What changed in this filing

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Item 1. Financial Statements

2022-07-29 compared with 2022-04-29 · 136 added, 70 removed, 419 unchanged (33% of the section changed)

3 unchanged sentences

(unaudited, in thousands, except per share data)

March 31, 2022 December 31, 2021

June 30, 2022 December 31, 2021

Current assets:

47 unchanged sentences

(unaudited, in thousands except per share data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Transportation $ 6,465,642 $ 5,240,448 $ 12,993,993 $ 9,800,675

12 unchanged sentences

Net income 348,185 193,789 618,533 367,094

Other comprehensive income (loss), net of tax 6,870 ( 7,286 )

Other comprehensive loss, net of tax ( 33,596 ) ( 162 ) ( 26,726 ) ( 7,448 )

Comprehensive income $ 314,589 $ 193,627 $ 591,807 $ 359,646

23 unchanged sentences

Balance March 31, 2022 128,011 $ 12,801 $ 680,857 $ 5,134,667 $ ( 54,264 ) $ ( 3,678,559 ) $ 2,095,502

Net income 348,185 348,185

Foreign currency adjustments ( 33,596 ) ( 33,596 )

Dividends declared, $ 0.55 per share

( 71,506 ) ( 71,506 )

Stock issued for employee benefit plans 316 31 377 20,478 20,886

Stock-based compensation expense — — 27,929 — 27,929

Repurchase of common stock ( 3,211 ) ( 320 ) ( 334,665 ) ( 334,985 )

Balance June 30, 2022 125,116 $ 12,512 $ 709,163 $ 5,411,346 $ ( 87,860 ) $ ( 3,992,746 ) $ 2,052,415

Outstanding Amount Additional

12 unchanged sentences

Balance March 31, 2021 133,243 $ 13,324 $ 568,209 $ 4,476,532 $ ( 53,284 ) $ ( 3,136,594 ) $ 1,868,187

Net income 193,789 193,789

Foreign currency adjustments ( 162 ) ( 162 )

Dividends declared, $ 0.51 per share

( 69,094 ) ( 69,094 )

Stock issued for employee benefit plans 250 25 418 16,151 16,594

Stock-based compensation expense — — 29,161 — 29,161

Repurchase of common stock ( 1,358 ) ( 136 ) ( 132,169 ) ( 132,305 )

Balance June 30, 2021 132,135 $ 13,213 $ 597,788 $ 4,601,227 $ ( 53,446 ) $ ( 3,252,612 ) $ 1,906,170

See accompanying notes to the condensed consolidated financial statements.

2 unchanged sentences

(unaudited, in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

OPERATING ACTIVITIES

17 unchanged sentences

Other assets and liabilities ( 1,886 ) 1,612

Net cash used for operating activities ( 13,928 ) ( 56,692 )

Net cash provided by operating activities 251,329 92,598

INVESTING ACTIVITIES

1 unchanged sentence

Purchases and development of software ( 32,622 ) ( 16,981 )

Acquisitions, net of cash acquired — ( 14,749 )

Other investing activities 63,208 —

8 unchanged sentences

Payments on short-term borrowings ( 2,586,000 ) ( 1,390,038 )

Net cash provided by financing activities 21,770 46,763

Net cash used for financing activities ( 257,177 ) ( 118,107 )

Effect of exchange rates on cash and cash equivalents ( 6,445 ) ( 898 )

19 unchanged sentences

You should read the condensed consolidated financial statements and related notes in conjunction with the consolidated financial statements and notes in our Annual Report on Form 10-K for the year ended December 31, 2021.

PROPERTY AND EQUIPMENT

During the second quarter, we sold an office building in Kansas City, Missouri, that had been previously classified as held-for-sale assets, for a sales price of $ 55 million and recognized a gain of $ 23.5 million on the sale of the building in the three months ended June 30, 2022.

We simultaneously entered into an agreement to lease the office building for 10 years.

RECENTLY ISSUED ACCOUNTING STANDARDS

For the three months ended March 31, 2022, there were no recently issued or newly adopted accounting pronouncements that had, or are expected to have, a material impact to our consolidated financial statements.

For the three months ended June 30, 2022, there were no recently issued or newly adopted accounting pronouncements that had, or are expected to have, a material impact to our consolidated financial statements.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

5 unchanged sentences

Foreign currency translation ( 7,319 ) ( 2,907 ) ( 1,673 ) ( 11,899 )

Balance March 31, 2022 $ 1,199,656 $ 211,025 $ 77,935 $ 1,488,616

Balance, June 30, 2022 $ 1,189,014 $ 207,484 $ 76,357 $ 1,472,855

Goodwill is tested at least annually for impairment on November 30, or more frequently if events or changes in circumstances indicate that the asset might be impaired.

1 unchanged sentence

If the Step Zero Analysis indicates it is more likely than not that the fair value of our reporting units is less than their respective carrying value, an additional impairment assessment is performed (“Step One Analysis”).

As part of our Step Zero Analysis, we determined that more likely than not criteria had not been met, and therefore a Step One Analysis was not required as of March 31, 2022.

As part of our Step Zero Analysis, we determined that more likely than not criteria had not been met, and therefore a Step One Analysis was not required as of June 30, 2022.

Identifiable intangible assets consisted of the following (in thousands):

March 31, 2022 December 31, 2021

June 30, 2022 December 31, 2021

Cost Accumulated Amortization Net Cost Accumulated Amortization Net

5 unchanged sentences

Amortization expense for other intangible assets is as follows (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Amortization expense $ 5,957 $ 6,200 $ 11,991 $ 13,286

Finite-lived intangible assets, by reportable segment, as of March 31, 2022, will be amortized over their remaining lives as follows (in thousands):

Finite-lived intangible assets, by reportable segment, as of June 30, 2022, will be amortized over their remaining lives as follows (in thousands):

NAST Global Forwarding All Other and Corporate Total

12 unchanged sentences

A financial asset or liability’s classification within the hierarchy is determined based on the lowest level of input that is significant to the fair value measurement.

We had no Level 3 assets or liabilities as of and during the periods ended March 31, 2022 and December 31, 2021.

We had no Level 3 assets or liabilities as of and during the periods ended June 30, 2022 and December 31, 2021.

There were no transfers between levels during the period.

2 unchanged sentences

Average interest rate as of Carrying value as of

March 31, 2022 December 31, 2021 Maturity March 31, 2022 December 31, 2021

June 30, 2022 December 31, 2021 Maturity June 30, 2022 December 31, 2021

Revolving credit facility 2.82 % 1.23 % October 2023 $ 174,000 $ 525,000

364-day revolving credit facility 2.03 % — May 2023 500,000 —

Senior Notes, Series A 3.97 % 3.97 % August 2023 175,000 175,000

17 unchanged sentences

The Credit Agreement also contains customary events of default.

If an event of default under the Credit Agreement occurs and is continuing, then the administrative agent may declare any outstanding obligations under the Credit Agreement to be immediately due and payable.

In addition, if we become the subject of voluntary or involuntary proceedings under any bankruptcy, insolvency, or similar law, then any outstanding obligations under the Credit Agreement will automatically become immediately due and payable.

On November 19, 2021, we amended the Credit Agreement to among other things, facilitate the terms of the Receivables Securitization Facility and include provisions for benchmark replacements to LIBOR.

364-DAY UNSECURED REVOLVING CREDIT FACILITY

On May 6, 2022, we entered into an unsecured revolving credit facility (the “364-day Credit Agreement”) with a total availability of $ 500 million and a maturity date of May 5, 2023.

Borrowings under the 364-day Credit Agreement generally bear interest at an alternate base rate plus a margin or a term SOFR-based rate plus a margin of 0.625 percent to 1.25 percent.

The alternate base rate is determined by a pricing schedule (which is the highest of (a) 0 percent , (b) U.S.

Bank’s prime rate, (c) the federal funds effective rate plus 0.50 percent, or (d) a term SOFR-based rate plus 1.00 percent).

In addition, there is a commitment fee on the aggregate unused commitments under the 364-day Credit Agreement ranging from 0.05 percent to 0.175 percent per annum.

The recorded amount of borrowings outstanding, if any, approximates fair value because of the short maturity period of the debt.

The 364-day Credit Agreement contains various restrictions and covenants that require us to maintain certain financial ratios, including an initial maximum leverage ratio of 3.00 to 1.00.

The 364-day Credit Agreement also contains customary events of default.

NOTE PURCHASE AGREEMENT

2 unchanged sentences

Interest on the Notes is payable semi-annually in arrears.

The fair value of the Notes approximated $ 503.5 million on March 31, 2022.

The fair value of the Notes approximated $ 477.9 million on June 30, 2022.

We estimate the fair value of the Notes primarily using an expected present value technique, which is based on observable market inputs using interest rates currently available to companies of similar credit standing for similar terms and remaining maturities, and considering our own risk.

6 unchanged sentences

Robinson Company, a Delaware corporation and a wholly-owned subsidiary of the company, and by C.H.

Company, Inc., a Minnesota corporation and an indirect wholly-owned subsidiary of the company.

Robinson Company, Inc., a Minnesota corporation and an indirect wholly-owned subsidiary of the company.

On November 19, 2021, we amended the Note Purchase Agreement to among other things, facilitate the terms of the Receivables Securitization Facility.

4 unchanged sentences

The Receivables Securitization Facility is based on the securitization of our U.S.

trade accounts receivable with a total availability of $ 500 million as of March 31, 2022.

trade accounts receivable with a total availability of $ 500 million as of June 30, 2022.

The interest rate on borrowings under the Receivables Securitization Facility is based on Bloomberg Short Term Bank Yield Index (“BSBY”) plus a margin.

There is also a commitment fee we are required to pay on any unused portion of the facility.

The Receivables Securitization Facility expires on November 17, 2023, unless extended by the parties and is recorded as a noncurrent liability as of March 31, 2022.

The Receivables Securitization Facility expires on November 17, 2023, unless extended by the parties and is recorded as a noncurrent liability as of June 30, 2022.

The recorded amount of borrowings outstanding on the Receivables Securitization Facility approximates fair value because it can be redeemed on short notice and the interest rate floats.

3 unchanged sentences

On February 1, 2022, we amended the Receivables Securitization Facility primarily to increase the total availability from $ 300 million to $ 500 million pursuant to the provisions of the existing agreement.

On July 7, 2022, we amended the Receivables Securitization Facility to effectively increase the receivables pool available with respect to the Receivables Securitization Facility.

On April 9, 2018, we issued senior unsecured notes (“Senior Notes”) through a public offering.

1 unchanged sentence

Taking into effect the amortization of the original issue discount and all underwriting and issuance expenses, the Senior Notes have an effective yield to maturity of approximately 4.39 percent per annum.

The fair value of the Senior Notes, excluding debt discounts and issuance costs, approximated $ 618.8 million as of March 31, 2022, based primarily on the market prices quoted from external sources.

The carrying value of the Senior Notes was $ 594.4 million as of March 31, 2022.

The fair value of the Senior Notes, excluding debt discounts and issuance costs, approximated $ 577.0 million as of June 30, 2022, based primarily on the market prices quoted from external sources.

The carrying value of the Senior Notes was $ 594.6 million as of June 30, 2022.

We may redeem the Senior Notes, in whole or in part, at any time and from time to time prior to their maturity at the applicable redemption prices described in the Senior Notes.

6 unchanged sentences

The indenture does not contain any financial ratios or specified levels of net worth or liquidity to which we must adhere.

In addition to the above financing agreements, we have a $ 15 million discretionary line of credit with US Bank of which $ 7.9 million is currently utilized for standby letters of credit related to insurance collateral as of March 31, 2022.

These standby letters of credit are renewed annually and were undrawn as of March 31, 2022.

A reconciliation of the provision for income taxes using the statutory federal income tax rate to our effective income tax rate for the three months ended March 31, 2022 and 2021, is as follows:

Three Months Ended March 31,

In addition to the above financing agreements, we have a $ 15 million discretionary line of credit with U.S.

Bank of which $ 7.9 million is currently utilized for standby letters of credit related to insurance collateral as of June 30, 2022.

These standby letters of credit are renewed annually and were undrawn as of June 30, 2022.

A reconciliation of the provision for income taxes using the statutory federal income tax rate to our effective income tax rate for the three and six months ended June 30, 2022 and 2021, is as follows:

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Federal statutory rate 21.0 % 21.0 % 21.0 % 21.0 %

1 unchanged sentence

Share based payment awards ( 0.6 ) ( 0.1 ) ( 0.9 ) ( 1.5 )

tax credits and incentives ( 1.9 ) ( 1.1 )

Foreign tax credits ( 1.4 ) ( 1.2 ) ( 1.1 ) ( 0.5 )

tax credits and incentives ( 0.3 ) ( 0.8 ) ( 1.0 ) ( 0.9 )

Foreign ( 0.5 ) 2.0 ( 0.5 ) 0.2

2 unchanged sentences

We have asserted that the unremitted earnings of a limited number of our foreign subsidiaries are permanently reinvested to support expansion of our international business.

If we repatriated all foreign earnings that are considered to be permanently reinvested, the estimated effect on income taxes payable would be an increase of approximately $ 2.0 million as of March 31, 2022.

On March 27, 2020, the U.S.

2 unchanged sentences

We have recognized a payroll deferral of $ 14.7 million under the CARES Act due on December 31, 2022.

As of March 31, 2022, we have $ 43.3 million of unrecognized tax benefits and related interest and penalties.

As of June 30, 2022, we have $ 41.0 million of unrecognized tax benefits and related interest and penalties.

It is possible the amount of unrecognized tax benefit could change in the next 12 months as a result of a lapse of the statute of limitations and settlements with taxing authorities.

7 unchanged sentences

A summary of our total compensation expense recognized in our condensed consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Stock options $ 3,263 $ 4,027 $ 6,482 $ 7,994

2 unchanged sentences

Total stock-based compensation expense $ 27,929 $ 29,161 $ 52,535 $ 53,150

On May 9, 2019, our shareholders approved an amendment and restatement of our 2013 Equity Incentive Plan (the “Plan”) to increase the number of shares authorized for award by 4,000,000 shares.

The Plan allows us to grant certain stock awards, including stock options at fair market value and performance shares and restricted stock units, to our key employees and outside directors.

A maximum of 17,041,803 shares can be granted under this plan following the amendment and restatement.

Approximately 415,630 shares were available for stock awards under the plan as of March 31, 2022.

Shares subject to awards that expire or are canceled without delivery of shares or that are settled in cash generally become available again for issuance under the plan.

On May 5, 2022, our shareholders approved a 2022 Equity Incentive Plan (the “Plan”) and authorized an initial 4,261,884 shares for issuance of awards thereunder.

Upon approval of the Plan, no new awards may be made under our 2013 Equity Incentive Plan.

The Plan allows us to grant certain stock awards, including stock options at fair market value, performance-based restricted stock units and shares, and time-based restricted stock units, to our key employees and non-employee directors.

Approximately 4,424,631 shares were available for stock awards under the Plan as of June 30, 2022.

Shares subject to awards under the Plan or certain of our prior plans that expire or are canceled without delivery of shares or that are settled in cash generally become available again for issuance under the Plan.

Stock Options - We have awarded stock options to certain key employees through 2020.

2 unchanged sentences

These grants are being expensed based on the terms of the awards.

As of March 31, 2022, unrecognized compensation expense related to stock options was $ 23.3 million.

As of June 30, 2022, unrecognized compensation expense related to stock options was $ 20.0 million.

The amount of future expense to be recognized will be based on the passage of time and the employees' continued employment.

2 unchanged sentences

The fair value of these awards is established based on the market price on the date of grant, discounted for any post-vesting holding restrictions.

The discounts on outstanding grants with post-vesting holding restrictions varies from 12 percent to 24 percent and are calculated using the Black-Scholes option pricing model-protective put method.

The duration of the restriction period to sell or transfer vested awards, changes in the measured stock price volatility and changes in interest rates are the primary reasons for changes in the discount.

The discounts on outstanding grants with post-vesting holding restrictions vary from 12 percent to 24 percent and are calculated using the Black-Scholes option pricing model-protective put method.

These grants are being expensed based on the terms of the awards.

4 unchanged sentences

These PSUs vest over a three-year period based on the company's cumulative three-year earnings per share growth and annual adjusted gross profit growth.

These PSUs contain an upside opportunity of 200 percent contingent upon obtaining certain earnings per share and adjusted gross profit targets.

These PSUs contain an upside opportunity of up to 200 percent of target contingent upon obtaining certain earnings per share and adjusted gross profit growth targets.

Time-based Awards

5 unchanged sentences

We granted 330,072 PSUs and 634,118 time-based restricted stock units on February 9, 2022.

The performance-based and time-based awards had a weighted average grant date fair value of $ 76.74 and $ 74.67 , respectively.

The PSUs and time-based restricted stock unit awards had a weighted average grant date fair value of $ 76.74 and $ 74.67 , respectively.

Time-based awards are eligible to vest over a three-year period with a first vesting date of December 31, 2022.

3 unchanged sentences

These grants have been expensed during the year they were earned.

As of March 31, 2022, there was unrecognized compensation expense of $ 168.0 million related to previously granted stock awards assuming maximum achievement is obtained on our performance-based awards.

As of June 30, 2022, there was unrecognized compensation expense of $ 144.3 million related to previously granted stock awards assuming maximum achievement is obtained on our performance-based awards.

The amount of future expense to be recognized will be based on the passage of time, the company’s earnings and adjusted gross profit growth, and certain other conditions.

Employee Stock Purchase Plan - Our 1997 Employee Stock Purchase Plan (“ESPP”) allows our employees to contribute up to $ 10,000 of their annual cash compensation to purchase company stock.

Purchase price is determined using the closing price on the last day of each quarter discounted by 15 percent.

The purchase price is determined using the closing price on the last day of each quarter discounted by 15 percent.

Shares vest immediately.

The following is a summary of the employee stock purchase plan activity (dollars in thousands):

Three Months Ended March 31, 2022

Three Months Ended June 30, 2022

Shares purchased

31 unchanged sentences

The internal reporting of segments is defined, based in part, on the reporting and review process used by our chief operating decision maker (“CODM”), our Chief Executive Officer.

The accounting policies of our reportable segments are the same as those described in the summary of significant accounting policies.

The accounting policies of our reportable segments are the same as those described in the summary of significant accounting policies located in Note 1 of the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2021.

We do not report our intersegment revenues by reportable segment to our CODM and do not believe they are a meaningful metric for evaluating the performance of our reportable segments.

Reportable segment information as of, and for the three months ended March 31, 2022 and 2021, is as follows (dollars in thousands):

Reportable segment information as of, and for the three and six months ended June 30, 2022 and 2021, is as follows (dollars in thousands):

NAST Global Forwarding All Other and Corporate Consolidated

Three Months Ended March 31, 2022

Three Months Ended June 30, 2022

Total revenues $ 4,147,046 $ 2,093,190 $ 558,239 $ 6,798,475

Income (loss) from operations 182,354 167,638 ( 4,518 ) 345,474

Income from operations 276,499 167,557 25,609 469,665

Depreciation and amortization 6,123 5,471 11,668 23,262

3 unchanged sentences

NAST Global Forwarding All Other and Corporate Consolidated

Three Months Ended March 31, 2021

Three Months Ended June 30, 2021

Total revenues $ 3,585,481 $ 1,450,794 $ 496,451 $ 5,532,726

Income from operations 151,092 108,212 1,300 260,604

Depreciation and amortization 6,534 6,276 10,127 22,937

Total assets (1)

3,278,540 1,852,473 775,551 5,906,564

Average headcount 6,580 4,909 3,916 15,405

NAST Global Forwarding All Other and Corporate Consolidated

Six Months Ended June 30, 2022

Total revenues $ 8,261,935 $ 4,287,587 $ 1,064,906 $ 13,614,428

Income from operations 458,853 335,195 21,091 815,139

Depreciation and amortization 12,362 11,026 22,360 45,748

Total assets (1)

3,688,215 2,851,114 918,110 7,457,439

Average headcount 7,442 5,690 4,422 17,554

NAST Global Forwarding All Other and Corporate Consolidated

Six Months Ended June 30, 2021

Total revenues $ 6,796,904 $ 2,606,833 $ 932,858 $ 10,336,595

Income (loss) from operations 287,876 198,801 ( 2,744 ) 483,933

6 unchanged sentences

REVENUE FROM CONTRACTS WITH CUSTOMERS

A summary of our total revenues disaggregated by major service line and timing of revenue recognition is presented below for each of our reportable segments for the three months ended March 31, 2022 and 2021 (in thousands):

Three Months Ended March 31, 2022

A summary of our total revenues disaggregated by major service line and timing of revenue recognition is presented below for each of our reportable segments for the three and six months ended June 30, 2022 and 2021 (in thousands):

Three Months Ended June 30, 2022

NAST Global Forwarding All Other and Corporate Total

4 unchanged sentences

Total $ 4,147,046 $ 2,093,190 $ 558,239 $ 6,798,475

Three Months Ended March 31, 2021

Three Months Ended June 30, 2021

NAST Global Forwarding All Other and Corporate Total

4 unchanged sentences

Total $ 3,585,481 $ 1,450,794 $ 496,451 $ 5,532,726

Six Months Ended June 30, 2022

NAST Global Forwarding All Other and Corporate Total

Major Service Lines

Transportation and logistics services (1)

$ 8,261,935 $ 4,287,587 $ 444,471 $ 12,993,993

— — 620,435 620,435

Total $ 8,261,935 $ 4,287,587 $ 1,064,906 $ 13,614,428

Six Months Ended June 30, 2021

NAST Global Forwarding All Other and Corporate Total

Major Service Lines

Transportation and logistics services (1)

$ 6,796,904 $ 2,606,833 $ 396,938 $ 9,800,675

— — 535,920 535,920

Total $ 6,796,904 $ 2,606,833 $ 932,858 $ 10,336,595

____________________________________________

(1) Transportation and logistics services performance obligations are completed over time.

(2) Sourcing performance obligations are completed at a point in time.

We typically do not receive consideration and amounts are not due from our customer prior to the completion of our performance obligation and as such contract liabilities, as of March 31, 2022, and revenue recognized in the three months ended March 31, 2022 and 2021 resulting from contract liabilities, were not significant.

Contract assets and accrued expenses-transportation expense fluctuate from period to period primarily based upon shipments in-transit at period end.

We typically do not receive consideration and amounts are not due from our customer prior to the completion of our performance obligation and as such contract liabilities, as of June 30, 2022, and revenue recognized in the three and six months ended June 30, 2022 and 2021 resulting from contract liabilities, were not significant.

Contract assets and accrued expenses-transportation expense fluctuate from period to period primarily based upon shipments in-transit at period end and the timing of customer invoicing.

We determine if our contractual agreements contain a lease at inception.

A lease is identified when a contract allows us the right to control an identified asset for a period of time in exchange for consideration.

Our lease agreements consist primarily of operating leases for office space, warehouses, office equipment, and a small number of intermodal containers.

Our lease agreements consist primarily of operating leases for office space, warehouses, office equipment, trailers, and a small number of intermodal containers.

We do not have material financing leases.

4 unchanged sentences

A right-of-use lease asset represents our right to use an underlying asset over the term of a lease, while a lease liability represents our obligation to make lease payments arising from the lease.

Current and noncurrent lease liabilities are recognized on commencement date at the present value of lease payments, including non-lease components, which consist primarily of common area maintenance and parking charges.

Current and noncurrent lease liabilities are recognized on the commencement date at the present value of lease payments, including non-lease components, which consist primarily of common area maintenance and parking charges.

Right-of-use lease assets are also recognized on the commencement date as the total lease liability plus prepaid rents.

5 unchanged sentences

We have lease agreements with lease components (e.g., payments for rent) and non-lease components (e.g., payments for common area maintenance and parking), which are all accounted for as a single lease component.

We do not have material lease agreements that have not yet commenced that are expected to create significant rights or obligations as of March 31, 2022.

Information regarding lease expense, remaining lease term, discount rate, and other select lease information is presented below as of March 31, 2022, and for the three months ended March 31, 2022 (dollars in thousands):

Three Months Ended March 31,

We do not have material lease agreements that have not yet commenced that are expected to create significant rights or obligations as of June 30, 2022.

Information regarding lease expense, remaining lease term, discount rate, and other select lease information is presented below as of June 30, 2022, and for the three and six months ended June 30, 2022 and 2021, is as follows (dollars in thousands):

Three Months Ended June 30, Six Months Ended June 30,

Lease Costs 2022 2021 2022 2021

2 unchanged sentences

Total lease expense $ 24,219 $ 22,921 $ 48,324 $ 46,084

Three Months Ended March 31,

Six Months Ended June 30,

Other Lease Information 2022 2021

1 unchanged sentence

Right-of-use lease assets obtained in exchange for new lease liabilities 87,554 18,299

Lease Term and Discount Rate As of March 31, 2022

Lease Term and Discount Rate As of June 30, 2022

Weighted average remaining lease term (in years) (1)

1 unchanged sentence

____________________________________________

(1) The weighted average remaining lease term is significantly impacted by a 15 -year lease related to office space in Chicago, IL, that commenced in 2018.

(1) The weighted average remaining lease term is significantly impacted by a 15 -year lease related to office space in Chicago, IL, which commenced in 2018.

Excluding this lease, the weighted average remaining lease term of our agreements is 5.1 years.

The maturities of lease liabilities as of March 31, 2022, were as follows (in thousands):

The maturities of lease liabilities as of June 30, 2022, were as follows (in thousands):

Maturity of Lease Liabilities Operating Leases

8 unchanged sentences

The allowance for credit losses on contract assets was not significant.

A rollforward of our allowance for credit losses on our accounts receivable balance is presented below for the three months ended March 31, 2022:

A rollforward of our allowance for credit losses on our accounts receivable balance is presented below for the six months ended June 30, 2022 (in thousands):

Balance, December 31, 2021 $ 41,542

1 unchanged sentence

Write-offs ( 1,613 )

Balance, March 31, 2022 $ 42,465

Recoveries of amounts previously written off were not significant for the three months ended March 31, 2022.

Balance, June 30, 2022 $ 37,518

Recoveries of amounts previously written off were not significant for the three and six months ended June 30, 2022.

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS

Accumulated other comprehensive loss is included in Stockholders' investment on our condensed consolidated balance sheets.

The recorded balance on March 31, 2022 and December 31, 2021, was $ 54.3 million and $ 61.1 million, respectively.

The recorded balance on March 31, 2022 and December 31, 2021 is comprised solely of foreign currency adjustments, including foreign currency translation.

Other comprehensive income was $ 6.9 million compared to other comprehensive loss of $ 7.3 million for the three months ended March 31, 2022 and 2021, respectively.

Other comprehensive income and loss consisted of foreign currency adjustments, including foreign currency translation, for the three months ended March 31, 2022 and 2021.

Both periods were driven primarily by fluctuations in the Australian Dollar and the Singapore Dollar.

The recorded balance on June 30, 2022 and December 31, 2021, was $ 87.9 million and $ 61.1 million, respectively.

The recorded balance on June 30, 2022 and December 31, 2021 is comprised solely of foreign currency adjustments, including foreign currency translation.

Other comprehensive loss was $ 33.6 million compared to other comprehensive loss of $ 0.2 million for the three months ended June 30, 2022 and 2021, respectively.

Both periods were driven primarily by fluctuations in the Singapore Dollar, the Australian Dollar, and the Yuan.

Other comprehensive loss was $ 26.7 million compared to other comprehensive loss of $ 7.4 million for the six months ended June 30, 2022 and 2021, respectively.

Other comprehensive income and loss consisted of foreign currency adjustments, including foreign currency translation, for the three and six months ended June 30, 2022 and 2021.

Both periods were driven primarily by fluctuations in the Singapore Dollar, Yuan, and the Australian Dollar.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements