|
(28,905)
|
|
Income tax benefit
|
(2,875)
|
|
|
(2,633)
|
|
|
(9,027)
|
|
|
(7,406)
|
|
Net of tax
|
$
|
(9,162)
|
|
|
$
|
(7,552)
|
|
|
$
|
(29,409)
|
|
|
$
|
(21,499)
|
|
PITNEY BOWES INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited; table amounts in thousands unless otherwise noted, except per share amounts)
Changes in AOCL were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flow hedges
|
|
Available for sale securities
|
|
Pension and postretirement benefit plans
|
|
Foreign currency adjustments
|
|
Total
|
Balance at January 1, 2020
|
$
|
337
|
|
|
$
|
2,849
|
|
|
$
|
(819,018)
|
|
|
$
|
(24,311)
|
|
|
$
|
(840,143)
|
|
Other comprehensive (loss) income before reclassifications (1)
|
(2,455)
|
|
|
2,237
|
|
|
—
|
|
|
5,040
|
|
|
4,822
|
|
Reclassifications into earnings (1)
|
53
|
|
|
(7,713)
|
|
|
29,409
|
|
|
—
|
|
|
21,749
|
|
Net other comprehensive (loss) income
|
(2,402)
|
|
|
(5,476)
|
|
|
29,409
|
|
|
5,040
|
|
|
26,571
|
|
Balance at September 30, 2020
|
$
|
(2,065)
|
|
|
$
|
(2,627)
|
|
|
$
|
(789,609)
|
|
|
$
|
(19,271)
|
|
|
$
|
(813,572)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flow hedges
|
|
Available for sale securities
|
|
Pension and postretirement benefit plans
|
|
Foreign currency adjustments
|
|
Total
|
Balance at January 1, 2019
|
$
|
191
|
|
|
$
|
(3,061)
|
|
|
$
|
(846,461)
|
|
|
$
|
(99,630)
|
|
|
$
|
(948,961)
|
|
Other comprehensive income (loss) before reclassifications (1)
|
135
|
|
|
7,547
|
|
|
—
|
|
|
(6,584)
|
|
|
1,098
|
|
Reclassifications into earnings (1)
|
(57)
|
|
|
(31)
|
|
|
21,499
|
|
|
—
|
|
|
21,411
|
|
Net other comprehensive income (loss)
|
78
|
|
|
7,516
|
|
|
21,499
|
|
|
(6,584)
|
|
|
22,509
|
|
Balance at September 30, 2019
|
$
|
269
|
|
|
$
|
4,455
|
|
|
$
|
(824,962)
|
|
|
$
|
(106,214)
|
|
|
$
|
(926,452)
|
|
(1) Amounts are net of tax.
17. Other (income) expense
Other (income) expense consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
2020
|
|
2019
|
|
2020
|
|
2019
|
Loss on extinguishment of debt
|
$
|
—
|
|
|
$
|
667
|
|
|
$
|
36,987
|
|
|
$
|
667
|
|
Insurance proceeds
|
(6,325)
|
|
|
—
|
|
|
(15,292)
|
|
|
—
|
|
Gain on sale of equity investment
|
—
|
|
|
—
|
|
|
(11,908)
|
|
|
—
|
|
Loss on sale of business
|
—
|
|
|
—
|
|
|
—
|
|
|
17,683
|
|
Other (income) expense
|
$
|
(6,325)
|
|
|
$
|
667
|
|
|
$
|
9,787
|
|
|
$
|
18,350
|
|