PITNEY BOWES INC DE
For the period ended Dec 31, 2024. Filed Feb 21, 2025.
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FY2024 · Filed Feb 21, 2025
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Item 8. Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of Pitney Bowes Inc.
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of Pitney Bowes Inc. and its subsidiaries (the “Company”) as of December 31, 2024 and 2023, and the related consolidated statements of operations, comprehensive loss, stockholders’ deficit and cash flows for each of the three years in the period ended December 31, 2024, including the related notes and financial statement schedule listed in the index appearing under Item 15(a)(1) (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Disposal of the majority of the Global Ecommerce reporting segment - Hilco Transaction
As described in Notes 1 and 4 to the consolidated financial statements, on August 8, 2024, the Company entered into a series of transactions designed to facilitate an orderly wind-down of a majority of the Company’s Global Ecommerce reporting segment. In connection with the wind-down, an affiliate of Hilco Commercial Industrial, LLC (“Hilco”) subscribed for 81% of the voting interests in the subsidiary, DRF Logistics, LLC owning a majority of the Global Ecommerce segment’s net assets and operations (DRF Logistics, LLC and its subsidiary, DRF LLC, the “Ecommerce Debtors”) for de minimis consideration (the “GEC Sale”), with a subsidiary of Pitney Bowes retaining 19% of the voting interests and 100% of the economic interests. Subsequent to the GEC Sale, the Ecommerce Debtors, at the direction of their own governing bodies, filed petitions to commence Chapter 11 bankruptcy cases and conduct an orderly wind-down of the Ecommerce Debtors (the “GEC Chapter 11 Cases”). As a result of the GEC Chapter 11 Cases, the Company determined that it no longer had control of the Ecommerce Debtors' and therefore, the Ecommerce Debtors’ were deconsolidated. As a result, certain revenues, expenses, assets and liabilities are now reported as discontinued operations in the Company’s consolidated financial statements. The Company recorded a $214M loss on sale, and reported a loss from discontinued operations, net of tax of $306M for the period ended December 31, 2024.
The principal consideration for our determination that performing procedures relating to the disposal of the majority of the Global Ecommerce reporting segment (Hilco Transaction) is a critical audit matter is a high degree of auditor effort in performing procedures and evaluating audit evidence related to the disposal transaction.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the disposal transaction, including the accounting for discontinued operations and the related loss on disposal of the majority of the Global Ecommerce reporting segment. These procedures also included, among others, (i) reading certain contracts and agreements relevant to the disposal transaction; (ii) evaluating the accounting impact of the deconsolidation and subsequent bankruptcy proceedings; (iii) testing the loss recorded upon disposal; (iv) reviewing supporting documents to evaluate the completeness and accuracy of discontinued operations based on the deal perimeter of the transaction; and (v) testing the appropriateness of the discontinued operations presentation.
/s/PricewaterhouseCoopers LLP
Stamford, Connecticut
February 21, 2025
We have served as the Company’s auditor since 1934.
(In thousands, except per share amounts)
| Years Ended December 31, | |||
|---|---|---|---|
| 2024 | 2023 | 2022 | |
| Revenue: | |||
| Business services | $886,041 | $857,646 | $1,194,782 |
| Support services | 374,571 | 410,734 | 438,191 |
| Financing | 269,893 | 271,197 | 274,508 |
| Equipment sales | 287,600 | 323,739 | 354,960 |
| Supplies | 143,245 | 147,709 | 154,186 |
| Rentals | 65,248 | 67,900 | 66,256 |
| Total revenue | 2,026,598 | 2,078,925 | 2,482,883 |
| Costs and expenses: | |||
| Cost of business services | 515,533 | 560,640 | 858,127 |
| Cost of support services | 123,506 | 137,676 | 148,829 |
| Financing interest expense | 63,600 | 63,281 | 51,789 |
| Cost of equipment sales | 203,613 | 223,757 | 253,843 |
| Cost of supplies | 40,585 | 43,347 | 43,778 |
| Cost of rentals | 17,461 | 19,614 | 25,105 |
| Selling, general and administrative | 717,894 | 781,609 | 785,545 |
| Research and development | 31,957 | 29,486 | 35,464 |
| Restructuring charges | 76,915 | 52,412 | 17,208 |
| Goodwill impairment | — | 123,574 | — |
| Interest expense, net | 110,094 | 98,769 | 87,306 |
| Other components of net pension and postretirement cost | 89,044 | (8,256) | 4,308 |
| Other expense (income) | 88,723 | (3,064) | (17,071) |
| Total costs and expenses | 2,078,925 | 2,122,845 | 2,294,231 |
| (Loss) income from continuing operations before income taxes | (52,327) | (43,920) | 188,652 |
| (Benefit) provision for income taxes | (154,829) | 17,347 | 42,956 |
| Income (loss) from continuing operations | 102,502 | (61,267) | 145,696 |
| Loss from discontinued operations, net of tax | (306,099) | (324,360) | (108,756) |
| Net (loss) income | $(203,597) | $(385,627) | $36,940 |
| Basic earnings (loss) per share attributable to common stockholders (1): | |||
| Continuing operations | $0.57 | $(0.35) | $0.84 |
| Discontinued operations | (1.71) | (1.85) | (0.63) |
| Net (loss) income | $(1.13) | $(2.20) | $0.21 |
| Diluted earnings (loss) per share attributable to common stockholders (1): | |||
| Continuing operations | $0.56 | $(0.35) | $0.82 |
| Discontinued operations | (1.68) | (1.85) | (0.61) |
| Net (loss) income | $(1.12) | $(2.20) | $0.21 |
(1)The sum of the earnings per share amounts may not equal the totals due to rounding.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
| Years Ended December 31, | |||
|---|---|---|---|
| 2024 | 2023 | 2022 | |
| Net (loss) income | $(203,597) | $(385,627) | $36,940 |
| Other comprehensive income (loss), net of tax: | |||
| Foreign currency translations, net of tax of $(560), $(741) and $(3,942), respectively | (37,464) | 25,279 | (71,344) |
| Net (loss) gain on cash flow hedges, net of tax of $(2,321), $(1,847) and $2,900, respectively | (6,962) | (5,541) | 8,700 |
| Net unrealized gain (loss) on available for sale securities, net of tax of $1,207, $1,878 and $(10,424), respectively | 3,866 | 5,977 | (33,191) |
| Adjustments to pension and postretirement plans, net of tax of $(11,683), $(18,875) and $4,312, respectively | (35,525) | (55,128) | 9,297 |
| Amortization of pension and postretirement costs, net of tax of $29,019, $4,461 and $9,315, respectively | 88,159 | 13,732 | 31,286 |
| Other comprehensive income (loss), net of tax | 12,074 | (15,681) | (55,252) |
| Comprehensive loss | $(191,523) | $(401,308) | $(18,312) |
(In thousands, except per share amount)
| December 31, 2024 | December 31, 2023 | |
|---|---|---|
| ASSETS | ||
| Current assets: | ||
| Cash and cash equivalents | $469,726 | $600,054 |
| Short-term investments (includes $3,926 and $2,382, respectively, reported at fair value) | 16,374 | 22,166 |
| Accounts and other receivables (net of allowance of $7,723 and $5,292 respectively) | 159,951 | 200,242 |
| Short-term finance receivables (net of allowance of $13,302 and $14,347, respectively) | 535,608 | 563,536 |
| Inventories | 59,836 | 63,048 |
| Current income taxes | 10,429 | 564 |
| Other current assets and prepayments (net of allowance of $19,373 as of December 31, 2024) | 66,030 | 76,039 |
| Assets of discontinued operations | — | 532,441 |
| Total current assets | 1,317,954 | 2,058,090 |
| Property, plant and equipment, net | 218,657 | 254,078 |
| Rental property and equipment, net | 24,587 | 23,583 |
| Long-term finance receivables (net of allowance of $8,374 and $8,880, respectively) | 610,316 | 653,085 |
| Goodwill | 721,003 | 734,409 |
| Intangible assets, net | 15,780 | 20,400 |
| Operating lease assets | 113,357 | 126,492 |
| Noncurrent income taxes | 99,773 | 60,995 |
| Other assets (includes $173,525 and $227,131, respectively, reported at fair value) | 276,089 | 341,053 |
| Total assets | $3,397,516 | $4,272,185 |
| LIABILITIES AND STOCKHOLDERS’ DEFICIT | ||
| Current liabilities: | ||
| Accounts payable and accrued liabilities | $873,626 | $829,419 |
| Customer deposits at Pitney Bowes Bank | 645,860 | 640,323 |
| Current operating lease liabilities | 26,912 | 29,882 |
| Current portion of long-term debt | 53,250 | 58,931 |
| Advance billings | 70,131 | 76,258 |
| Current income taxes | 2,948 | 6,523 |
| Liabilities of discontinued operations | — | 257,106 |
| Total current liabilities | 1,672,727 | 1,898,442 |
| Long-term debt | 1,866,458 | 2,087,101 |
| Deferred taxes on income | 49,187 | 211,477 |
| Tax uncertainties and other income tax liabilities | 13,770 | 19,091 |
| Noncurrent operating lease liabilities | 100,804 | 126,568 |
| Noncurrent customer deposits at Pitney Bowes Bank | 57,977 | 73,972 |
| Other noncurrent liabilities | 215,026 | 224,110 |
| Total liabilities | 3,975,949 | 4,640,761 |
| Commitments and contingencies (See Note 16) | ||
| Stockholders' deficit: | ||
| Common stock, $1 par value (480,000 shares authorized; 270,338 shares issued) | 270,338 | 270,338 |
| Retained earnings | 2,671,868 | 3,077,988 |
| Accumulated other comprehensive loss | (839,171) | (851,245) |
| Treasury stock, at cost (87,932 and 93,972 shares, respectively) | (2,681,468) | (2,865,657) |
| Total stockholders’ deficit | (578,433) | (368,576) |
| Total liabilities and stockholders’ deficit | $3,397,516 | $4,272,185 |
| Years Ended December 31, | |||
|---|---|---|---|
| 2024 | 2023 | 2022 | |
| Cash flows from operating activities: | |||
| Net (loss) income | $(203,597) | $(385,627) | $36,940 |
| Loss from discontinued operations, net of tax | 306,099 | 324,360 | 108,756 |
| Adjustments to reconcile net income or loss to net cash from operating activities: | |||
| Depreciation and amortization | 114,485 | 112,724 | 111,166 |
| Allowance for credit losses | 13,182 | 14,219 | 7,019 |
| Allowance for DIP Facility | 19,373 | — | — |
| Stock-based compensation | 16,524 | 8,857 | 16,311 |
| Amortization of debt fees | 12,907 | 10,698 | 8,674 |
| Loss (gain) on debt redemption/refinancing | 10,892 | (3,064) | 4,993 |
| Restructuring charges | 76,915 | 52,412 | 17,208 |
| Restructuring payments | (86,024) | (34,443) | (15,406) |
| Pension contributions and retiree medical payments | (24,907) | (33,815) | (26,769) |
| Pension settlement charges | 91,339 | — | — |
| Loss on disposal of fixed assets | 13,192 | 13,572 | 9,170 |
| Gain on sale of businesses, including transaction costs | — | — | (12,205) |
| Gain on sale of assets | — | — | (14,372) |
| (Gain) loss on revaluation of intercompany loans | (10,241) | 5,760 | — |
| Impairment charges | 10,000 | 123,574 | — |
| Deferred taxes | (173,710) | (35,786) | 5,949 |
| Other, net | (12,954) | (6,841) | 41,681 |
| Changes in operating assets and liabilities, net of acquisitions/divestitures: | |||
| Accounts and other receivables | 31,983 | 25,431 | (14,422) |
| Finance receivables | 60,342 | (2,646) | (12,591) |
| Inventories | 2,260 | 18,209 | (3,390) |
| Other current assets and prepayments | 996 | 20,815 | 13,615 |
| Accounts payable and accrued liabilities | 47,348 | (16,386) | 49,396 |
| Current and noncurrent income taxes | (35,070) | 30,101 | 23,291 |
| Advance billings | (4,882) | (7,528) | (14,262) |
| Net cash from operating activities: continuing operations | 276,452 | 234,596 | 340,752 |
| Net cash from operating activities: discontinued operations | (47,282) | (154,505) | (165,713) |
| Net cash from operating activities | 229,170 | 80,091 | 175,039 |
| Cash flows from investing activities: | |||
| Capital expenditures | (72,403) | (78,109) | (82,629) |
| Purchases of investment securities | (30,099) | (18,887) | (8,863) |
| Proceeds from sales/maturities of investment securities | 76,563 | 25,390 | 28,724 |
| Net investment in loan receivables | (9,467) | (29,754) | (53,114) |
| DIP Facility net disbursement | (17,234) | — | — |
| Proceeds from sale of business, net of cash sold | — | — | 111,593 |
| Proceeds from asset sales | — | — | 50,766 |
| Acquisitions, net of cash acquired | — | — | (5,139) |
| Settlement of derivative contracts | — | 427 | (27,660) |
| Other investing activities, net | 10,969 | 1,606 | 4,264 |
| Net cash from investing activities: continuing operations | (41,671) | (99,327) | 17,942 |
| Net cash from investing activities: discontinued operations | (7,385) | (24,769) | (42,211) |
| Net cash from investing activities | (49,056) | (124,096) | (24,269) |
| Cash flows from financing activities: | |||
| Proceeds from the issuance of debt, net of discount | — | 266,750 | — |
| Principal payments of debt | (233,930) | (322,886) | (124,101) |
| Premiums and fees to refinance debt | (13,688) | (10,531) | (8,535) |
| Dividends paid to stockholders | (35,956) | (35,215) | (34,718) |
| Customer deposits at the Bank | (10,458) | 86,223 | (3,990) |
| Common stock repurchases | — | — | (13,446) |
| Other financing activities, net | (4,568) | (6,340) | (3,674) |
| Net cash from financing activities: continuing operations | (298,600) | (21,999) | (188,464) |
| Net cash from financing activities: discontinued operations | (6,855) | (8,003) | (9,619) |
| Net cash from financing activities | (305,455) | (30,002) | (198,083) |
| Effect of exchange rate changes on cash and cash equivalents | (4,987) | 5,731 | (16,091) |
| Change in cash and cash equivalents | (130,328) | (68,276) | (63,404) |
| Cash and cash equivalents at beginning of period | 600,054 | 668,330 | 731,734 |
| Cash and cash equivalents at end of period | $469,726 | $600,054 | $668,330 |
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT
| Common Stock | Additional Paid-in Capital | Retained earnings | Accumulated other comprehensive loss | Treasury stock | Total deficit | |
|---|---|---|---|---|---|---|
| Balance at December 31, 2021 | $323,338 | $2,485 | $5,169,270 | $(780,312) | $(4,602,149) | $112,632 |
| Net income | — | — | 36,940 | — | — | 36,940 |
| Other comprehensive loss | — | — | — | (55,252) | — | (55,252) |
| Dividends ($0.20 per share) | — | — | (34,718) | — | — | (34,718) |
| Issuance of common stock | — | (2,485) | (62,444) | — | 62,797 | (2,132) |
| Stock-based compensation | — | — | 16,629 | — | — | 16,629 |
| Repurchase of common stock | — | — | — | — | (13,446) | (13,446) |
| Balance at December 31, 2022 | 323,338 | — | 5,125,677 | (835,564) | (4,552,798) | 60,653 |
| Net loss | — | — | (385,627) | — | — | (385,627) |
| Other comprehensive loss | — | — | — | (15,681) | — | (15,681) |
| Dividends ($0.20 per share) | — | — | (35,215) | — | — | (35,215) |
| Issuance of common stock | — | — | (73,474) | — | 71,171 | (2,303) |
| Stock-based compensation | — | — | 9,597 | — | — | 9,597 |
| Retirement of treasury stock | (53,000) | — | (1,562,970) | — | 1,615,970 | — |
| Balance at December 31, 2023 | 270,338 | — | 3,077,988 | (851,245) | (2,865,657) | (368,576) |
| Net loss | — | — | (203,597) | — | — | (203,597) |
| Other comprehensive income | — | — | — | 12,074 | — | 12,074 |
| Dividends ($0.20 per share) | — | — | (35,956) | — | — | (35,956) |
| Issuance of common stock | — | — | (183,644) | — | 184,189 | 545 |
| Stock-based compensation | — | — | 17,077 | — | — | 17,077 |
| Balance at December 31, 2024 | $270,338 | $— | $2,671,868 | $(839,171) | $(2,681,468) | $(578,433) |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.