Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 15, 2019 | |
Document and Entity Information | ||
Entity Registrant Name | HARTE HANKS INC | |
Entity Central Index Key | 0000045919 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 6,279,642 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Shell Company | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 39,000 | $ 20,882 |
Accounts receivable (less allowance for doubtful accounts of $813 at June 30, 2019 and $430 at December 31, 2018) | 40,782 | 54,240 |
Contract assets | 1,228 | 2,362 |
Inventory | 409 | 448 |
Prepaid expenses | 3,632 | 4,088 |
Prepaid taxes and income tax receivable | 656 | 20,436 |
Other current assets | 1,844 | 2,536 |
Total current assets | 87,551 | 104,992 |
Property, plant and equipment (less accumulated depreciation of $131,251 at June 30, 2019 and $133,559 at December 31, 2018) | 9,953 | 13,592 |
Right-of-use assets | 24,137 | 0 |
Other assets | 4,605 | 6,591 |
Total assets | 126,246 | 125,175 |
Current liabilities | ||
Accounts payable | 19,159 | 31,052 |
Accrued payroll and related expenses | 5,267 | 6,783 |
Deferred revenue and customer advances | 5,229 | 6,034 |
Customer postage and program deposits | 8,052 | 6,729 |
Short-term lease liabilities | 8,609 | 0 |
Other current liabilities | 3,514 | 3,564 |
Total current liabilities | 49,830 | 54,162 |
Long-term debt | 18,700 | 14,200 |
Pensions | 62,128 | 62,214 |
Long-term lease liabilities | 16,469 | 0 |
Other long-term liabilities | 4,038 | 4,060 |
Total liabilities | 151,165 | 134,636 |
Preferred stock, $1 par value, 1,000,000 shares authorized; 9,926 shares of Series A Convertible Preferred Stock authorized, issued and outstanding | 9,723 | 9,723 |
Stockholders’ deficit | ||
Common stock, $1 par value, 25,000,000 shares authorized;12,121,484 and 12,115,055 shares issued, 6,276,963 and 6,260,075 shares outstanding at June 30, 2019 and December 31, 2018, respectively | 12,121 | 12,115 |
Additional paid-in capital | 451,937 | 453,868 |
Retained earnings | 806,751 | 812,704 |
Less treasury stock, 5,844,521 shares at cost at June 30, 2019 and 5,854,980 shares at cost at December 31, 2018 | (1,249,061) | (1,251,388) |
Accumulated other comprehensive loss | (56,390) | (46,483) |
Total stockholders’ deficit | (34,642) | (19,184) |
Total liabilities, preferred stock and stockholders’ deficit | $ 126,246 | $ 125,175 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Accounts receivable, allowance for doubtful accounts | $ 813 | $ 430 |
Property, plant and equipment, accumulated depreciation | $ 131,251 | $ 133,559 |
Preferred stock, preferred stock authorized (in shares) | 1,000,000 | 1,000,000 |
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Common stock, shares issued (in shares) | 12,121,484 | 12,115,055 |
Common stock, shares outstanding (in shares) | 6,276,963 | 6,260,075 |
Treasury stock, shares (in shares) | 5,844,521 | 5,854,980 |
Series A Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, Series A convertible shares authorized (in shares) | 9,926 | 9,926 |
Preferred stock, Series A convertible shares issued (in shares) | 9,926 | 9,926 |
Preferred stock, Series A convertible shares outstanding (in shares) | 9,926 | 9,926 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive (Loss) Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Statement [Abstract] | ||||
Operating revenues | $ 54,686 | $ 69,633 | $ 113,836 | $ 150,829 |
Operating expenses | ||||
Labor | 31,778 | 39,725 | 65,445 | 90,381 |
Production and distribution | 17,816 | 26,358 | 40,816 | 50,506 |
Advertising, selling, general and administrative | 7,127 | 7,955 | 14,602 | 17,232 |
Restructuring Expense | 3,281 | 0 | 7,787 | 0 |
Depreciation, software and intangible asset amortization | 1,297 | 1,903 | 2,740 | 4,054 |
Total operating expenses | 61,299 | 75,941 | 131,390 | 162,173 |
Operating loss | (6,613) | (6,308) | (17,554) | (11,344) |
Other expenses (income) | ||||
Interest expense, net | 388 | 183 | 609 | 1,112 |
Gain on sale from 3Q | (5,000) | 0 | (5,000) | (30,954) |
Other, net | 1,854 | 827 | 3,429 | 1,969 |
Total other expenses (income) | (2,758) | 1,010 | (962) | (27,873) |
(Loss) income before income taxes | (3,855) | (7,318) | (16,592) | 16,529 |
Income tax expense (benefit) | (52) | (584) | 738 | (9,364) |
Net (loss) income | (3,803) | (6,734) | (17,330) | 25,893 |
Less: Earnings attributable to participating securities | 0 | 3,059 | ||
Less: Preferred stock dividends | 124 | 124 | 246 | 207 |
(Loss) income attributable to common stockholders | $ (3,927) | $ (6,858) | $ (17,576) | $ 22,627 |
(Loss) Earnings per common share | ||||
Basic (in dollars per share) | $ (0.63) | $ (1.10) | $ (2.80) | $ 3.64 |
Diluted (in dollars per share) | $ (0.63) | $ (1.10) | $ (2.80) | $ 3.62 |
Weighted-average shares used to compute earnings (loss) per share attributable to common shares | ||||
Basic (in shares) | 6,272 | 6,226 | 6,270 | 6,220 |
Diluted (in shares) | 6,272 | 6,226 | 6,270 | 6,250 |
Comprehensive (loss) income: | ||||
Net (loss) income | $ (3,803) | $ (6,734) | $ (17,330) | $ 25,893 |
Adjustment to pension liability | 549 | 517 | 1,099 | 1,035 |
Foreign currency translation adjustment | 377 | (805) | 349 | (959) |
Adoption of ASU 2018-02 | (11,355) | 0 | ||
Total other comprehensive (loss) income, net of tax | 926 | (288) | (9,907) | 76 |
Comprehensive (loss) income | (2,877) | (7,022) | (27,237) | 25,969 |
Less: Earnings attributable to participating securities | 0 | 3,059 | ||
Less: Preferred stock dividends | 124 | 124 | 246 | 207 |
Comprehensive (loss) income attributable to common stockholders | $ (3,001) | $ (7,146) | $ (27,483) | $ 22,703 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholder's Deficit - USD ($) $ in Thousands | Total | Preferred Stock | Common Stock | Additional Paid-in Capital | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive Loss |
Balance at Dec. 31, 2017 | $ (34,635) | $ 0 | $ 12,075 | $ 457,186 | $ 794,583 | $ (1,254,176) | $ (44,303) |
Increase (Decrease) in Stockholders' Equity (Deficit) | |||||||
Preferred stock issued | 0 | 9,723 | |||||
Stock Option activities | (1) | 38 | (38) | (1) | |||
Rounding from reverse stock split | 0 | (38) | 38 | ||||
Stock-based compensation | 433 | 433 | |||||
Treasury stock issued | 3 | (50) | 53 | ||||
Net (loss) income | 32,629 | 32,629 | |||||
Other comprehensive income | 364 | 364 | |||||
Balance at Mar. 31, 2018 | (636) | 9,723 | 12,075 | 457,569 | 827,783 | (1,254,124) | (43,939) |
Balance at Dec. 31, 2017 | (34,635) | 0 | 12,075 | 457,186 | 794,583 | (1,254,176) | (44,303) |
Increase (Decrease) in Stockholders' Equity (Deficit) | |||||||
Net (loss) income | 25,893 | ||||||
Balance at Jun. 30, 2018 | (7,268) | 9,723 | 12,108 | 457,206 | 821,049 | (1,253,404) | (44,227) |
Balance at Mar. 31, 2018 | (636) | 9,723 | 12,075 | 457,569 | 827,783 | (1,254,124) | (43,939) |
Increase (Decrease) in Stockholders' Equity (Deficit) | |||||||
Stock Option activities | (69) | 33 | (33) | (69) | |||
Stock-based compensation | 425 | 425 | |||||
Treasury stock issued | 34 | (755) | 789 | ||||
Net (loss) income | (6,734) | (6,734) | |||||
Other comprehensive income | (288) | (288) | |||||
Balance at Jun. 30, 2018 | (7,268) | 9,723 | 12,108 | 457,206 | 821,049 | (1,253,404) | (44,227) |
Balance at Dec. 31, 2018 | (19,184) | 9,723 | 12,115 | 453,868 | 812,704 | (1,251,388) | (46,483) |
Increase (Decrease) in Stockholders' Equity (Deficit) | |||||||
Stock-based compensation | 151 | 151 | |||||
Treasury stock issued | 16 | (1,968) | 1,984 | ||||
Net (loss) income | (13,527) | (13,527) | |||||
Other comprehensive income | 522 | 522 | |||||
Balance at Mar. 31, 2019 | (32,000) | 9,723 | 12,115 | 452,051 | 810,554 | (1,249,404) | (57,316) |
Balance at Dec. 31, 2018 | (19,184) | 9,723 | 12,115 | 453,868 | 812,704 | (1,251,388) | (46,483) |
Increase (Decrease) in Stockholders' Equity (Deficit) | |||||||
Net (loss) income | (17,330) | ||||||
Balance at Jun. 30, 2019 | (34,642) | 9,723 | 12,121 | 451,937 | 806,751 | (1,249,061) | (56,390) |
Balance at Mar. 31, 2019 | (32,000) | 9,723 | 12,115 | 452,051 | 810,554 | (1,249,404) | (57,316) |
Increase (Decrease) in Stockholders' Equity (Deficit) | |||||||
Stock Option activities | (2) | 6 | (8) | ||||
Stock-based compensation | 239 | 239 | |||||
Treasury stock issued | (2) | (345) | 343 | ||||
Net (loss) income | (3,803) | (3,803) | |||||
Other comprehensive income | 926 | 926 | |||||
Balance at Jun. 30, 2019 | $ (34,642) | $ 9,723 | $ 12,121 | $ 451,937 | $ 806,751 | $ (1,249,061) | $ (56,390) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash flows from operating activities | ||
Net (loss) income | $ (17,330) | $ 25,893 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities | ||
Depreciation, software amortization | 2,740 | 3,941 |
Intangible asset amortization | 0 | 113 |
Restructuring | 4,991 | 0 |
Stock-based compensation | 424 | 1,274 |
Net pension cost | 1,379 | 856 |
Interest accretion on contingent consideration | 0 | 742 |
Deferred income taxes | 576 | (821) |
Gain on sale | 0 | (32,760) |
Other, net | 0 | 614 |
Changes in assets and liabilities: | ||
Decrease in accounts receivable, net and contract assets | 14,592 | 8,871 |
Decrease in inventory | 39 | 125 |
Decrease (increase) in prepaid expenses, income tax receivable and other assets | 18,223 | (9,725) |
(Decrease) increase in accounts payable | (11,630) | 11,138 |
Increase (decrease) in other accrued expenses and liabilities | 1,323 | (7,760) |
Net cash provided by operating activities | 15,327 | 2,501 |
Cash flows from investing activities | ||
Dispositions, net of cash transferred | 0 | 3,929 |
Purchases of property, plant and equipment | (1,306) | (2,111) |
Proceeds from sale of property, plant and equipment | 15 | 0 |
Net cash (used in) provided by investing activities | (1,291) | 1,818 |
Cash flows from financing activities | ||
Borrowings | 4,500 | 9,000 |
Repayment of borrowings | 0 | (9,000) |
Debt financing costs | (328) | (980) |
Issuance of preferred stock, net of transaction fees | 0 | 9,723 |
Issuance of common stock | (2) | (70) |
Issuance of treasury stock | 14 | 37 |
Payment of finance leases | (451) | (254) |
Net cash provided by financing activities | 3,733 | 8,456 |
Effect of exchange rate changes on cash and cash equivalents | 349 | (959) |
Net increase in cash and cash equivalents | 18,118 | 11,816 |
Cash and cash equivalents at beginning of period | 20,882 | 8,397 |
Cash and cash equivalents at end of period | 39,000 | 20,213 |
Supplemental disclosures | ||
Cash paid for interest | 411 | 79 |
Cash received for income taxes | 19,465 | 155 |
Non-cash investing and financing activities | ||
Purchases of property, plant and equipment included in accounts payable | $ 609 | $ 78 |
Overview and Significant Accoun
Overview and Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Overview and Significant Accounting Policies | Overview and Significant Accounting Policies Background Harte Hanks, Inc. ("Harte Hanks," "we," "our," or "us") is a purveyor of data-driven, omni-channel marketing and customer relationship solutions and logistics. The Company has robust capabilities that offer clients the strategic guidance they need across the customer data landscape as well as the executional know-how in database build and management, data analytics, digital media, direct mail, customer contact, client fulfillment and marketing and product logistics. Harte Hanks solves marketing, commerce and logistical challenges for some of the world's leading brands in North America, Asia-Pacific and Europe. The Company operates as one reportable segment. Our Principal Executive Officer is considered to be our chief operating decision maker. He reviews our operating results on an aggregate basis for purposes of allocating resources and evaluating financial performance. Securities Purchase Agreement On January 23, 2018, we entered into a Securities Purchase Agreement with Wipro, LLC ("Wipro"), pursuant to which on January 30, 2018 we issued 9,926 shares of Series A Convertible Preferred Stock, par value $1.00 per share (the “Series A Preferred Stock”), for aggregate consideration of $9.9 million . Dividends on the Series A Preferred Stock accrue at a rate of 5.0% per year or the rate that cash dividends were paid in respect to shares of Common Stock if such rate is greater than 5.0% . The Preferred Stock shares issued under the Securities Purchase Agreement are convertible into 1,001,614 shares of our Common Stock. Dividends are payable solely upon a Liquidation (as defined in the Certificate of Designation), and only if prior to such Liquidation such shares of Series A Preferred Stock have not been converted to Common Stock. Along with customary protective provisions, Wipro, LLC has designated an observer to the Board of Directors. We used the proceeds for general corporate purposes including for working capital purposes. See Note E, Convertible Preferred Stock , for further information. Related Party Transactions Since 2016, we have conducted (and we continue to conduct) business with Wipro, whereby Wipro provides us with a variety of technology-related services, including database and software development, database support and analytics, IT infrastructure support, and digital campaign management. Additionally, we also provide Wipro with agency services and consulting services. Effective January 30, 2018, Wipro became a related party when it purchased 9,926 shares of our Series A Preferred Stock (which are convertible at Wipro's option into 1,001,614 shares, or 16% of our Common Stock as of January 30, 2018), for aggregate consideration of $9.9 million . For information pertaining to the Company’s preferred stock, See Note E, Convertible Preferred Stock . Accounting Principles Our unaudited interim condensed consolidated financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). In the opinion of management, the unaudited interim condensed consolidated financial statements reflect all adjustments of a normal recurring nature that are necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of results for a full year. The information included in this Form 10-Q should be read in conjunction with information included in the Harte Hanks Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (the "2018 10-K") filed with the U.S. Securities and Exchange Commission on March 18, 2019. Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of Harte Hanks, Inc. and subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. As used in this report, the terms “Harte Hanks,” “the Company,” “we,” “us,” or “our” may refer to Harte Hanks, Inc., one or more of its consolidated subsidiaries, or all of them taken as a whole, as the context may require. Interim Financial Information The condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Rule 8-01 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Reverse Stock Split On January 31, 2018, we executed a 1-for-10 reverse stock split (the "Reverse Stock Split"). Pursuant to the Reverse Stock Split, every 10 pre-split shares of our common stock were exchanged for one post-split share of the Company's Common Stock. No fractional shares were issued in connection with the Reverse Stock Split. Stockholders who would otherwise have held a fractional share of the Common Stock received (or are entitled to receive) a cash payment in lieu thereof. Pursuant to the Reverse Stock Split, our authorized Common Stock was reduced from 250 million to 25 million shares. The number of authorized shares of preferred stock remained unchanged at one million shares. Use of Estimates The preparation of Condensed Consolidated Financial Statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. Actual results and outcomes could differ from those estimates and assumptions. Such estimates include, but are not limited to, estimates related to lease accounting, pension accounting; fair value for purposes of assessing long-lived assets for impairment; income taxes; stock-based compensation; and contingencies. On an ongoing basis, management reviews its estimates based on currently available information. Changes in facts and circumstances could result in revised estimates and assumptions. Operating Expense Presentation in Condensed Consolidated Statements of Comprehensive (Loss) Income The “Labor” line in the Condensed Consolidated Statements of Comprehensive (Loss) Income includes all employee payroll and benefits, including stock-based compensation, along with temporary labor costs. The “Production and distribution” and “Advertising, selling, general and administrative” lines do not include labor, depreciation, or amortization. Revenue Recognition We recognize revenue upon transfer of control of promised products or services to customers in an amount that reflects the consideration we expect to be entitled to receive in exchange for those products or services. We apply the following five-step revenue recognition model: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when (or as) we satisfy the performance obligation Certain client programs provide for adjustments to billings based upon whether we achieve certain performance criteria. In these circumstances, revenue is recognized when the foregoing conditions are met. We record revenue net of any taxes collected from customers and subsequently remitted to governmental authorities. Any payments received in advance of the performance of services or delivery of the product are recorded as deferred revenue until such time as the services are performed or the product is delivered. Costs incurred for search engine marketing solutions and postage costs of mailings are billed to our clients and are not directly reflected in our revenue. Revenue from agency and digital services, direct mail, logistics, fulfillment and contact center is recognized as the work is performed. Fees for these services are determined by the terms set forth in the contract with the client. These are typically set at a fixed price or rate by transaction occurrence, service provided, time spent, or product delivered. For arrangements requiring design and build of a database, revenue is not recognized until client acceptance occurs. Up-front fees billed during the setup phase for these arrangements are deferred and direct build costs are capitalized. Pricing for these types of arrangements are typically based on a fixed price determined in the contract. Revenue from other database marketing solutions is recognized ratably over the contractual service period. Pricing for these services are typically based on a fixed price per month or per contract. Fair Value of Financial Instruments FASB ASC 820, Fair Value Measurements and Disclosures , ("ASC 820") defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 also establishes a fair value hierarchy that prioritizes the inputs used in valuation methodologies into three levels: Level 1 Quoted prices in active markets for identical assets or liabilities. Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Because of their maturities and/or variable interest rates, certain financial instruments have fair values approximating their carrying values. These instruments include cash and cash equivalents, accounts receivable, and trade payables. Leases We determine if an arrangement is a lease at inception. Operating and finance leases are included in the lease right-of-use (“ROU”) assets, current portion and long-term portion of lease obligations on our condensed consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Our lease terms may include options to extend or terminate the lease, which are included in the lease ROU asset when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We have lease agreements with lease and non-lease components, which are generally accounted for separately. For certain real estate leases, we account for the lease and non-lease components as a single lease component. See Note B, Recent Accounting Pronouncements - Recently adopted accounting pronouncements. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2019 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently issued accounting pronouncements not yet adopted In April 2019, the Financial Accounting Standards Board ("FASB") issued guidance to amend or clarify certain areas within three previously issued standards related to financial instruments which includes clarification for fair value using the measurement alternative, measuring credit losses and accounting for derivatives and hedging. The amendments in this guidance are largely effective for fiscal years beginning after December 15, 2019 with early adoption permitted. We have not elected early adoption and do not anticipate that this guidance will have a material impact on our condensed consolidated financial statements. In August 2018, the FASB issued ASU 2018-14, Compensation—Retirement Benefits—Defined Benefit Plans—General (Topic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans ("ASU 2018-14"), which modifies the disclosure requirements for defined benefit pension plans and other postretirement plans. ASU 2018-14 is effective for fiscal years ending after December 15, 2020, and earlier adoption is permitted. We are currently evaluating the impact of our pending adoption of ASU 2018-14 on our condensed consolidated financial statements. Recently adopted accounting pronouncements Income taxes In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income . This ASU allows for reclassification of stranded tax effects on items resulting from the change in the corporate tax rate as a result of H.R. 1, originally known as the Tax Cuts and Jobs Act of 2017, from accumulated other comprehensive income to retained earnings. Tax effects unrelated to H.R. 1 are permitted to be released from accumulated other comprehensive income using either the specific identification approach or the portfolio approach, based on the nature of the underlying item. ASU 2018-02 is effective for interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. We adopted ASU 2018-02 in the first quarter of 2019. See Note I, Income Taxes, for a discussion of the impacts of this ASU. Stock-based Compensation In June 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to nonemployee share-based payment accounting, which supersedes ASC 505-50, Accounting for Distributions to Shareholders with Components of Stock and Cash, and expands the scope of ASC 718 to include all share-based payment arrangements related to the acquisition of goods and services from both non-employees and employees. As a result, most of the guidance in ASC 718 associated with employee share-based payments, including most of its requirements related to classification and measurement, applies to non-employee share-based payment arrangements. The ASU is effective for annual periods beginning after December 15, 2018, and the interim periods within those fiscal years with early adoption permitted after the entity has adopted ASC 606. This standard was adopted as of January 1, 2019 and did not have a material impact on our condensed consolidated financial statements and related disclosures. Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) and subsequent amendment ASU 2018-11, which requires all operating leases to be recorded on the balance sheet. The lessee will record a liability for its lease obligations (initially measured at the present value of the future lease payments not yet paid over the lease term, and an asset for its right to use the underlying asset equal to the lease liability, adjusted for lease payments made at or before lease commencement). This ASU is effective for interim and annual periods beginning after December 15, 2018, with early adoption permitted. This change is required to be applied using a modified retrospective approach for leases that exist or are entered after the beginning of the earliest comparative period in the financial statements. Full retrospective application is prohibited. In July 2018, the FASB approved an optional transition method to initially account for the impact of the adoption with a cumulative-effect adjustment to the January 1, 2019, rather than the January 1, 2017, financial statements. This will eliminate the need to restate amounts presented prior to January 1, 2019. We adopted the standard effective January 1, 2019, and we elected the optional transition method and the practical expedients permitted under the transition guidance within the standard. Accordingly, we accounted for our existing operating leases as operating leases under the new guidance, without reassessing (a) whether the contracts contain a lease under ASC Topic 842, (b) whether classification of the operating leases would be different in accordance with ASC Topic 842, or (c) whether the unamortized initial direct costs before transition adjustments (as of December 31, 2018) would have met the definition of initial direct costs in ASC Topic 842 at lease commencement. The standard had a material impact on our condensed consolidated balance sheets, but did not have an impact on our condensed consolidated statements of comprehensive (loss) income or cash flows from operations. The cumulative effect of the changes on our retained earnings was $22 thousand associated with capital gain. The most significant impact was the recognition of right-of-use (ROU) assets and lease liabilities for operating leases. Our accounting for finance leases remained substantially unchanged. See Note D, Leases for further discussion. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , related to revenue recognition. Under ASC 606, Revenue from Contracts with Customers, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that are within the scope of the new standard, the entity performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The new standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The new standard also includes criteria for the capitalization and amortization of certain contract acquisition and fulfillment costs. Under ASC 606, revenue is recognized when control of the promised goods or services is transferred to the customer, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Our contracts with customers state the terms of sale, including the description, quantity, and price of the product or service purchased. Payment terms can vary by contract, but the period between invoicing and when payment is due is not significant. At June 30, 2019 and December 31, 2018, our contracts do not include any significant financing components. Consistent with legacy GAAP, we present sales taxes assessed on revenue-producing transactions on a net basis. Disaggregation of Revenue We disaggregate revenue by vertical market and key revenue stream. The following table summarizes revenue from contracts with customers for the three and six months ended June 30, 2019 and 2018 by our key vertical markets: In thousands Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 B2B $ 11,074 $ 14,800 $ 23,859 $ 33,483 Consumer Brands 11,888 15,828 24,051 35,171 Financial Services 12,250 14,441 25,215 28,922 Healthcare 5,061 4,083 9,689 8,461 Retail 10,639 15,836 22,949 32,215 Transportation 3,774 4,645 8,073 12,577 Total Revenues $ 54,686 $ 69,633 $ 113,836 $ 150,829 The nature of the services offered by each key revenue stream are different. The following tables summarize revenue from contracts with customers for the three and six months ended June 30, 2019 by our four major revenue streams and the pattern of revenue recognition: For the Three Month Ended June 30, 2019 In thousands Revenue for performance obligations recognized Revenue for performance obligations recognized at a point in time Total Agency & Digital Services $ 6,314 $ 92 $ 6,406 Contact Centers 16,332 — 16,332 Database Marketing Solutions 5,367 580 5,947 Direct Mail, Logistics, and Fulfillment 22,340 3,661 26,001 Total Revenues $ 50,353 $ 4,333 $ 54,686 For the Six Month Ended June 30, 2019 In thousands Revenue for performance obligations recognized Revenue for performance obligations recognized at a point in time Total Agency & Digital Services $ 12,507 $ 131 $ 12,638 Contact Centers 32,070 — 32,070 Database Marketing Solutions 11,473 1,366 12,839 Direct Mail, Logistics, and Fulfillment 47,078 9,211 56,289 Total Revenues $ 103,128 $ 10,708 $ 113,836 Our contracts with customers may consist of multiple performance obligations. If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price ("SSP") basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct good or service that forms part of a single performance obligation. For most performance obligations, we determine SSP based on the price at which the performance obligation is sold separately. Although uncommon, if the SSP is not observable through past transactions, we estimate the SSP taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. Further discussion of other performance obligations in each of our major revenue streams follows: Agency & Digital Services Our agency services are full-service, customer engagement agencies specializing in direct and digital communications for both consumer and business-to-business markets. Our digital solutions integrate online services within the marketing mix and include: search engine management, display, digital analytics, website development and design, digital strategy, social media, email, e-commerce, and interactive relationship management. Our contracts may include a promise to purchase media or acquire search engine marketing solutions on behalf of our clients; in such cases, we have determined we are an agent, rather than principal and therefore recognize the net consideration as revenue (consistent with legacy GAAP). Agency and digital services performance obligations are satisfied over time and often offered on a project basis. We have concluded that the best approach of measuring the progress toward completion of the project-based performance obligations is the input method based on costs or labor hours incurred to date dependent upon whether costs or labor hours more accurately depict the transfer of value to the customer. The variable consideration in these contracts primarily relates to time and material-based services and reimbursable out-of-pocket travel costs, both of which are estimated using the expected value method. For time and material-based contracts, we use the “as invoiced” practical expedient. Database Marketing Solutions Our solutions are built around centralized marketing databases with services rendered to build custom database, database hosting services, customer or target marketing lists and data processing services. These performance obligations, including services rendered to build a custom database, database hosting services, professional services, customer or target marketing lists and data processing services, may be satisfied over time or at a point in time. We provide software as a service ("SaaS") solutions to host data for customers and have concluded that they are stand-ready obligations to be recognized over time on a monthly basis. Our promise to provide certain data related services meets the over-time recognition criteria because our services do not create an asset with an alternative use, and we have an enforceable right to payment. For performance obligations recognized over time, we choose either the input (i.e. labor hour) or output method ( i.e. number of customer records) to measure the progress toward completion depending on the nature of the services provided. Some of our other data-related services do not meet the over-time criteria and are therefore, recognized at a point-in-time, typically upon the delivery of a specific deliverable. We charge our customers for certain data-related services at a fixed transaction-based rate, e.g., per thousand customer records processed. Because the quantity of transactions is unknown at the onset of a contract, our transaction price is variable, and we use the expected value method to estimate the transaction price. The uncertainty associated with the variable consideration generally resolves within a short period of time since the duration of these contracts is generally less than two months . Direct Mail, Logistics, and Fulfillment Our services include: digital printing, print on demand, advanced mail optimization, logistics and transportation optimization, tracking, commingling, shrink wrapping, and specialized mailings. We also maintain fulfillment centers where we provide custom kitting services, print on demand, product recalls, and freight optimization allowing our customers to distribute literature and other marketing materials. The majority of performance obligations offered within this revenue stream are satisfied over time and utilize the input or output method, depending on the nature of the service, to measure progress toward satisfying the performance obligation. For performance obligations where we charge customers a transaction-based fee, we utilize the output method based on the quantities fulfilled. Services provided through our fulfillment centers are typically priced at a per transaction basis and our contracts provide us the right to invoice for services provided and reflects the value to the customer of the services transferred to date. In most cases, we use the “as invoiced” practical expedient to recognize revenue associated with these performance obligations unless significant discounts are offered in a contract and prices for services do not represent their standalone selling prices. For our direct mail revenue stream, our contracts may include a promise to purchase postage on behalf of our clients; in such cases, we have determined we are an agent, rather than principal and therefore recognize net consideration as revenue (consistent with legacy GAAP). The variable consideration in our contracts results primarily from the transaction-based fee structure of some performance obligations with their total transaction quantities to be provided unknown at the onset of a contract, which is estimated using the expected value method . Contact Centers We operate tele-service workstations in the U.S., Asia, and Europe to provide advanced contact center solutions such as: speech, voice and video chat, integrated voice response, analytics, social cloud monitoring, and web self-service. Performance obligations are stand-ready obligations and satisfied over time. With regard to account management and SaaS, we use a time-elapsed output method. For performance obligations where we charge customers a transaction-based fee, we use the output method based on transaction quantities. In most cases, our contracts provide us the right to invoice for services provided, therefore, we generally use the “as invoiced” practical expedient to recognize revenue associated with these performance obligations unless significant discounts are offered in a contract and prices for services do not represent their standalone selling prices. The variable consideration in our contracts results primarily from the transaction-based fee structure of some performance obligations with their total transaction quantities to be provided unknown at the onset of a contract, which is estimated using the expected value method . Upfront Non-Refundable Fees We may receive non-refundable upfront fees from customers for implementation of our SaaS database solutions products or for providing training in connection with our contact center solutions. These activities are not deemed to transfer a separate promised service and therefore, represent advanced payments. Where customers have an option to renew a contract, the customer is not required to pay similar upfront fees upon renewal. As a result, we have determined that these renewal options provide for the purchase of future services at a reduced rate and therefore, provide a material right. These upfront non-refundable fees are recognized over the period of benefit which is generally consistent with estimated customer life ( four to five years for database solutions contracts and six months to one year for contact center contracts). The upfront non-refundable fees collected from customers were immaterial as of June 30, 2019 and 2018. Transaction Price Allocated to Future Performance Obligations We have elected to apply certain optional exemptions that limit the disclosure requirements over remaining performance obligations at period end to exclude: performance obligations that have an original expected duration of one year or less, transactions using the “as invoiced” practical expedient, or when a performance obligation is a series and we have allocated the variable consideration directly to the services performed. After considering the above exemptions, the transaction prices allocated to unsatisfied or partially satisfied performance obligations as of June 30, 2019 totaled $0.4 million , which is expected to be recognized over the next 2 years as follows: $0.3 million in 2019 and $0.1 million in 2020. Contract Balances We record a receivable when revenue is recognized prior to invoicing when we have an unconditional right to consideration (only the passage of time is required before payment of that consideration is due) and a contract asset when the right to payment is conditional upon our future performance such as delivery of an additional good or service (e.g. customer contract requires customer's final acceptance of custom database solution or delivery of final marketing strategy delivery presentation before customer payment is required). If invoicing occurs prior to revenue recognition, the unearned revenue is presented on our Condensed Consolidated Balance Sheet as a contract liability, referred to as deferred revenue. The following table summarizes our contract balances as of June 30, 2019 and December 31, 2018: In thousands June 30, 2019 December 31, 2018 Contract assets $ 1,228 $ 2,362 Deferred revenue and customer advances 5,229 6,034 Deferred revenue, included in other long-term liabilities 965 578 Revenue recognized during the six months ended June 30, 2019 from amounts included in deferred revenue at December 31, 2018 was approximately $0.7 million . We recognized no revenues during the six months ended June 30, 2019 from performance obligations satisfied or partially satisfied in previous periods. Costs to Obtain and Fulfill a Contract We recognize an asset for the direct costs incurred to obtain and fulfill our contracts with customers to the extent that we expect to recover these costs and if the benefit is longer than one year. These costs are amortized to expense over the expected period of benefit in a manner that is consistent with the transfer of the related goods or services to which the asset relates. We capitalized a portion of commission expense that represents the cost to obtain a contract. The remaining unamortized contract costs were $2.3 million as of June 30, 2019 . For the periods presented, no impairment was recognized. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Leases | Leases On January 1, 2019, the Company adopted Topic 842 using the modified retrospective approach. The Company recorded operating lease assets (right-of-use assets) of $22.8 million and operating lease liabilities of $23.9 million . There was minimal impact to retained earnings upon adoption of Topic 842. We have operating and finance leases for corporate and business offices, service facilities, call centers and certain equipment. Leases with an initial term of 12 months or less are generally not recorded on the balance sheet, unless the arrangement includes an option to purchase the underlying asset, or an option to renew the arrangement, that we are reasonably certain to exercise (short-term leases). Our leases have remaining lease terms of 1 year to 6 years , some of which may include options to extend the leases for up to 5 years, and some of which may include options to terminate the leases within 1 year. As of June 30, 2019 , assets recorded under finance and operating leases were approximately $1.1 million and $23.0 million respectively, and accumulated depreciation associated with finance leases was $ 0.2 million. Operating lease right of use assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The discount rate used to determine the commencement date present value of lease payment is the interest rate implicit in the lease, or when that is not readily determinable, we utilized our incremental borrowing rate, which is the rate incurred to borrow on a collateralized basis over a similar term at an amount equal to the lease payments in a similar economic environment. Certain adjustments to the right-of-use asset may be required for items such as initial direct costs paid or incentives received. The following table presents supplemental balance sheet information related to our financing and operating leases: in thousands As of June 30, 2019 Finance Leases Operating Leases Right-of-use Assets $ 1,113 $ 23,024 Liabilities Short-term lease liabilities 438 8,171 Long-term lease liabilities 574 15,895 Total Liabilities $ 1,012 $ 24,066 For the three and six months ended June 30, 2019 , the components of lease expense were as follows: in thousands Three Months Ended June 30, 2019 Six Months Ended June 30, 2019 Operating lease cost $ 2,378 $ 4,593 Finance lease cost Amortization of right-of-use assets 86 150 Interest on lease liabilities 19 38 Total Finance lease cost 105 188 Variable lease cost 840 1,377 Total lease cost $ 3,323 $ 6,158 Other information related to leases was as follows: in thousands Six Months Ended June 30, 2019 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 8,631 Operating cash flows from finance leases 38 Financing cash flows from finance leases 227 Weighted Average Remaining Lease term Operating leases 3.0 Finance leases 3.5 Weighted Average Discount Rate Operating leases 4.74 % Finance leases 6.91 % The maturities of the Company’s finance and operating lease liabilities as of June 30, 2019 are as follows: in thousands Operating Leases Finance Leases Year Ending December 31, 2019 (excluding the quarter ended March 31, 2019) $ 4,769 $ 257 2020 7,997 389 2021 5,850 195 2022 3,960 146 2023 2,190 108 2024 1,397 — Total future minimum lease payments 26,163 1,095 Less: Imputed interest 2,097 83 Total lease liabilities $ 24,066 $ 1,012 As previously disclosed in our 2018 10-K and under the previous lease accounting standard, ASC 840, Leases, the total commitment for non-cancelable operating and finance leases was $35.0 million and $1.3 million as of December 31, 2018: in thousands Operating Leases Finance Leases Year Ending December 31, 2019 $ 9,645 $ 748 2020 8,815 307 2021 7,425 131 2022 5,456 133 2023 2,349 104 Thereafter 1,328 — Total future minimum lease payments $ 35,018 $ 1,423 Less: imputed interest $ 120 Total $ 1,303 As of June 30, 2019 , we have no additional operating leases that have not yet commenced. |
Convertible Preferred Stock
Convertible Preferred Stock | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Convertible Preferred Stock | Convertible Preferred Stock Our Amended and Restated Certificate of Incorporation authorizes us to issue 1.0 million shares of preferred stock (“Preferred Stock”). On January 30, 2018, we issued 9,926 shares of our Series A Preferred Stock to Wipro, LLC (as further described in Note A above under the heading "Securities Purchase Agreement") at an issue price of $1,000 per share, for gross proceeds of $9.9 million pursuant to a Certificate of Designation filed with the State of Delaware on January 29, 2018. We incurred $0.2 million of transaction fees in connection with the issuance of the Preferred Stock which are netted against the gross proceeds of $9.9 million on our Condensed Consolidated Financial Statements. Series A Preferred Stock has the following rights and privileges: Liquidation Rights In the event of a liquidation, dissolution or winding down of the company or a Fundamental Transaction (defined in the Certificate of Designation for the Series A Preferred Stock), whether voluntary or involuntary, the holders of the Series A Preferred Stock are entitled to receive, prior to and in preference to the holders of common stock, from the assets of the company available for distribution, an amount equal to the greater of (i) the original issue price, plus any dividends accrued but unpaid thereon, and (ii) such amount per share as would have been payable had all shares of Series A Preferred Stock been converted into Common Stock immediately before such liquidation. Upon liquidation, after the payment of all preferential amounts required to be paid to the holders of Series A Preferred Stock, the remaining assets of the Company available for distribution to its stockholders shall be distributed among the holders of common stock. Dividends Upon liquidation, dissolution or winding down of the company, or a Fundamental Transaction, shares of Series A Preferred Stock which have not been otherwise converted to Common Stock, shall be entitled to receive dividends that accrue at a rate of (i) 5% each year, or (ii) the rate that cash dividends were paid in respect of common stock (with Series A Preferred Stock being paid on an as-converted basis in such case) for such year if such rate is greater than 5% . Dividends on the Series A Preferred Stock are cumulative and accrue to the holders thereof whether or not declared by the Board of Directors. Dividends are payable solely upon a Liquidation (as defined in the Certificate of Designation), but only if prior to such Liquidation such shares of Series A Preferred Stock have not been converted to Common Stock. As of June 30, 2019 , cumulative dividends payable to the holders of Series A Preferred Stock upon a Liquidation totaled $0.1 million or $12.47 per share of Series A Preferred Stock. Conversion At the option of the holders of Series A Preferred Stock, shares of Series A Preferred Stock may be converted into Common Stock at a rate of 100.90817 shares of Common Stock for one share of Series A Preferred Stock, subject to certain future adjustments. Voting and Other Rights The Series A Preferred Stock does not have voting rights, except as otherwise required by law. Other rights afforded the holders of Series A Preferred Stock, under defined circumstances, include the election and removal of one member of the Board of Directors as a separate voting class, the ability to approve certain actions of the Company prior to execution, and preemptive rights to participate in any future issuances of new securities. In addition, under certain circumstances, the holder of the Series A Preferred Stock is entitled to appoint an observer to our Board of Directors. The holder of the Series A Preferred Stock has elected to exercise its observer appointment rights but not its right to appoint the board member. We determined that the Series A Preferred Stock has contingent redemption provisions allowing redemption by the holder upon certain defined events. As the event that may trigger the redemption of the Series A Preferred Stock is not solely within our control, the Series A Preferred Stock is classified as mezzanine equity (temporary equity) in the Condensed Consolidated Balance Sheet as of June 30, 2019 . |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt As of June 30, 2019 and December 31, 2018 , we had $18.7 million and $14.2 million of borrowings outstanding under the Texas Capital Facility. As of June 30, 2019, we had the ability to borrow an additional $0.5 million under the facility. Credit Facilities On April 17, 2017, we entered into a secured credit facility with Texas Capital Bank, N.A., that provided a $20 million revolving credit facility (the "Texas Capital Credit Facility") and letters of credit issued by Texas Capital Bank up to $5.0 million . The Texas Capital Credit Facility will be used for general corporate purposes. The Texas Capital Credit Facility is secured by substantially all of the company's assets and its material domestic subsidiaries. The Texas Capital Credit Facility is guaranteed by HHS Guaranty, LLC, an entity formed to provide credit support for Harte Hanks by certain members of the Shelton family (descendants of one of our founders). Under the Texas Capital Credit Facility, we can elect to accrue interest on outstanding principal balances at either LIBOR plus 1.95% or prime plus 0.75% . Unused credit balances accrue interest at 0.50% . We are required to pay a quarterly fee of $0.1 million as consideration for the collateral balances provided by HHS Guaranty, LLC. The Texas Capital Credit Facility is subject to customary covenants requiring insurance, legal compliance, payment of taxes, prohibition of second liens, and secondary indebtedness, as well as the filing of quarterly and annual financial statements. The Texas Capital Credit Facility originally had an expiration date of April 17, 2019, at which point all outstanding amounts would have been due. On January 9, 2018, we entered into an amendment to the Texas Capital Credit Facility that increased the borrowing capacity to $22 million and extended the maturity by one year to April 17, 2020. On May 7, 2019, we entered into an amendment to the Texas Capital Credit Facility which further extended the maturity of the facility by one year to April 17, 2021. The Texas Capital Credit Facility remains secured by substantially all of our assets and continues to be guaranteed by HHS Guaranty, LLC. At June 30, 2019 , we had letters of credit outstanding in the amount of $2.8 million . No amounts were drawn against these letters of credit at June 30, 2019 . These letters of credit exist to support insurance programs relating to workers’ compensation, automobile, and general liability. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation We maintain stock incentive plans for the benefit of certain officers, directors, and employees, including the 2013 Omnibus Incentive Plan. Our stock incentive plans include stock options, cash stock appreciation rights, performance stock units, phantom stock units and cash performance stock units. Our cash stock appreciation rights, phantom stock units and cash performance stock units settle solely in cash and are treated as a liability, which are adjusted each reporting period based on changes in our stock price. Compensation expense for stock-based awards is based on the fair values of the awards on the date of grant and is recognized on a straight-line basis over the vesting period of the entire award in the “Labor” line of the Condensed Consolidated Statements of Comprehensive (Loss) Income. We recognized $0.3 million and $0.7 million of stock-based compensation expense during the three months ended June 30, 2019 and 2018 , respectively. We recognized $0.4 million and $1.3 million of stock-based compensation expense during the six months ended June 30, 2019 and 2018 , respectively. |
Components of Net Periodic Bene
Components of Net Periodic Benefit Cost | 6 Months Ended |
Jun. 30, 2019 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |
Components of Net Periodic Benefit Cost | Components of Net Periodic Benefit Cost Prior to January 1, 1999, we maintained a defined benefit pension plan for which most of our employees were eligible (the "Qualified Pension Plan"). We elected to freeze benefits under the Qualified Pension Plan as of December 31, 1998. In 1994, we adopted a non-qualified, unfunded, supplemental pension plan (the "Restoration Pension Plan") covering certain employees, which provides for incremental pension payments so that total pension payments equal those amounts that would have been payable from our Qualified Pension Plan were it not for limitations imposed by income tax regulation. The Restoration Pension Plan was intended to provide benefits equivalent to our Qualified Pension Plan as if such plan had not been frozen. We elected to freeze benefits under the Restoration Pension Plan as of April 1, 2014. Net pension cost for both plans included the following components: Three Months Ended June 30, Six Months Ended June 30, In thousands 2019 2018 2019 2018 Interest cost $ 1,813 $ 1,685 $ 3,626 $ 3,370 Expected return on plan assets (1,111 ) (1,524 ) (2,222 ) (3,047 ) Recognized actuarial loss 733 689 1,466 1,377 Net periodic benefit cost $ 1,435 $ 850 $ 2,870 $ 1,700 We are required to make a minimum of $2.2 million contribution to our Qualified Pension Plan in 2019 . We are not required to make, and do not intend to make, any contributions to our Restoration Pension Plan other than to the extent needed to cover benefit payments. We made benefit payments under this supplemental plan of $0.4 million and $0.8 million in the three and six months ended June 30, 2019 . |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our income tax benefit of $52 thousand for the three months ended June 30, 2019 resulted in an effective income tax rate of 1.3% . Our six months ended June 30, 2019 income tax expense of $0.7 million resulted in a negative effective income tax rate of 4.4% . The effective income tax rate for the three and six months ended June 30, 2019 differs from the federal statutory rate of 21.0%, primarily due to valuation allowances recorded on our deferred tax assets for current period federal net operating losses incurred, as we have concluded that it is more likely than not that these deferred tax assets will not be realized. Our income tax benefit of $0.6 million for the three months ended June 30, 2018 resulted in an effective income tax rate of 8.0% . Our six months ended June 30, 2018 income tax benefit of $9.4 million resulted in a negative effective income tax rate of 56.7% . The effective income tax benefit calculated for the three months ended June 30, 2018 differs from the federal statutory rate of 21.0%, primarily due to valuation allowances recorded on our deferred tax assets for current period federal net operating losses incurred, as we have concluded that it is more likely than not that these deferred tax assets will not be realized. The effective income tax benefit for the six months ended June 30, 2018 differs from the federal statutory rate of 21.0% , primarily due to the capital loss generated from the sale of 3Q Digital which will be available for carryback. We have in general historically calculated the provision for income taxes during interim reporting periods by applying an estimate of the annual effective tax rate for the full calendar year to ordinary income or loss for the reporting period. However, we have used a discrete effective tax rate method to calculate income taxes for the three and six months ended June 30, 2019 and June 30, 2018 because we determined that our ordinary income or loss cannot be reliably estimated and small changes in estimated ordinary income would result in significant changes in the estimated annual effective tax rate. Effective January 1, 2019 we adopted ASU 2018-02 which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the reduction of the U.S. federal statutory income tax rate from 35% to 21% due to the enactment of the U.S. Tax Cuts and Jobs Act of 2017 (the "Tax Reform Act”). As a result of the adoption, we reclassified $11.4 million of stranded tax effects from accumulated other comprehensive income to retained earnings. Harte Hanks, or one of our subsidiaries, files income tax returns in the U.S. federal, U.S. state, and foreign jurisdictions. For U.S. state returns, we are no longer subject to tax examinations for tax years prior to 2013. For U.S. federal and foreign returns, we are no longer subject to tax examinations for tax years prior to 2015. We have elected to classify any interest expense and penalties related to income taxes within income tax expense in our Condensed Consolidated Statements of Comprehensive (Loss) Income. We did not have a significant amount of interest or penalties accrued at June 30, 2019 or December 31, 2018. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share In periods in which the company has net income, the company is required to calculate earnings per share ("EPS") using the two-class method. The two-class method is required because the company's preferred stock is considered a participating security with objectively determinable and non-discretionary dividend participation rights. Preferred stockholders have the right to participate in dividends above their five percent dividend rate should the company declare dividends on its Common Stock at a dividend rate higher than the five percent (on an as-converted basis). Under the two-class method, undistributed and distributed earnings are allocated on a pro-rata basis to the common and the preferred stockholders. The weighted-average number of common and preferred stock outstanding during the period is then used to calculate EPS for each class of shares. In periods in which the company has a net loss, basic loss per share is calculated using the treasury stock method. The treasury stock method is calculated by dividing the net loss by the weighted-average number of common shares outstanding during the period. The two-class method is not used, because the calculation would be anti-dilutive. Reconciliations of basic and diluted EPS were as follows: Three Months Ended June 30, In thousands, except per share amounts 2019 2018 Net loss $ (3,803 ) $ (6,734 ) Less: Preferred stock dividends 124 124 Loss attributable to common stockholders $ (3,927 ) $ (6,858 ) Basic loss per Common Share Weighted-average common shares outstanding 6,272 6,226 Basic loss per common share $ (0.63 ) $ (1.10 ) Diluted Loss per Common Share Weighted-average shares used to compute earnings/(loss) per share attributable to common shares 6,272 6,226 Diluted Loss per common share $ (0.63 ) $ (1.10 ) Computation of Shares Used in Diluted Loss Per Common Share Weighted-average common shares outstanding 6,272 6,226 Shares used in diluted loss per common share computations 6,272 6,226 0.1 million and 0.3 million shares of anti-dilutive market price options have been excluded from the calculation of shares used in the diluted EPS calculation for the three months ended June 30, 2019 and 2018 , respectively. 0.2 million and 0.2 million of anti-dilutive unvested shares were excluded from the calculation of shares used in the diluted EPS calculation for the three months ended June 30, 2019 and 2018 , respectively. 1.0 million shares of anti-dilutive preferred stock (as if converted) have been excluded from the calculation of shares used in the diluted EPS calculation for the three months ended June 30, 2019 . Six Months Ended June 30, In thousands, except per share amounts 2019 2018 Numerator: Net (loss) income $ (17,330 ) $ 25,893 Less: Preferred stock dividend 246 207 Less: Earnings attributable to participating securities — 3,059 Numerator for basic EPS: (loss) income attributable to common stockholders $ (17,576 ) $ 22,627 Effect of dilutive securities: Add back: Allocation of earnings to participating securities — 3,059 Less: Re-allocation of earnings to participating securities considering potentially dilutive securities — (3,046 ) Numerator for diluted EPS $ (17,576 ) $ 22,640 Denominator: Basic EPS denominator: weighted-average common shares outstanding 6,270 6,220 Effect of dilutive securities: Unvested shares — 30 Diluted EPS denominator 6,270 6,250 Basic (loss) earnings per common share $ (2.80 ) $ 3.64 Diluted (loss) earnings per common share $ (2.80 ) $ 3.62 0.3 million and 0.3 million of anti-dilutive market price options have been excluded from the calculation of shares used in the diluted EPS calculation for the six months ended June 30, 2019 and 2018, respectively. 0.2 million and 32,000 anti-dilutive unvested shares were excluded from the calculation of shares used in the diluted EPS calculation for the six months ended June 30, 2019 and 2018, respectively. |
Comprehensive (Loss) Income
Comprehensive (Loss) Income | 6 Months Ended |
Jun. 30, 2019 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | |
Comprehensive (Loss) Income | Comprehensive (Loss) Income Comprehensive (loss) income for a period encompasses net (loss) income and all other changes in equity other than from transactions with our stockholders. Our comprehensive (loss) income was as follows: Three Months Ended June 30, Six Months Ended June 30, In thousands 2019 2018 2019 2018 Net (loss) Income $ (3,803 ) $ (6,734 ) $ (17,330 ) $ 25,893 Other comprehensive income (loss): Adjustment to pension liability 732 686 1,465 1,377 Tax expense (183 ) (169 ) (366 ) (342 ) 549 517 1,099 1,035 Foreign currency translation adjustment, net of tax 377 (805 ) 349 (959 ) Adoption of ASU 2018-2 — — (11,355 ) — Total other comprehensive income (loss), net of tax 926 (288 ) (9,907 ) 76 Total comprehensive (loss) income $ (2,877 ) $ (7,022 ) $ (27,237 ) $ 25,969 Changes in accumulated other comprehensive loss by component were as follows: In thousands Defined Benefit Foreign Currency Items Total Balance at December 31, 2018 $ (46,584 ) $ 101 $ (46,483 ) Other comprehensive income (loss), net of tax, before reclassifications — 349 349 Amounts reclassified from accumulated other comprehensive income (loss), net of tax, to other, net, on the condensed consolidated statements of comprehensive (loss) income 1,099 — 1,099 Adoption of ASU 2018-02 (11,355 ) (11,355 ) Net current period other comprehensive income (loss), net of tax (10,256 ) 349 (9,907 ) Balance at June 30, 2019 $ (56,840 ) $ 450 $ (56,390 ) In thousands Defined Benefit Foreign Currency Items Total Balance at December 31, 2017 $ (45,418 ) $ 1,115 $ (44,303 ) Other comprehensive (loss), net of tax, before reclassifications — (959 ) (959 ) Amounts reclassified from accumulated other comprehensive income (loss), net of tax, to other, net, on the condensed consolidated statements of comprehensive (loss) income 1,035 — 1,035 Net current period other comprehensive income (loss), net of tax 1,035 (959 ) 76 Balance at June 30, 2018 $ (44,383 ) $ 156 $ (44,227 ) Reclassification amounts related to the defined pension plans are included in the computation of net periodic pension benefit cost (see Note H , Components of Net Periodic Benefit Cost ). |
Litigation and Contingencies
Litigation and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation and Contingencies | Litigation and Contingencies In the normal course of our business, we are obligated under some agreements to indemnify our clients as a result of claims that we infringe on the proprietary rights of third parties. The terms and duration of these commitments vary and, in some cases, may be indefinite, and certain of these commitments do not limit the maximum amount of future payments we could become obligated to make thereunder; accordingly, our actual aggregate maximum exposure related to these types of commitments is not reasonably estimable. Historically, we have not been obligated to make significant payments for obligations of this nature, and no liabilities have been recorded for these obligations in our condensed consolidated financial statements. We are also subject to various claims and legal proceedings in the course of conducting our businesses and, from time to time, we may become involved in additional claims and lawsuits incidental to our businesses. We routinely assess the likelihood of adverse judgments or outcomes to these matters, as well as ranges of probable losses; to the extent losses are reasonably estimable. Accruals are recorded for these matters to the extent that management concludes a loss is probable and the financial impact, should an adverse outcome occur, is reasonable estimable. In the opinion of management, appropriate and adequate accruals for legal matters have been made, and management believes that the probability of a material loss beyond the amounts accrued is remote. Nevertheless, we cannot predict the impact of future developments affecting our pending or future claims and lawsuits. We expense legal costs as incurred, and all recorded legal liabilities are adjusted as required as better information becomes available to us. The factors we consider when recording an accrual for contingencies include, among others: (i) the opinions and views of our legal counsel; (ii) our previous experience; and (iii) the decision of our management as to how we intend to respond to the complaints. |
Disposition
Disposition | 6 Months Ended |
Jun. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposition | Disposition On February 28, 2018, we sold our 3Q Digital, Inc. subsidiary ("3Q Digital") to an entity owned by certain former owners of the 3Q Digital business. Consideration for the sale included $5.0 million in cash proceeds, subject to certain working capital adjustments, and up to $5.0 million in additional consideration (“Contingent Payment”) if the 3Q Digital business is sold again (provided certain value thresholds are met) ("Qualified Sale"). The $35.0 million contingent consideration obligation of the company that related to our acquisition of 3Q Digital in 2015 was assigned to the buyer, thereby relieving us of the obligation. In addition, the identified intangible assets with definite lives for client relationships and non-compete agreements were written-off as a component of the gain on sale. The 3Q Digital business represented less than 10% of our total 2017 revenues. As a result of the sale, the company recognized a pre-tax gain of $31.0 million in the first quarter of 2018. The assets of 3Q Digital included net intangible assets and the liabilities (including contingent consideration) were removed from our balance sheet as a result of the disposition. A reconciliation of accrued balances of the contingent consideration using significant unobservable inputs (Level 3) is as follows: In thousands Fair Value Accrued contingent consideration liability as of December 31, 2017 $ 33,887 Accretion of interest 742 Disposition (34,629 ) Accrued contingent consideration liability as of June 30, 2018 $ — On May 7, 2019, we received the $5.0 million Contingent Payment related to the Qualified Sale of 3Q Digital as defined in the Purchase and Sale Agreement dated February 28, 2018. |
Certain Relationships and Relat
Certain Relationships and Related Party Transactions | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Certain Relationships and Related Party Transactions | Certain Relationships and Related Party Transactions Since 2016, we have conducted (and we continue to conduct) business with Wipro, whereby Wipro provides us with a variety of technology-related services, including database and software development, database support and analytics, IT infrastructure support, leased facilities and digital campaign management. Additionally, we also provide Wipro with agency services and consulting services. Effective January 30, 2018, Wipro became a related party when it purchased 9,926 shares of our Series A Preferred Stock (which are convertible at Wipro's option into 1,001,614 shares, or 16% of our Common Stock), for aggregate consideration of $9.9 million . For information pertaining to the Company’s preferred stock, See Note E, Convertible Preferred Stock . During the three and six months ended June 30, 2019 , we recorded an immaterial amount of revenue for services we provided to Wipro. During the three and six months ended June 30, 2018 , we recorded no revenue from services we provided to Wipro. During the three months ended June 30, 2019 and 2018 , we recorded $2.4 million and $3.3 million of expense, respectively, in technology-related services and lease expense for a facility Wipro provided to us. During the six months ended June 30, 2019 and June 30, 2018 , we recorded $8.6 million and $6.1 million of expense, respectively, in technology-related services and lease expense for a facility Wipro provided to us. Included in the $8.6 million of expense for the six months ended June 30, 2019 was a one-time termination charge of $2.1 million because in the first quarter of 2019 we terminated several contracts with Wipro and entered into new agreements resulting in $3.3 million of annual savings. During the three and six months ended June 30, 2019 and 2018, we capitalized $10,609 and $ $234,108 , respectively, for internally developed software services received from Wipro. These remaining capitalized costs are included in Property, Plant and Equipment on the Condensed Consolidated Balance Sheet as of June 30, 2019 and 2018. As of June 30, 2019 and December 31, 2018 , we had a trade payable due to Wipro of $2.2 million and $5.0 million , respectively. As of June 30, 2019 and December 31, 2018 , we had an immaterial amount in trade receivables due from Wipro for services provided in 2017 but invoiced in 2018 . In the second quarter of 2019, we entered a business relationship with Snap Kitchen, the founder of which is a 7% owner of Harte Hanks. As described in Note F, Long-Term Debt , the Company’s Texas Capital Credit Facility is secured by HHS Guaranty, LLC, an entity formed to provide credit support for the Company by certain members of the Shelton family (descendants of one of our founders). Pursuant to the Amended and Restated Fee, Reimbursement and Indemnity Agreement, dated January 9, 2018, between HHS Guaranty, LLC and the Company, HHS Guaranty, LLC has the right to appoint one representative director to the Board of Directors. Currently, David L. Copeland serves as the HHS Guaranty, LLC representative on the Board of Directors. |
Restructuring Activities
Restructuring Activities | 6 Months Ended |
Jun. 30, 2019 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Activities | Restructuring Activities Our management team along with members of the Board have formed a project committee focused on our cost-saving initiatives and other restructuring efforts. This committee has commenced a review of each of our business lines and other operational areas to identify both one-time and recurring cost-saving opportunities. In the three and six months ended June 30, 2019 we recorded a restructuring charge of $3.3 million and $7.8 million , respectively. This comprised charges mainly related to customer database build write offs, termination fees related to certain contracts with Wipro, severance agreements, asset impairment and facility related expense. The following table summarizes the restructuring charges which are recorded in "Restructuring Expenses" in the Condensed Consolidated Statement of (Loss) Income. in thousands Three Months Ended June 30, 2019 Six months Ended June 30, 2019 Customer database build write off $ 1,845 $ 4,036 Contract termination fee — 2,100 Severance 496 644 Facility, asset impairment and other expense 940 1,008 Total $ 3,281 $ 7,788 The following table summarizes the changes in liabilities related to restructuring activities: in thousands Three months Ended June 30, 2019 Contract Termination Fee Severance Facility, asset impairment and other expense Total Beginning Balance: $ — $ 68 $ — $ 68 Additions: 2,100 496 38 2,634 Payments — (304 ) — (304 ) Ending Balance: $ 2,100 $ 260 $ 38 $ 2,398 in thousands Six Months Ended June 30, 2019 Contract Termination Fee Severance Facility, asset impairment and other expense Total Beginning balance: $ — $ — $ — $ — Additions: 2,100 644 38 2,782 Payments — (384 ) — (384 ) Ending balance: $ 2,100 $ 260 $ 38 $ 2,398 We expect that in connection with our cost-saving and restructuring initiatives, we will incur total restructuring charges of approximately $12 million through 2020. One of the larger initiatives to combine sub-scale production environments received Board approval on August 1, 2019. |
Overview and Significant Acco_2
Overview and Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidation | Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of Harte Hanks, Inc. and subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. As used in this report, the terms “Harte Hanks,” “the Company,” “we,” “us,” or “our” may refer to Harte Hanks, Inc., one or more of its consolidated subsidiaries, or all of them taken as a whole, as the context may require. |
Interim Financial Information | Interim Financial Information The condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Rule 8-01 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. |
Use of Estimates | Use of Estimates The preparation of Condensed Consolidated Financial Statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. Actual results and outcomes could differ from those estimates and assumptions. Such estimates include, but are not limited to, estimates related to lease accounting, pension accounting; fair value for purposes of assessing long-lived assets for impairment; income taxes; stock-based compensation; and contingencies. On an ongoing basis, management reviews its estimates based on currently available information. Changes in facts and circumstances could result in revised estimates and assumptions. |
Operating Expense Presentation in Condensed Consolidated Statements of Comprehensive (Loss) Income | Operating Expense Presentation in Condensed Consolidated Statements of Comprehensive (Loss) Income The “Labor” line in the Condensed Consolidated Statements of Comprehensive (Loss) Income includes all employee payroll and benefits, including stock-based compensation, along with temporary labor costs. The “Production and distribution” and “Advertising, selling, general and administrative” lines do not include labor, depreciation, or amortization. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently issued accounting pronouncements not yet adopted In April 2019, the Financial Accounting Standards Board ("FASB") issued guidance to amend or clarify certain areas within three previously issued standards related to financial instruments which includes clarification for fair value using the measurement alternative, measuring credit losses and accounting for derivatives and hedging. The amendments in this guidance are largely effective for fiscal years beginning after December 15, 2019 with early adoption permitted. We have not elected early adoption and do not anticipate that this guidance will have a material impact on our condensed consolidated financial statements. In August 2018, the FASB issued ASU 2018-14, Compensation—Retirement Benefits—Defined Benefit Plans—General (Topic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans ("ASU 2018-14"), which modifies the disclosure requirements for defined benefit pension plans and other postretirement plans. ASU 2018-14 is effective for fiscal years ending after December 15, 2020, and earlier adoption is permitted. We are currently evaluating the impact of our pending adoption of ASU 2018-14 on our condensed consolidated financial statements. Recently adopted accounting pronouncements Income taxes In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income . This ASU allows for reclassification of stranded tax effects on items resulting from the change in the corporate tax rate as a result of H.R. 1, originally known as the Tax Cuts and Jobs Act of 2017, from accumulated other comprehensive income to retained earnings. Tax effects unrelated to H.R. 1 are permitted to be released from accumulated other comprehensive income using either the specific identification approach or the portfolio approach, based on the nature of the underlying item. ASU 2018-02 is effective for interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. We adopted ASU 2018-02 in the first quarter of 2019. See Note I, Income Taxes, for a discussion of the impacts of this ASU. Stock-based Compensation In June 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to nonemployee share-based payment accounting, which supersedes ASC 505-50, Accounting for Distributions to Shareholders with Components of Stock and Cash, and expands the scope of ASC 718 to include all share-based payment arrangements related to the acquisition of goods and services from both non-employees and employees. As a result, most of the guidance in ASC 718 associated with employee share-based payments, including most of its requirements related to classification and measurement, applies to non-employee share-based payment arrangements. The ASU is effective for annual periods beginning after December 15, 2018, and the interim periods within those fiscal years with early adoption permitted after the entity has adopted ASC 606. This standard was adopted as of January 1, 2019 and did not have a material impact on our condensed consolidated financial statements and related disclosures. Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) and subsequent amendment ASU 2018-11, which requires all operating leases to be recorded on the balance sheet. The lessee will record a liability for its lease obligations (initially measured at the present value of the future lease payments not yet paid over the lease term, and an asset for its right to use the underlying asset equal to the lease liability, adjusted for lease payments made at or before lease commencement). This ASU is effective for interim and annual periods beginning after December 15, 2018, with early adoption permitted. This change is required to be applied using a modified retrospective approach for leases that exist or are entered after the beginning of the earliest comparative period in the financial statements. Full retrospective application is prohibited. In July 2018, the FASB approved an optional transition method to initially account for the impact of the adoption with a cumulative-effect adjustment to the January 1, 2019, rather than the January 1, 2017, financial statements. This will eliminate the need to restate amounts presented prior to January 1, 2019. We adopted the standard effective January 1, 2019, and we elected the optional transition method and the practical expedients permitted under the transition guidance within the standard. Accordingly, we accounted for our existing operating leases as operating leases under the new guidance, without reassessing (a) whether the contracts contain a lease under ASC Topic 842, (b) whether classification of the operating leases would be different in accordance with ASC Topic 842, or (c) whether the unamortized initial direct costs before transition adjustments (as of December 31, 2018) would have met the definition of initial direct costs in ASC Topic 842 at lease commencement. The standard had a material impact on our condensed consolidated balance sheets, but did not have an impact on our condensed consolidated statements of comprehensive (loss) income or cash flows from operations. The cumulative effect of the changes on our retained earnings was $22 thousand associated with capital gain. The most significant impact was the recognition of right-of-use (ROU) assets and lease liabilities for operating leases. Our accounting for finance leases remained substantially unchanged. See Note D, Leases for further discussion. |
Revenue from Contracts with Customers | Our contracts with customers may consist of multiple performance obligations. If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price ("SSP") basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct good or service that forms part of a single performance obligation. For most performance obligations, we determine SSP based on the price at which the performance obligation is sold separately. Although uncommon, if the SSP is not observable through past transactions, we estimate the SSP taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. Further discussion of other performance obligations in each of our major revenue streams follows: Agency & Digital Services Our agency services are full-service, customer engagement agencies specializing in direct and digital communications for both consumer and business-to-business markets. Our digital solutions integrate online services within the marketing mix and include: search engine management, display, digital analytics, website development and design, digital strategy, social media, email, e-commerce, and interactive relationship management. Our contracts may include a promise to purchase media or acquire search engine marketing solutions on behalf of our clients; in such cases, we have determined we are an agent, rather than principal and therefore recognize the net consideration as revenue (consistent with legacy GAAP). Agency and digital services performance obligations are satisfied over time and often offered on a project basis. We have concluded that the best approach of measuring the progress toward completion of the project-based performance obligations is the input method based on costs or labor hours incurred to date dependent upon whether costs or labor hours more accurately depict the transfer of value to the customer. The variable consideration in these contracts primarily relates to time and material-based services and reimbursable out-of-pocket travel costs, both of which are estimated using the expected value method. For time and material-based contracts, we use the “as invoiced” practical expedient. Database Marketing Solutions Our solutions are built around centralized marketing databases with services rendered to build custom database, database hosting services, customer or target marketing lists and data processing services. These performance obligations, including services rendered to build a custom database, database hosting services, professional services, customer or target marketing lists and data processing services, may be satisfied over time or at a point in time. We provide software as a service ("SaaS") solutions to host data for customers and have concluded that they are stand-ready obligations to be recognized over time on a monthly basis. Our promise to provide certain data related services meets the over-time recognition criteria because our services do not create an asset with an alternative use, and we have an enforceable right to payment. For performance obligations recognized over time, we choose either the input (i.e. labor hour) or output method ( i.e. number of customer records) to measure the progress toward completion depending on the nature of the services provided. Some of our other data-related services do not meet the over-time criteria and are therefore, recognized at a point-in-time, typically upon the delivery of a specific deliverable. We charge our customers for certain data-related services at a fixed transaction-based rate, e.g., per thousand customer records processed. Because the quantity of transactions is unknown at the onset of a contract, our transaction price is variable, and we use the expected value method to estimate the transaction price. The uncertainty associated with the variable consideration generally resolves within a short period of time since the duration of these contracts is generally less than two months . Direct Mail, Logistics, and Fulfillment Our services include: digital printing, print on demand, advanced mail optimization, logistics and transportation optimization, tracking, commingling, shrink wrapping, and specialized mailings. We also maintain fulfillment centers where we provide custom kitting services, print on demand, product recalls, and freight optimization allowing our customers to distribute literature and other marketing materials. The majority of performance obligations offered within this revenue stream are satisfied over time and utilize the input or output method, depending on the nature of the service, to measure progress toward satisfying the performance obligation. For performance obligations where we charge customers a transaction-based fee, we utilize the output method based on the quantities fulfilled. Services provided through our fulfillment centers are typically priced at a per transaction basis and our contracts provide us the right to invoice for services provided and reflects the value to the customer of the services transferred to date. In most cases, we use the “as invoiced” practical expedient to recognize revenue associated with these performance obligations unless significant discounts are offered in a contract and prices for services do not represent their standalone selling prices. For our direct mail revenue stream, our contracts may include a promise to purchase postage on behalf of our clients; in such cases, we have determined we are an agent, rather than principal and therefore recognize net consideration as revenue (consistent with legacy GAAP). The variable consideration in our contracts results primarily from the transaction-based fee structure of some performance obligations with their total transaction quantities to be provided unknown at the onset of a contract, which is estimated using the expected value method . Contact Centers We operate tele-service workstations in the U.S., Asia, and Europe to provide advanced contact center solutions such as: speech, voice and video chat, integrated voice response, analytics, social cloud monitoring, and web self-service. Performance obligations are stand-ready obligations and satisfied over time. With regard to account management and SaaS, we use a time-elapsed output method. For performance obligations where we charge customers a transaction-based fee, we use the output method based on transaction quantities. In most cases, our contracts provide us the right to invoice for services provided, therefore, we generally use the “as invoiced” practical expedient to recognize revenue associated with these performance obligations unless significant discounts are offered in a contract and prices for services do not represent their standalone selling prices. The variable consideration in our contracts results primarily from the transaction-based fee structure of some performance obligations with their total transaction quantities to be provided unknown at the onset of a contract, which is estimated using the expected value method . Upfront Non-Refundable Fees We may receive non-refundable upfront fees from customers for implementation of our SaaS database solutions products or for providing training in connection with our contact center solutions. These activities are not deemed to transfer a separate promised service and therefore, represent advanced payments. Where customers have an option to renew a contract, the customer is not required to pay similar upfront fees upon renewal. As a result, we have determined that these renewal options provide for the purchase of future services at a reduced rate and therefore, provide a material right. These upfront non-refundable fees are recognized over the period of benefit which is generally consistent with estimated customer life ( four to five years for database solutions contracts and six months to one year for contact center contracts). The upfront non-refundable fees collected from customers were immaterial as of June 30, 2019 and 2018. Transaction Price Allocated to Future Performance Obligations We have elected to apply certain optional exemptions that limit the disclosure requirements over remaining performance obligations at period end to exclude: performance obligations that have an original expected duration of one year or less, transactions using the “as invoiced” practical expedient, or when a performance obligation is a series and we have allocated the variable consideration directly to the services performed. After considering the above exemptions, the transaction prices allocated to unsatisfied or partially satisfied performance obligations as of June 30, 2019 totaled $0.4 million , which is expected to be recognized over the next 2 years as follows: $0.3 million in 2019 and $0.1 million in 2020. Contract Balances We record a receivable when revenue is recognized prior to invoicing when we have an unconditional right to consideration (only the passage of time is required before payment of that consideration is due) and a contract asset when the right to payment is conditional upon our future performance such as delivery of an additional good or service (e.g. customer contract requires customer's final acceptance of custom database solution or delivery of final marketing strategy delivery presentation before customer payment is required). If invoicing occurs prior to revenue recognition, the unearned revenue is presented on our Condensed Consolidated Balance Sheet as a contract liability, referred to as deferred revenue. The following table summarizes our contract balances as of June 30, 2019 and December 31, 2018: In thousands June 30, 2019 December 31, 2018 Contract assets $ 1,228 $ 2,362 Deferred revenue and customer advances 5,229 6,034 Deferred revenue, included in other long-term liabilities 965 578 Revenue recognized during the six months ended June 30, 2019 from amounts included in deferred revenue at December 31, 2018 was approximately $0.7 million . We recognized no revenues during the six months ended June 30, 2019 from performance obligations satisfied or partially satisfied in previous periods. Costs to Obtain and Fulfill a Contract We recognize an asset for the direct costs incurred to obtain and fulfill our contracts with customers to the extent that we expect to recover these costs and if the benefit is longer than one year. These costs are amortized to expense over the expected period of benefit in a manner that is consistent with the transfer of the related goods or services to which the asset relates. Revenue from Contracts with Customers In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , related to revenue recognition. Under ASC 606, Revenue from Contracts with Customers, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that are within the scope of the new standard, the entity performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The new standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The new standard also includes criteria for the capitalization and amortization of certain contract acquisition and fulfillment costs. Under ASC 606, revenue is recognized when control of the promised goods or services is transferred to the customer, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Our contracts with customers state the terms of sale, including the description, quantity, and price of the product or service purchased. Payment terms can vary by contract, but the period between invoicing and when payment is due is not significant. At June 30, 2019 and December 31, 2018, our contracts do not include any significant financing components. Consistent with legacy GAAP, we present sales taxes assessed on revenue-producing transactions on a net basis. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables summarize revenue from contracts with customers for the three and six months ended June 30, 2019 by our four major revenue streams and the pattern of revenue recognition: For the Three Month Ended June 30, 2019 In thousands Revenue for performance obligations recognized Revenue for performance obligations recognized at a point in time Total Agency & Digital Services $ 6,314 $ 92 $ 6,406 Contact Centers 16,332 — 16,332 Database Marketing Solutions 5,367 580 5,947 Direct Mail, Logistics, and Fulfillment 22,340 3,661 26,001 Total Revenues $ 50,353 $ 4,333 $ 54,686 For the Six Month Ended June 30, 2019 In thousands Revenue for performance obligations recognized Revenue for performance obligations recognized at a point in time Total Agency & Digital Services $ 12,507 $ 131 $ 12,638 Contact Centers 32,070 — 32,070 Database Marketing Solutions 11,473 1,366 12,839 Direct Mail, Logistics, and Fulfillment 47,078 9,211 56,289 Total Revenues $ 103,128 $ 10,708 $ 113,836 The following table summarizes revenue from contracts with customers for the three and six months ended June 30, 2019 and 2018 by our key vertical markets: In thousands Three Months Ended Six Months Ended June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 B2B $ 11,074 $ 14,800 $ 23,859 $ 33,483 Consumer Brands 11,888 15,828 24,051 35,171 Financial Services 12,250 14,441 25,215 28,922 Healthcare 5,061 4,083 9,689 8,461 Retail 10,639 15,836 22,949 32,215 Transportation 3,774 4,645 8,073 12,577 Total Revenues $ 54,686 $ 69,633 $ 113,836 $ 150,829 |
Contract Balances | The following table summarizes our contract balances as of June 30, 2019 and December 31, 2018: In thousands June 30, 2019 December 31, 2018 Contract assets $ 1,228 $ 2,362 Deferred revenue and customer advances 5,229 6,034 Deferred revenue, included in other long-term liabilities 965 578 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Supplemental Balance Sheet Information | The following table presents supplemental balance sheet information related to our financing and operating leases: in thousands As of June 30, 2019 Finance Leases Operating Leases Right-of-use Assets $ 1,113 $ 23,024 Liabilities Short-term lease liabilities 438 8,171 Long-term lease liabilities 574 15,895 Total Liabilities $ 1,012 $ 24,066 |
Lease, Cost | Other information related to leases was as follows: in thousands Six Months Ended June 30, 2019 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 8,631 Operating cash flows from finance leases 38 Financing cash flows from finance leases 227 Weighted Average Remaining Lease term Operating leases 3.0 Finance leases 3.5 Weighted Average Discount Rate Operating leases 4.74 % Finance leases 6.91 % he components of lease expense were as follows: in thousands Three Months Ended June 30, 2019 Six Months Ended June 30, 2019 Operating lease cost $ 2,378 $ 4,593 Finance lease cost Amortization of right-of-use assets 86 150 Interest on lease liabilities 19 38 Total Finance lease cost 105 188 Variable lease cost 840 1,377 Total lease cost $ 3,323 $ 6,158 |
Operating Lease, Liability, Maturity | The maturities of the Company’s finance and operating lease liabilities as of June 30, 2019 are as follows: in thousands Operating Leases Finance Leases Year Ending December 31, 2019 (excluding the quarter ended March 31, 2019) $ 4,769 $ 257 2020 7,997 389 2021 5,850 195 2022 3,960 146 2023 2,190 108 2024 1,397 — Total future minimum lease payments 26,163 1,095 Less: Imputed interest 2,097 83 Total lease liabilities $ 24,066 $ 1,012 As previously disclosed in our 2018 10-K and under the previous lease accounting standard, ASC 840, Leases, the total commitment for non-cancelable operating and finance leases was $35.0 million and $1.3 million as of December 31, 2018: in thousands Operating Leases Finance Leases Year Ending December 31, 2019 $ 9,645 $ 748 2020 8,815 307 2021 7,425 131 2022 5,456 133 2023 2,349 104 Thereafter 1,328 — Total future minimum lease payments $ 35,018 $ 1,423 Less: imputed interest $ 120 Total $ 1,303 |
Finance Lease, Liability, Maturity | in thousands Operating Leases Finance Leases Year Ending December 31, 2019 $ 9,645 $ 748 2020 8,815 307 2021 7,425 131 2022 5,456 133 2023 2,349 104 Thereafter 1,328 — Total future minimum lease payments $ 35,018 $ 1,423 Less: imputed interest $ 120 Total $ 1,303 |
Components of Net Periodic Be_2
Components of Net Periodic Benefit Cost (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |
Schedule of net pension cost of plans | Net pension cost for both plans included the following components: Three Months Ended June 30, Six Months Ended June 30, In thousands 2019 2018 2019 2018 Interest cost $ 1,813 $ 1,685 $ 3,626 $ 3,370 Expected return on plan assets (1,111 ) (1,524 ) (2,222 ) (3,047 ) Recognized actuarial loss 733 689 1,466 1,377 Net periodic benefit cost $ 1,435 $ 850 $ 2,870 $ 1,700 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Reconciliation of basic and diluted earnings per share | Reconciliations of basic and diluted EPS were as follows: Three Months Ended June 30, In thousands, except per share amounts 2019 2018 Net loss $ (3,803 ) $ (6,734 ) Less: Preferred stock dividends 124 124 Loss attributable to common stockholders $ (3,927 ) $ (6,858 ) Basic loss per Common Share Weighted-average common shares outstanding 6,272 6,226 Basic loss per common share $ (0.63 ) $ (1.10 ) Diluted Loss per Common Share Weighted-average shares used to compute earnings/(loss) per share attributable to common shares 6,272 6,226 Diluted Loss per common share $ (0.63 ) $ (1.10 ) Computation of Shares Used in Diluted Loss Per Common Share Weighted-average common shares outstanding 6,272 6,226 Shares used in diluted loss per common share computations 6,272 6,226 Six Months Ended June 30, In thousands, except per share amounts 2019 2018 Numerator: Net (loss) income $ (17,330 ) $ 25,893 Less: Preferred stock dividend 246 207 Less: Earnings attributable to participating securities — 3,059 Numerator for basic EPS: (loss) income attributable to common stockholders $ (17,576 ) $ 22,627 Effect of dilutive securities: Add back: Allocation of earnings to participating securities — 3,059 Less: Re-allocation of earnings to participating securities considering potentially dilutive securities — (3,046 ) Numerator for diluted EPS $ (17,576 ) $ 22,640 Denominator: Basic EPS denominator: weighted-average common shares outstanding 6,270 6,220 Effect of dilutive securities: Unvested shares — 30 Diluted EPS denominator 6,270 6,250 Basic (loss) earnings per common share $ (2.80 ) $ 3.64 Diluted (loss) earnings per common share $ (2.80 ) $ 3.62 |
Comprehensive (Loss) Income (Ta
Comprehensive (Loss) Income (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | |
Schedule of comprehensive income (loss) | Our comprehensive (loss) income was as follows: Three Months Ended June 30, Six Months Ended June 30, In thousands 2019 2018 2019 2018 Net (loss) Income $ (3,803 ) $ (6,734 ) $ (17,330 ) $ 25,893 Other comprehensive income (loss): Adjustment to pension liability 732 686 1,465 1,377 Tax expense (183 ) (169 ) (366 ) (342 ) 549 517 1,099 1,035 Foreign currency translation adjustment, net of tax 377 (805 ) 349 (959 ) Adoption of ASU 2018-2 — — (11,355 ) — Total other comprehensive income (loss), net of tax 926 (288 ) (9,907 ) 76 Total comprehensive (loss) income $ (2,877 ) $ (7,022 ) $ (27,237 ) $ 25,969 |
Schedule of changes in accumulated other comprehensive income | Changes in accumulated other comprehensive loss by component were as follows: In thousands Defined Benefit Foreign Currency Items Total Balance at December 31, 2018 $ (46,584 ) $ 101 $ (46,483 ) Other comprehensive income (loss), net of tax, before reclassifications — 349 349 Amounts reclassified from accumulated other comprehensive income (loss), net of tax, to other, net, on the condensed consolidated statements of comprehensive (loss) income 1,099 — 1,099 Adoption of ASU 2018-02 (11,355 ) (11,355 ) Net current period other comprehensive income (loss), net of tax (10,256 ) 349 (9,907 ) Balance at June 30, 2019 $ (56,840 ) $ 450 $ (56,390 ) In thousands Defined Benefit Foreign Currency Items Total Balance at December 31, 2017 $ (45,418 ) $ 1,115 $ (44,303 ) Other comprehensive (loss), net of tax, before reclassifications — (959 ) (959 ) Amounts reclassified from accumulated other comprehensive income (loss), net of tax, to other, net, on the condensed consolidated statements of comprehensive (loss) income 1,035 — 1,035 Net current period other comprehensive income (loss), net of tax 1,035 (959 ) 76 Balance at June 30, 2018 $ (44,383 ) $ 156 $ (44,227 ) |
Disposition (Tables)
Disposition (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of reconciliation of beginning and ending balances of contingent earnout consideration | A reconciliation of accrued balances of the contingent consideration using significant unobservable inputs (Level 3) is as follows: In thousands Fair Value Accrued contingent consideration liability as of December 31, 2017 $ 33,887 Accretion of interest 742 Disposition (34,629 ) Accrued contingent consideration liability as of June 30, 2018 $ — |
Restructuring Activities (Table
Restructuring Activities (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following table summarizes the restructuring charges which are recorded in "Restructuring Expenses" in the Condensed Consolidated Statement of (Loss) Income. in thousands Three Months Ended June 30, 2019 Six months Ended June 30, 2019 Customer database build write off $ 1,845 $ 4,036 Contract termination fee — 2,100 Severance 496 644 Facility, asset impairment and other expense 940 1,008 Total $ 3,281 $ 7,788 The following table summarizes the changes in liabilities related to restructuring activities: in thousands Three months Ended June 30, 2019 Contract Termination Fee Severance Facility, asset impairment and other expense Total Beginning Balance: $ — $ 68 $ — $ 68 Additions: 2,100 496 38 2,634 Payments — (304 ) — (304 ) Ending Balance: $ 2,100 $ 260 $ 38 $ 2,398 in thousands Six Months Ended June 30, 2019 Contract Termination Fee Severance Facility, asset impairment and other expense Total Beginning balance: $ — $ — $ — $ — Additions: 2,100 644 38 2,782 Payments — (384 ) — (384 ) Ending balance: $ 2,100 $ 260 $ 38 $ 2,398 |
Overview and Significant Acco_3
Overview and Significant Accounting Policies (Details) $ / shares in Units, $ in Millions | Jan. 31, 2018shares | Jan. 30, 2018USD ($)$ / sharesshares | Jan. 23, 2018 | Jun. 30, 2019segmentsshares | Dec. 31, 2018shares |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Number of reportable segments | segments | 1 | ||||
Conversion ratio | 0.1 | ||||
Common stock, shares authorized (in shares) | 25,000,000 | 250,000,000 | 25,000,000 | 25,000,000 | |
Preferred stock, preferred stock authorized (in shares) | 1,000,000 | 1,000,000 | 1,000,000 | ||
Subsidiary, Sale of Stock [Line Items] | |||||
Dividend rate (as percent) | 5.00% | ||||
Series A Preferred Stock | Securities Purchase Agreement | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Number of shares issued (in shares) | 9,926 | ||||
Consideration received on transaction | $ | $ 9.9 | ||||
Dividend rate (as percent) | 5.00% | ||||
Wipro | Series A Preferred Stock | Securities Purchase Agreement | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Number of shares issued (in shares) | 9,926 | ||||
Convertible preferred stock, Series A convertible par value (in dollars per share) | $ / shares | $ 1 | ||||
Consideration received on transaction | $ | $ 9.9 | ||||
Dividend rate (as percent) | 5.00% | ||||
Shares issuable upon conversion (in shares) | 1,001,614 | ||||
Shares issuable upon conversion (as percent) | 16.00% |
Recent Accounting Pronounceme_2
Recent Accounting Pronouncements Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jan. 01, 2018 |
Lessee, Lease, Description [Line Items] | ||
Cumulative effect of accounting change | $ 22 | $ 571 |
Accounting Standards Update 2016-02 | ||
Lessee, Lease, Description [Line Items] | ||
Cumulative effect of accounting change | $ 22 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | $ 54,686 | $ 69,633 | $ 113,836 | $ 150,829 |
Agency & Digital Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 6,406 | 12,638 | ||
Contact Centers | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 16,332 | $ 32,070 | ||
Contract period | six months to one year | |||
Database Marketing Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 5,947 | $ 12,839 | ||
Contract period | four to five years | |||
Database Marketing Solutions | Short-term Contract | ||||
Disaggregation of Revenue [Line Items] | ||||
Contract period | less than two months | |||
Direct Mail, Logistics, and Fulfillment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 26,001 | $ 56,289 | ||
Revenue for performance obligations recognized over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 50,353 | 103,128 | ||
Revenue for performance obligations recognized over time | Agency & Digital Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 6,314 | 12,507 | ||
Revenue for performance obligations recognized over time | Contact Centers | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 16,332 | 32,070 | ||
Revenue for performance obligations recognized over time | Database Marketing Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 5,367 | 11,473 | ||
Revenue for performance obligations recognized over time | Direct Mail, Logistics, and Fulfillment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 22,340 | 47,078 | ||
Revenue for performance obligations recognized at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 4,333 | 10,708 | ||
Revenue for performance obligations recognized at a point in time | Agency & Digital Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 92 | 131 | ||
Revenue for performance obligations recognized at a point in time | Contact Centers | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 0 | 0 | ||
Revenue for performance obligations recognized at a point in time | Database Marketing Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 580 | 1,366 | ||
Revenue for performance obligations recognized at a point in time | Direct Mail, Logistics, and Fulfillment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 3,661 | 9,211 | ||
B2B | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 11,074 | 14,800 | 23,859 | 33,483 |
Consumer Brands | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 11,888 | 15,828 | 24,051 | 35,171 |
Financial Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 12,250 | 14,441 | 25,215 | 28,922 |
Healthcare | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 5,061 | 4,083 | 9,689 | 8,461 |
Retail | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 10,639 | 15,836 | 22,949 | 32,215 |
Transportation | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | $ 3,774 | $ 4,645 | $ 8,073 | $ 12,577 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Future Performance Obligations (Details) $ in Millions | Jun. 30, 2019USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation, amount | $ 0.3 |
Performance obligation, period | 6 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation, amount | $ 0.1 |
Performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation, amount | $ 0.4 |
Performance obligation, period | 2 years |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Contract Balances (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Contract with Customer [Line Items] | |||
Contract assets | $ 1,228,000 | $ 2,362,000 | |
Deferred revenue and customer advances | 5,229,000 | 6,034,000 | |
Revenues recognized from satisfied in previous period | 0 | $ 700,000 | |
Capitalized contract costs | 2,300,000 | ||
Impairment | 0 | ||
Other long-term liabilities | |||
Contract with Customer [Line Items] | |||
Deferred revenue, included in other long-term liabilities | $ 965,000 | $ 578,000 |
Leases (Details)
Leases (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Lessee, Lease, Description [Line Items] | |||
Operating lease, right-of-use asset | $ 23,024,000 | ||
Operating lease, liability | $ 24,066,000 | ||
Termination period | 1 year | ||
Finance lease, right-of-use asset | $ 1,113,000 | ||
Finance lease accumulated depreciation | 200,000 | ||
Non-cancelable finance leases | $ 1,303,000 | ||
Operating lease, right-of-use asset, not yet commenced | $ 0 | ||
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Remaining lease term | 1 year | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Remaining lease term | 6 years | ||
Renewal term | 5 years | ||
Accounting Standards Update 2016-02 | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, right-of-use asset | $ 22,800,000 | ||
Operating lease, liability | $ 23,900,000 | ||
Property Subject to Operating Lease | |||
Lessee, Lease, Description [Line Items] | |||
Non-cancelable operating leases | $ 35,018,000 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) $ in Thousands | Jun. 30, 2019USD ($) |
Finance Lease, Assets And Liabilities, Lessee [Abstract] | |
Right-of-use Assets | $ 1,113 |
Short-term lease liabilities | 438 |
Long-term lease liabilities | 574 |
Total Liabilities | 1,012 |
Operating Lease, Assets And Liabilities, Lessee [Abstract] | |
Right-of-use assets | 23,024 |
Short-term lease liabilities | 8,171 |
Long-term lease liabilities | 15,895 |
Total Liabilities | $ 24,066 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 2,378 | $ 4,593 |
Amortization of right-of-use assets | 86 | 150 |
Interest on lease liabilities | 19 | 38 |
Total Finance lease cost | 105 | 188 |
Variable lease cost | 840 | 1,377 |
Total lease cost | $ 3,323 | $ 6,158 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flows (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows from operating leases | $ 8,631 |
Operating cash flows from finance leases | 38 |
Financing cash flows from finance leases | $ 227 |
Weighted Average Remaining Lease term | |
Operating leases | 3 years 18 days |
Finance leases | 3 years 6 months 18 days |
Weighted Average Discount Rate | |
Operating leases | 4.74% |
Finance leases | 6.91% |
Leases - Maturities of Operatin
Leases - Maturities of Operating and Financing Lease Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Operating Leases, After Adoption of 842 | ||
2019 (excluding the quarter ended March 31, 2019) | $ 4,769 | |
2020 | 7,997 | |
2021 | 5,850 | |
2022 | 3,960 | |
2023 | 2,190 | |
Thereafter | 1,397 | |
Total future minimum lease payments | 26,163 | |
Less: Imputed interest | 2,097 | |
Total lease liabilities | 24,066 | |
Finance Leases, After Adoption of 842 | ||
2019 (excluding the quarter ended March 31, 2019) | 257 | |
2020 | 389 | |
2021 | 195 | |
2022 | 146 | |
2023 | 108 | |
Thereafter | 0 | |
Total future minimum lease payments | 1,095 | |
Less: Imputed interest | 83 | |
Total lease liabilities | $ 1,012 | |
Capital Leases, Before Adoption of 842 | ||
Less: imputed interest | $ 120 | |
Total | 1,303 | |
Property Subject to Operating Lease | ||
Operating Leases, Before Adoption of 842 | ||
2019 | 9,645 | |
2020 | 8,815 | |
2021 | 7,425 | |
2022 | 5,456 | |
2023 | 2,349 | |
Thereafter | 1,328 | |
Total future minimum lease payments | 35,018 | |
Equipment | Capital Lease Obligations | ||
Capital Leases, Before Adoption of 842 | ||
2019 | 748 | |
2020 | 307 | |
2021 | 131 | |
2022 | 133 | |
2023 | 104 | |
Thereafter | 0 | |
Total future minimum lease payments | $ 1,423 |
Convertible Preferred Stock (De
Convertible Preferred Stock (Details) $ / shares in Units, $ in Thousands | Jan. 30, 2018USD ($)$ / sharesshares | Jan. 23, 2018 | Jun. 30, 2019USD ($)$ / sharesshares | Jun. 30, 2018USD ($) | Dec. 31, 2018shares | Jan. 31, 2018shares |
Class of Stock [Line Items] | ||||||
Preferred stock authorized (in shares) | shares | 1,000,000 | 1,000,000 | 1,000,000 | |||
Transaction fees on issuance of stock | $ 2 | $ 70 | ||||
Gross proceeds from issuance of preferred stock, net of transaction fees | $ 0 | $ 9,723 | ||||
Dividend rate (as percent) | 5.00% | |||||
Liquidation value | $ 100 | |||||
Liquidation value (in dollars per share) | $ / shares | $ 12.47 | |||||
Series A Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Conversion ratio for convertible preferred stock | 100.90817 | |||||
Securities Purchase Agreement | Series A Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Number of shares issued (in shares) | shares | 9,926 | |||||
Price per share (in dollars per share) | $ / shares | $ 1,000 | |||||
Consideration received on transaction | $ 9,900 | |||||
Transaction fees on issuance of stock | $ 200 | |||||
Gross proceeds from issuance of preferred stock, net of transaction fees | $ 9,900 | |||||
Dividend rate (as percent) | 5.00% |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) | May 07, 2019 | Apr. 17, 2017 | Jun. 30, 2019 | Dec. 31, 2018 | Jan. 09, 2018 |
Debt instrument | |||||
Letters of credit outstanding | $ 0 | ||||
Letter of Credit | |||||
Debt instrument | |||||
Long-term debt | 2,800,000 | ||||
Texas Capital Credit Facility | |||||
Debt instrument | |||||
Long-term debt | 18,700,000 | $ 14,200,000 | |||
Long-term debt remaining borrowing capacity | $ 500,000 | ||||
Borrowing capacity | $ 20,000,000 | $ 22,000,000 | |||
Sublimit available for letters of credit | $ 5,000,000 | ||||
Unused capacity commitment fee percentage (as percent) | 0.50% | ||||
Quarterly collateral fees | $ 100,000 | ||||
Extension period (in years) | 1 year | ||||
Texas Capital Credit Facility | Variable rate one | |||||
Debt instrument | |||||
Variable rate basis | LIBOR | ||||
Rate spread on variable rate (as percent) | 1.95% | ||||
Texas Capital Credit Facility | Variable rate two | |||||
Debt instrument | |||||
Variable rate basis | prime | ||||
Rate spread on variable rate (as percent) | 0.75% |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Stock-based compensation | $ 0.3 | $ 0.7 | $ 0.4 | $ 1.3 |
Components of Net Periodic Be_3
Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Net pension cost of plans | ||||
Interest cost | $ 1,813 | $ 1,685 | $ 3,626 | $ 3,370 |
Expected return on plan assets | (1,111) | (1,524) | (2,222) | (3,047) |
Recognized actuarial loss | 733 | 689 | 1,466 | 1,377 |
Net periodic benefit cost | 1,435 | $ 850 | 2,870 | $ 1,700 |
Pension Plan | ||||
Defined Benefit Plan Disclosure | ||||
Contributions to qualified pension plan | 2,200 | 2,200 | ||
Restoration Pension Plan | ||||
Defined Benefit Plan Disclosure | ||||
Benefits paid | $ 400 | $ 800 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 |
Income Tax Disclosure [Abstract] | |||||
Income tax expense/(benefit) | $ 52 | $ 584 | $ (738) | $ 9,364 | |
Effective income tax rate (as a percent) | 1.30% | 8.00% | (4.40%) | 56.70% | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | $ (3,855) | $ (7,318) | $ (16,592) | $ 16,529 | |
Adoption of ASU 2018-02 | $ (11,355) | $ 0 | |||
Accounting Standards Update 2018-02 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Adoption of ASU 2018-02 | $ 11,400 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Earnings Per Share [Abstract] | ||||||
Dividend rate (as percent) | 5.00% | |||||
Reconciliation of basic and diluted earnings per share (EPS) | ||||||
Net (loss) income | $ (3,803) | $ (13,527) | $ (6,734) | $ 32,629 | $ (17,330) | $ 25,893 |
Less: Preferred stock dividend | 124 | 124 | 246 | 207 | ||
Less: Earnings attributable to participating securities | 0 | 3,059 | ||||
(Loss) income attributable to common stockholders | $ (3,927) | $ (6,858) | (17,576) | 22,627 | ||
Effect of dilutive securities: | ||||||
Add back: Allocation of earnings to participating securities | 0 | 3,059 | ||||
Less: Re-allocation of earnings to participating securities considering potentially dilutive securities | 0 | (3,046) | ||||
Numerator for diluted EPS | $ (17,576) | $ 22,640 | ||||
Basic earnings (loss) per common share | ||||||
Weighted-average common shares outstanding (in shares) | 6,272 | 6,226 | 6,270 | 6,220 | ||
Basic (loss) income per common share (in dollars per share) | $ (0.63) | $ (1.10) | $ (2.80) | $ 3.64 | ||
Diluted Loss per Common Share | ||||||
Weighted-average shares used to compute earnings/(loss) per share attributable to common shares (in shares) | 6,272 | 6,226 | 6,270 | 6,250 | ||
Diluted (loss) income per common share (in dollars per share) | $ (0.63) | $ (1.10) | $ (2.80) | $ 3.62 | ||
Unvested shares (in shares) | 0 | 30 | ||||
Computation of Shares Used in Diluted Loss Per Common Share | ||||||
Weighted-average common shares outstanding (in shares) | 6,272 | 6,226 | 6,270 | 6,220 | ||
Weighted-average shares used to compute earnings/(loss) per share attributable to common shares (in shares) | 6,272 | 6,226 | 6,270 | 6,250 | ||
Stock Options | ||||||
Stock-based compensation arrangement by stock-based payment award | ||||||
Weighted-average anti-dilutive shares have been excluded from the EPS calculations (in shares) | 100 | 300 | 300 | 300 | ||
Unvested Shares | ||||||
Stock-based compensation arrangement by stock-based payment award | ||||||
Weighted-average anti-dilutive shares have been excluded from the EPS calculations (in shares) | 200 | 200 | 200 | 32 | ||
Preferred Stock | ||||||
Stock-based compensation arrangement by stock-based payment award | ||||||
Weighted-average anti-dilutive shares have been excluded from the EPS calculations (in shares) | 1,000 |
Comprehensive (Loss) Income (De
Comprehensive (Loss) Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | ||||||
Net (loss) income | $ (3,803) | $ (13,527) | $ (6,734) | $ 32,629 | $ (17,330) | $ 25,893 |
Other comprehensive income (loss): | ||||||
Adjustment to pension liability | 732 | 686 | 1,465 | 1,377 | ||
Tax expense | (183) | (169) | (366) | (342) | ||
Adjustment to pension liability, net of tax | 549 | 1,099 | ||||
Adjustment to pension liability, net of tax | 549 | 517 | 1,099 | 1,035 | ||
Foreign currency translation adjustment, net of tax | 377 | (805) | 349 | (959) | ||
Adoption of ASU 2018-2 | (11,355) | 0 | ||||
Total other comprehensive (loss) income, net of tax | 926 | (288) | (9,907) | 76 | ||
Comprehensive (loss) income | (2,877) | (7,022) | (27,237) | 25,969 | ||
Accumulated other comprehensive income | ||||||
Less: Earnings attributable to participating securities | 0 | 3,059 | ||||
Changes in other comprehensive loss by component | ||||||
Balance | (32,000) | (19,184) | (636) | (34,635) | (19,184) | (34,635) |
Other comprehensive income (loss), net of tax, before reclassifications | 349 | (959) | ||||
Amounts reclassified from accumulated other comprehensive income (loss), net of tax, to other, net, on the condensed consolidated statements of comprehensive (loss) income | 1,099 | 1,035 | ||||
Adoption of ASU 2018-02 | (11,355) | 0 | ||||
Total other comprehensive (loss) income, net of tax | 926 | (288) | (9,907) | 76 | ||
Balance | (34,642) | (32,000) | (7,268) | (636) | (34,642) | (7,268) |
Total | ||||||
Changes in other comprehensive loss by component | ||||||
Balance | (57,316) | (46,483) | (43,939) | (44,303) | (46,483) | (44,303) |
Balance | (56,390) | (57,316) | (44,227) | (43,939) | (56,390) | (44,227) |
Defined Benefit Pension Items | ||||||
Other comprehensive income (loss): | ||||||
Adoption of ASU 2018-2 | (11,355) | |||||
Total other comprehensive (loss) income, net of tax | (10,256) | 1,035 | ||||
Changes in other comprehensive loss by component | ||||||
Balance | (46,584) | (45,418) | (46,584) | (45,418) | ||
Other comprehensive income (loss), net of tax, before reclassifications | 0 | 0 | ||||
Amounts reclassified from accumulated other comprehensive income (loss), net of tax, to other, net, on the condensed consolidated statements of comprehensive (loss) income | 1,099 | 1,035 | ||||
Adoption of ASU 2018-02 | (11,355) | |||||
Total other comprehensive (loss) income, net of tax | (10,256) | 1,035 | ||||
Balance | (56,840) | (44,383) | (56,840) | (44,383) | ||
Foreign Currency Items | ||||||
Other comprehensive income (loss): | ||||||
Adoption of ASU 2018-2 | ||||||
Total other comprehensive (loss) income, net of tax | 349 | (959) | ||||
Changes in other comprehensive loss by component | ||||||
Balance | $ 101 | $ 1,115 | 101 | 1,115 | ||
Other comprehensive income (loss), net of tax, before reclassifications | 349 | (959) | ||||
Amounts reclassified from accumulated other comprehensive income (loss), net of tax, to other, net, on the condensed consolidated statements of comprehensive (loss) income | 0 | 0 | ||||
Adoption of ASU 2018-02 | ||||||
Total other comprehensive (loss) income, net of tax | 349 | (959) | ||||
Balance | $ 450 | $ 156 | $ 450 | $ 156 |
Litigation and Contingencies (D
Litigation and Contingencies (Details) | Jun. 30, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation liability | $ 0 |
Disposition (Details)
Disposition (Details) - USD ($) $ in Thousands | May 07, 2019 | Feb. 28, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2017 | Mar. 16, 2015 |
Acquisitions | ||||||||
Gain on sale | $ 5,000 | $ 0 | $ 5,000 | $ 30,954 | ||||
Reconciliation of accrued earnout consideration | ||||||||
Accretion of interest | $ 0 | 742 | ||||||
3Q Digital Inc | ||||||||
Acquisitions | ||||||||
Contingent consideration, maximum potential payment | $ 35,000 | |||||||
3Q Digital Inc | Level 3 | Contingent Consideration | ||||||||
Reconciliation of accrued earnout consideration | ||||||||
Accrued contingent consideration at beginning of period | 33,887 | |||||||
Accretion of interest | 742 | |||||||
Disposition | (34,629) | |||||||
Accrued contingent consideration at end of period | $ 0 | 0 | $ 33,887 | |||||
3Q Digital Inc | ||||||||
Acquisitions | ||||||||
Gain on sale | $ 5,000 | |||||||
3Q Digital Inc | ||||||||
Acquisitions | ||||||||
Proceeds from sale of business | $ 5,000 | |||||||
Additional proceeds for sale of business | $ 5,000 | |||||||
Disposal group percent of total revenue (less than) (as percent) | 10.00% | |||||||
Gain on sale | $ 31,000 |
Certain Relationships and Rel_2
Certain Relationships and Related Party Transactions (Details) - USD ($) | Jan. 30, 2018 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 |
Wipro | |||||||
Related Party Transaction [Line Items] | |||||||
Capitalized costs for internally developed software services received | $ 10,609 | $ 10,609 | $ 234,108 | $ 234,108 | |||
Accounts payable, related parties | 2,200,000 | 2,200,000 | $ 5,000,000 | ||||
Wipro | Agency Related Services | |||||||
Related Party Transaction [Line Items] | |||||||
Revenue from related parties | 0 | 0 | |||||
Wipro | Technology Related Services | |||||||
Related Party Transaction [Line Items] | |||||||
Expenses from transactions with related party | $ 2,400,000 | $ 3,300,000 | $ 8,600,000 | $ 6,100,000 | |||
One-time termination charge | $ 2,100,000 | ||||||
Annual savings | $ 3,300,000 | ||||||
Securities Purchase Agreement | Series A Preferred Stock | |||||||
Related Party Transaction [Line Items] | |||||||
Number of shares issued (in shares) | 9,926 | ||||||
Consideration received on transaction | $ 9,900,000 | ||||||
Securities Purchase Agreement | Series A Preferred Stock | Wipro | |||||||
Related Party Transaction [Line Items] | |||||||
Number of shares issued (in shares) | 9,926 | ||||||
Shares issuable upon conversion (in shares) | 1,001,614 | ||||||
Shares issuable upon conversion (as percent) | 16.00% | ||||||
Consideration received on transaction | $ 9,900,000 | ||||||
Snap Kitchen | |||||||
Related Party Transaction [Line Items] | |||||||
Ownership percentage | 7.00% | 7.00% |
Restructuring Activities (Detai
Restructuring Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Related Party Transaction [Line Items] | |||
Restructuring charges | $ 4,991 | $ 0 | |
Restructuring Activities | |||
Related Party Transaction [Line Items] | |||
Restructuring charges | $ 3,281 | 7,788 | |
Expected restructuring costs total | $ 12,000 | $ 12,000 |
Restructuring Activities - Rest
Restructuring Activities - Restructuring and Related Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 4,991 | $ 0 | |
Restructuring Activities | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 3,281 | 7,788 | |
Customer database build write off | Restructuring Activities | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 1,845 | 4,036 | |
Contract termination fee | Restructuring Activities | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 0 | 2,100 | |
Severance | Restructuring Activities | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 496 | 644 | |
Facility, asset impairment and other expense | Restructuring Activities | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 940 | $ 1,008 |
Restructuring Activities - Re_2
Restructuring Activities - Restructuring Reserve (Details) - Restructuring Activities - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | |
Restructuring Reserve [Roll Forward] | ||||
Beginning balance: | $ 2,398 | $ 2,398 | $ 68 | $ 0 |
Additions: | 2,634 | 2,782 | ||
Payments | (304) | (384) | ||
Ending balance: | 2,398 | 2,398 | ||
Contract termination fee | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance: | 2,100 | 2,100 | 0 | 0 |
Additions: | 2,100 | 2,100 | ||
Payments | 0 | 0 | ||
Ending balance: | 2,100 | 2,100 | ||
Severance | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance: | 260 | 260 | 68 | 0 |
Additions: | 496 | 644 | ||
Payments | (304) | (384) | ||
Ending balance: | 260 | 260 | ||
Facility, asset impairment and other expense | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance: | 38 | 38 | $ 0 | $ 0 |
Additions: | 38 | 38 | ||
Payments | 0 | 0 | ||
Ending balance: | $ 38 | $ 38 |
Uncategorized Items - hhs-20190
Label | Element | Value |
AOCI Attributable to Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (11,355,000) |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 571,000 |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 11,377,000 |