Idt Corp 10-K for FY2021

Idt Corp (IDT)

10-K 2021-10-14 For: 2021-07-31

Added on April 12, 2026

About this 10-K

Idt Corp filed this 10-K on October 14, 2021, covering the fiscal year ended July 31, 2021 (FY2021).

Headline figures

Fiscal year ended July 31, 2021, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $1.45B; up 7.5% from $1.35B a year earlier
Net income: $96.48M; up 350.2% from net income of $21.43M a year earlier
Diluted EPS: $3.70; up 356.8% from $0.81 a year earlier

Search and read filings like this one from Claude or ChatGPT with the SEC filings MCP server →

Delaware		22-3415036
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Title of each class		Trading Symbol		Name of each exchange on which registered
Class B common stock, par value $0.1 per share		IDT		New York Stock Exchange

Large accelerated filer ☐	Accelerated filer ☒
Non-accelerated filer ☐	Smaller reporting company ☒
Emerging growth company ☐

Part I			1
	Item 1.	Business.	1
	Item 1A.	Risk Factors.	16
	Item 1B.	Unresolved Staff Comments.	29
	Item 2.	Properties.	29
	Item 3.	Legal Proceedings.	30
	Item 4.	Mine Safety Disclosures.	30
Part II			30
	Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.	30
	Item 6.	Selected Financial Data.	31
	Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	31
	Item 7A.	Quantitative and Qualitative Disclosures about Market Risks.	44
	Item 8.	Financial Statements and Supplementary Data.	44
	Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.	44
	Item 9A.	Controls and Procedures.	44
	Item 9B.	Other Information.	47
Part III			47
	Item 10.	Directors, Executive Officers and Corporate Governance.	47
	Item 11.	Executive Compensation.	47
	Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.	47
	Item 13.	Certain Relationships and Related Transactions, and Director Independence.	48
	Item 14.	Principal Accounting Fees and Services.	48
Part IV			49
	Item 15.	Exhibits, Financial Statement Schedules.	49
	Item 16.	Form 10-K Summary.	50
Signatures			51

	Total Number of Shares Purchased		Average Price per Share		Total Number of Shares Purchased as part of Publicly Announced Plans or Programs		Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs(1)
May 1 – 31, 2021		—		—		—		5,768,497
June 1 – 30, 2021		—		—		—		5,768,497
July 1 – 31, 2021		—		—		—		5,768,497
Total		—		—		—

Year ended July 31	2021			2020
REVENUES:
Fintech		5.2	%		4.4	%
net2phone-UCaaS		3.0			2.4
Traditional Communications		91.8			93.2
TOTAL REVENUES		100.0			100.0
COSTS AND EXPENSES:
Direct cost of revenues (exclusive of depreciation and amortization)		79.8			80.5
Selling, general and administrative		15.1			16.0
Depreciation and amortization		1.2			1.5
Severance		—			0.3
TOTAL COSTS AND EXPENSES		96.1			98.3
Other operating gain (expense), net		0.1			(0.4	)
INCOME FROM OPERATIONS		4.0			1.3
Interest income, net		—			0.1
Other income (expense), net		0.5			(0.1	)
INCOME BEFORE INCOME TAXES		4.5	%		1.3	%

(in millions)						Change
Year ended July 31	2021			2020		$			%
Revenues:
BOSS Revolution Money Transfer	$	49.6		$	47.9	$	1.7			3.4	%
National Retail Solutions		24.7			12.0		12.7			106.6
Total revenues		74.3			59.9		14.4			24.1
Direct cost of revenues		26.2			19.2		7.0			36.1
Selling, general and administrative		47.9			35.8		12.1			33.9
Depreciation and amortization		1.7			1.5		0.2			14.9
(Loss) income from operations	$	(1.5	)	$	3.4	$	(4.9	)		(143.2	)%

(in millions) Year ended July 31	2021			2020
Foreign currency transaction gains	$	1.0		$	0.4
Equity in the net loss of investee		(1.1	)		—
Write-off of tax assets related to prior periods		—			(1.3	)
Gain (loss) on investments		8.8			(0.3	)
Other		(0.8	)		(0.1	)
TOTAL	$	7.9		$	(1.3	)

(in millions)	Total		Less than 1 year		1—3 years		4—5 years		After 5 years
Purchase commitments	$	3.7	$	3.7	$	—	$	—	$	—
Connectivity obligations under service agreements		0.8		0.7		0.1		—		—
Operating leases including short-term leases		8.9		3.2		4.3		1.4		—
TOTAL CONTRACTUAL OBLIGATIONS⁽¹⁾	$	13.4	$	7.6	$	4.4	$	1.4	$	—

Exhibit Number		Description of Exhibits
3.01(1)		Third Restated Certificate of Incorporation of the Registrant.

3.02(2)		Seventh Amended and Restated By-laws of the Registrant.

4.2(3)		Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.

10.01(4)		Fourth Amended and Restated Employment Agreement, dated December 14, 2016, between the Registrant and Howard S. Jonas.

10.02(5)		2005 Stock Option and Incentive Plan, as amended and restated, of IDT Corporation.

10.03(6)		2015 Stock Option and Incentive Plan of IDT Corporation.

10.04(7)		Employment Agreement, dated January 12, 2015, between IDT Telecom and Bill Pereira.

10.05(8)		Agreement, dated December 5, 2017, between IDT Corporation, Bill Pereira and IDT Telecom.

10.06(9)		Stock Option Agreement between the Registrant and Howard Jonas, dated May 2, 2017.

10.07(9)		Assignment Agreement between the Registrant and Howard Jonas, dated September 19, 2017.

21.01*		Subsidiaries of the Registrant.

23.01*		Consent of Grant Thornton, LLP

31.01*		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.02*		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.01*		Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.02*		Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.SCH*		XBRL Taxonomy Extension Schema Document

101.CAL*		XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*		XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*		XBRL Taxonomy Extension Label Linkbase Document

101.PRE*		XBRL Taxonomy Extension Presentation Linkbase Document

104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

	IDT CORPORATION

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

Signature	Titles	Date

/s/ Shmuel Jonas	Chief Executive Officer	October 14, 2021
Shmuel Jonas	(Principal Executive Officer)

/s/ Marcelo Fischer	Chief Financial Officer	October 14, 2021
Marcelo Fischer	(Principal Financial Officer)

/s/ Mitch Silberman	Chief Accounting Officer and Controller	October 14, 2021
Mitch Silberman	(Principal Accounting Officer)

/s/ Howard S. Jonas	Chairman of the Board	October 14, 2021
Howard S. Jonas

/s/ Liora Stein	Director	October 14, 2021
Liora Stein

/s/ Michael Chenkin	Director	October 14, 2021
Michael Chenkin

/s/ Eric F. Cosentino	Director	October 14, 2021
Eric F. Cosentino

/s/ Judah Schorr	Director	October 14, 2021
Judah Schorr

Report of Independent Registered Public Accounting Firm	F-2

Consolidated Balance Sheets as of July 31, 2021 and 2020	F-3

Consolidated Statements of Income for the years ended July 31, 2021 and 2020	F-4

Consolidated Statements of Comprehensive Income for the years ended July 31, 2021 and 2020	F-5

Consolidated Statements of Equity for the years ended July 31, 2021 and 2020	F-6

Consolidated Statements of Cash Flows for the years ended July 31, 2021 and 2020	F-8

Notes to Consolidated Financial Statements	F-9

July 31 (in thousands)	2021			2020
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	107,147		$	84,860
Restricted cash and cash equivalents		119,769			116,362
Debt securities		14,012			18,363
Equity investments		42,434			5,964
Trade accounts receivable, net of allowance for doubtful accounts of $4,438 and $6,085 at July 31, 2021 and 2020, respectively		46,644			44,166
Disbursement prefunding		27,656			25,325
Prepaid expenses		13,694			7,790
Other current assets		16,779			19,302
TOTAL CURRENT ASSETS		388,135			322,132
Property, plant, and equipment, net		30,829			30,061
Goodwill		14,897			12,858
Other intangibles, net		7,578			3,959
Equity investments		11,654			8,833
Operating lease right-of-use assets		7,671			9,490
Deferred income tax assets, net		41,502			8,512
Other assets		10,389			8,905
TOTAL ASSETS	$	512,655		$	404,750
LIABILITIES AND EQUITY
CURRENT LIABILITIES:
Trade accounts payable	$	24,502		$	25,150
Accrued expenses		129,085			125,544
Deferred revenue		42,293			40,114
Customer deposits		115,524			115,992
Other current liabilities		27,930			18,070
TOTAL CURRENT LIABILITIES		339,334			324,870
Operating lease liabilities		5,473			7,353
Other liabilities		1,234			1,388
TOTAL LIABILITIES		346,041			333,611
Commitments and contingencies
EQUITY:
IDT Corporation stockholders’ equity:
Preferred stock, $.01 par value; authorized shares—10,000; no shares issued		—			—
Class A common stock, $.01 par value; authorized shares—35,000; 3,272 shares issued and 1,574 shares outstanding at July 31, 2021 and 2020		33			33
Class B common stock, $.01 par value; authorized shares—200,000; 26,379 and 25,961 shares issued and 24,187 and 24,345 shares outstanding at July 31, 2021 and 2020, respectively		264			260
Common stock, value
Additional paid-in capital		278,021			277,443
Treasury stock, at cost, consisting of 1,698 and 1,698 shares of Class A common stock and 2,192 and 1,616 shares of Class B common stock at July 31, 2021 and 2020, respectively		(60,413	)		(56,221	)
Accumulated other comprehensive loss		(10,183	)		(7,410	)
Accumulated deficit		(42,858	)		(139,333	)
Total IDT Corporation stockholders’ equity		164,864			74,772
Noncontrolling interests		1,750			(3,633	)
TOTAL EQUITY		166,614			71,139
TOTAL LIABILITIES AND EQUITY	$	512,655		$	404,750

Year ended July 31 (in thousands, except per share data)	2021			2020
REVENUES	$	1,446,990		$	1,345,769
COSTS AND EXPENSES:
Direct cost of revenues (exclusive of depreciation and amortization)		1,154,048			1,084,009
Selling, general and administrative (i)		218,467			214,846
Depreciation and amortization		17,764			20,406
Severance		452			3,503
TOTAL COSTS AND EXPENSES		1,390,731			1,322,764
Other operating gain (expense), net (see Note 14)		731			(5,063	)
Income from operations		56,990			17,942
Interest income, net		318			1,043
Other income (expense), net		7,916			(1,267	)
Income before income taxes		65,224			17,718
Benefit from income taxes		31,667			3,700
NET INCOME		96,891			21,418
Net (income) loss attributable to noncontrolling interests		(416	)		12
NET INCOME ATTRIBUTABLE TO IDT CORPORATION	$	96,475		$	21,430

Earnings per share attributable to IDT Corporation common stockholders:
Basic	$	3.78		$	0.82
Diluted	$	3.70		$	0.81

Weighted-average number of shares used in calculation of earnings per share:
Basic		25,495			26,278
Diluted		26,053			26,441

Year ended July 31 (in thousands)	2021			2020
NET INCOME	$	96,891		$	21,418
Other comprehensive (loss) income:
Change in unrealized gain on available-for-sale securities		(51	)		42
Foreign currency translation adjustments		(2,722	)		(2,594	)
Other comprehensive loss		(2,773	)		(2,552	)
COMPREHENSIVE INCOME		94,118			18,866
Comprehensive (income) loss attributable to noncontrolling interests		(416	)		12
COMPREHENSIVE INCOME ATTRIBUTABLE TO IDT CORPORATION	$	93,702		$	18,878

				1				2		3		4			5			6		7			8
	IDT Corporation Stockholders
	Class A Common Stock				Class B Common Stock				Additional Paid-In		Treasury			Accumulated Other Comprehensive			Accumulated			Noncontrolling			Total
	Shares		Amount		Shares		Amount		Capital		Stock			Loss			Deficit			Interests			Equity
BALANCE AT JULY 31, 2019		3,272	$	33		25,803	$	258	$	273,313	$	(51,739	)	$	(4,858	)	$	(160,763	)	$	(2,687	)	$	53,557
Exercise of stock options		—		—		33		—		276		—			—			—			—			276
Repurchases of Class B common stock through repurchase program		—		—		—		—		—		(4,201	)		—			—			—			(4,201	)
Restricted Class B common stock purchased from employees		—		—		—		—		—		(281	)		—			—			—			(281	)
Stock-based compensation		—		—		125		2		3,854		—			—			—			—			3,856
Grant of restricted equity in subsidiary (see Note 11).
Stock issued for matching contributions to the 401(k) Plan
Stock issued for matching contributions to the 401(k) Plan, shares
Business acquisition
Acquisition of interest in variable interest entity (see Note 13)
Distributions to noncontrolling interests		—		—		—		—		—		—			—			—			(934	)		(934	)
Other comprehensive loss		—		—		—		—		—		—			(2,552	)		—			—			(2,552	)
Net income for the year ended July 31, 2020		—		—		—		—		—		—			—			21,430			(12	)		21,418
BALANCE AT JULY 31, 2020		3,272	$	33		25,961	$	260	$	277,443	$	(56,221	)	$	(7,410	)	$	(139,333	)	$	(3,633	)	$	71,139

Year ended July 31 (in thousands)	Balance at beginning of year		Additions charged to costs and expenses		Deductions (1)			Balance at end of year
2021
Reserves deducted from accounts receivable:
Allowance for doubtful accounts	$	6,085	$	1,782	$	(3,429	)	$	4,438
2020
Reserves deducted from accounts receivable:
Allowance for doubtful accounts	$	5,444	$	3,109	$	(2,468	)	$	6,085

Level 1–	quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2–	quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument.
Level 3–	unobservable inputs based on the Company’s assumptions used to measure assets and liabilities at fair value.

(in thousands)	Fintech			net2phone-UCaaS			Traditional Communications			Corporate			Total
Year ended July 31, 2021
Revenues	$	74,343		$	43,897		$	1,328,750		$	—		$	1,446,990
(Loss) income from operations		(1,462	)		(14,272	)		80,117			(7,393	)		56,990
Depreciation and amortization		(1,751	)		(5,007	)		(10,930	)		(76	)		(17,764	)
Year ended July 31, 2020
Revenues	$	59,924		$	31,781		$	1,254,064		$	—		$	1,345,769
Income (loss) from operations		3,381			(15,080	)		39,300			(9,659	)		17,942
Depreciation and amortization		(1,524	)		(4,073	)		(14,763	)		(46	)		(20,406	)

(in thousands)	United States		Foreign Countries		Total
July 31, 2021
Long-lived assets, net	$	19,562	$	11,267	$	30,829
Total assets		230,126		282,529		512,655
July 31, 2020
Long-lived assets, net	$	18,834	$	11,227	$	30,061
Total assets		102,176		302,574		404,750

Year ended July 31 (in thousands)	2021		2020
Operating lease cost	$	2,824	$	2,832
Short-term lease cost		620		246
TOTAL LEASE COST	$	3,444	$	3,078

Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases	$	2,779	$	2,745

July 31	2021			2020
Weighted-average remaining lease term-operating leases		3.4 years			4.2 years
Weighted-average discount rate-operating leases		2.9	%		3.12	%

(in thousands)
Year ending July 31:
2022	$	2,656
2023		2,432
2024		1,844
2025		1,423
2026		—
Thereafter		—
Total lease payments		8,355
Less imputed interest		(426	)
Total operating lease liabilities	$	7,929

July 31 (in thousands)	2021		2020
Cash and cash equivalents	$	107,147	$	84,860
Restricted cash and cash equivalents		119,769		116,362
TOTAL CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AND CASH EQUIVALENTS	$	226,916	$	201,222

(in thousands)	Dec 3, 2020
Cash paid	$	2,732
Cash acquired		(344	)
Cash paid, net of cash acquired		2,388
Contingent consideration		393
Total fair value of consideration, net of cash acquired	$	2,781

(in thousands)	Dec 3, 2020
Trade accounts receivable	$	656
Prepaid expenses		1,644
Property, plant, and equipment		75
Goodwill		2,025
Customer relationships (15-year useful life)		1,960
Tradenames (20-year useful life)		440
Deferred income tax assets		197
Other assets		30
Trade accounts payable		(1,306	)
Accrued expenses		(423	)
Other current liabilities		(329	)
Non-compete agreement
Other liabilities
Noncontrolling interests		(2,188	)
Net assets acquired excluding cash	$	2,781

(in thousands)	Dec 11, 2019
Cash paid	$	450
Contingent consideration		375
Total fair value of consideration	$	825

(in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
July 31, 2021
Certificates of deposit*	$	1,200	$	3	$	—		$	1,203
U.S. Treasury bills and notes		1,669		—		(17	)		1,652
Corporate bonds		6,327		38		(33	)		6,332
Municipal bonds		4,825		—		—			4,825
TOTAL	$	14,021	$	41	$	(50	)	$	14,012
July 31, 2020
Certificates of deposit*	$	13,844	$	58	$	—		$	13,902
U.S. Treasury bills		2,498		—		—			2,498
Municipal bonds		1,979		—		(16	)		1,963
TOTAL	$	18,321	$	58	$	(16	)	$	18,363

(in thousands)	Fair Value
Within one year	$	2,489
After one year through five years		7,463
After five years through ten years		3,771
After ten years		289
TOTAL	$	14,012

(in thousands)	Unrealized Losses		Fair Value
July 31, 2021
U.S. Treasury bills and notes	$	17	$	1,652
Corporate bonds		33		3,293
TOTAL	$	50	$	4,945
July 31, 2020
Municipal bonds	$	16	$	1,963

July 31 (dollars in thousands)	2021		2020
Zedge, Inc. Class B common stock, 42,282 shares at July 31, 2021 and 2020	$	649	$	59
Rafael Holdings, Inc. Class B common stock, 246,565 and 27,806 shares at July 31, 2021 and 2020, respectively		12,479		389
Rafael Holdings, Inc. restricted Class B common stock, 43,649 and nil shares at July 31, 2021 and 2020, respectively		2,209		—
Other marketable equity securities		3,630		—
Fixed income mutual funds		23,467		5,516
Current equity investments	$	42,434	$	5,964

Visa Inc. Series C Convertible Participating Preferred Stock (“Visa Series C Preferred”)	$	2,465	$	3,825
Series B convertible preferred stock—equity method investment		2,901		—
Hedge funds		3,563		4,783
Other		2,725		225
Noncurrent equity investments	$	11,654	$	8,833

July 31, 2021 (in thousands)
Current assets	$	1,467
Noncurrent assets	$	2,549
Current liabilities	$	(4,041	)
Noncurrent liabilities	$	(50	)

From the date of acquisition to July 31, 2021 (in thousands)
REVENUES	$	1,898
COSTS AND EXPENSES:
Direct cost of revenues		1,937
Selling, general and administrative		3,388
TOTAL COSTS AND EXPENSES		5,325
LOSS FROM OPERATIONS		(3,427	)
Other income, net		101
NET LOSS	$	(3,326	)