| _id | d1a715322 |
| title |  |
| text | 2. Net Income (Loss) Per Share
Basic earnings per share, or EPS, is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding for the period, without consideration for common stock equivalents. Diluted EPS is computed by dividing net income by the weighted-average number of common shares outstanding for the period and the weighted-average number of dilutive common stock equivalents outstanding for the period determined using the treasury-stock method.

For purposes of this calculation, common stock options, restricted stock units and restricted stock awards are considered to be common stock equivalents and are only included in the calculation of diluted EPS when their effect is dilutive. In periods in which the Company has a net loss, dilutive common stock equivalents are excluded from the calculation of diluted EPS.
The table below presents the computation of basic and diluted earnings per share:

For the years ended December 31, 2019, 2018 and 2017, the Company incurred net losses and accordingly excluded common stock equivalents for outstanding stockbased awards, which represented all potentially dilutive securities, of 2.5 million, 3.7 million, and 4.5 million, respectively, from the calculation of diluted net loss per share due to their anti-dilutive nature.

 |
| table | |           | Years Ended December 31,                 |
-------------------------------------------------- | --------- | ---------------------------------------- | --------
                                                   | 2019      | 2018                                     | 2017
                                                   |           | (in thousands, except per share amounts) |
Numerator:                                         |           |                                          |
Net loss                                           | $(19,898) | $(26,199)                                | $(9,187)
Denominator:                                       |           |                                          |
Weighted average common shares outstanding—basic   | 71,005    | 68,490                                   | 66,252
Dilutive common stock equivalents                  | —         | —                                        | —
Weighted average common shares outstanding—diluted | 71,005    | 68,490                                   | 66,252
Net loss per share:                                |           |                                          |
Basic                                              | $(0.28)   | $(0.38)                                  | $(0.14)
Diluted                                            | $(0.28)   | $(0.38)                                  | $(0.14) |


| _id | d1b337650 |
| title |  |
| text | 11 Dividends
The proposed dividend is subject to approval in 2020. It is therefore not included as a liability in these Financial Statements. No scrip alternative to the cash dividend is being offered in respect of the proposed final dividend for the year ended 31st December 2019.

 |
| table | | 2019 | 2018
---------------------------------------------------------------------------------------------- | ---- | ----
                                                                                | £m   | £m
Amounts paid in the year:                                                                      |      |
Final dividend for the year ended 31st December 2018 of 71.0p (2017: 62.0p) per share          | 52.3 | 45.7
Interim dividend for the year ended 31st December 2019 of 32.0p (2018: 29.0p) per share        | 23.6 | 21.3
Total dividends paid                                                                           | 75.9 | 67.0
Amounts arising in respect of the year:                                                        |      |
Interim dividend for the year ended 31st December 2019 of 32.0p (2018: 29.0p) per share        | 23.6 | 21.3
Proposed final dividend for the year ended 31st December 2019 of 78.0p (2018: 71.0p) per share | 57.5 | 52.3
Total dividends arising                                                                        | 81.1 | 73.6 |


| _id | d1b33ff62 |
| title |  |
| text | Other loss
In May 2019, the Company completed a cash tender offer and purchased $460.9 million in aggregate principal amount of the 2020 Notes and issued $250.0 million in aggregate principal amount of 9.25% senior secured notes at par due November 2022. The Company recognized a loss of $10.6 million on the purchase of the 2020 Notes for the year ended December 31, 2019 (see Note 9).

During September 2019, Teekay LNG refinanced the Torben Spirit by acquiring the Torben Spirit from its original Lessor and then selling the vessel to another Lessor and leasing it back for a period of 7.5 years. As a result of this refinancing transaction, the Partnership recognized a loss of $1.4 million for the year ended December 31, 2019 on the extinguishment of the original finance lease (see Note 11).

Following the termination of the finance lease arrangements for the RasGas II LNG Carriers in 2014, the lessor made a determination that additional rentals were due under the leases following a challenge by the UK taxing authority. As a result, in 2017 the Teekay Nakilat Joint Venture recognized an additional liability, which was included as part of other loss in the Company's consolidated statements of loss.

Related to settlements and accruals made prior to September 2017 as a result of claims and potential claims made against Logitel Offshore Holding AS (or Logitel), a company acquired by Altera in 2014. Altera was deconsolidated in September 2017 (see Note 4).

 |
| table | | Year Ended   | Year Ended   | Year Ended
-------------------------------------------------------- | ------------ | ------------ | ------------
                                                         | December 31, | December 31, | December 31,
                                                         | 2019         | 2018         | 2017
                                                         | $            | $            | $
Loss on bond repurchases (1)                             | (10,601)     | (1,772)      | —
Loss on lease extinguishment (2)                         | (1,417)      | —            | —
Tax indemnification guarantee liability (3)              | —            | (600)        | (50,000)
Contingent liability (4)                                 | —            | —            | (4,500)
Gain on sale / (write-down) of cost-accounted investment | —            | —            | 1,250
Miscellaneous (loss) income                              | (2,457)      | 359          | (731)
Other loss                                               | (14,475)     | (2,013)      | (53,981) |


| _id | d1a716c9a |
| title |  |
| text | Provision for Income Taxes
We are subject to taxes in the United States as well as other tax jurisdictions and countries in which we conduct business. Earnings from our non-U.S. activities are subject to local country income tax and may be subject to current U.S. income tax.

We recognized an income tax benefit of $8.3 million for fiscal year 2019 compared to an income tax provision of $18.5 million for fiscal year 2018. The fiscal year 2018 income tax provision was primarily due to a one-time provisional net charge from re-measuring deferred tax assets and liabilities in the quarter ended January 31, 2018 as a result of the Tax Cuts and Jobs Act (the “Tax Act”).

The effective tax rate of (66)% for fiscal year 2019, differs from the statutory U.S. Federal income tax rate of 21% mainly due to permanent differences for stock-based compensation, including excess tax benefits, research and development credits, the tax rate differences between the United States and foreign countries, foreign withholding taxes, and certain non-deductible expenses including executive compensation.

As of July 31, 2019, we had unrecognized tax benefits of $6.2 million that, if recognized, would affect our effective tax rate.
On December 22, 2017, the Tax Act was enacted into law which substantially changed U.S. tax law, including a reduction in the U.S. corporate income tax rate to 21% effective January 1, 2018 and several provisions that may impact us in current and future periods.

The Tax Act includes a provision to tax global intangible low-taxed income (“GILTI”) of foreign subsidiaries, a special deduction for foreign-derived intangible income, and a base erosion anti-abuse tax (“BEAT”) measure that taxes certain payments between a U.S. corporation and its foreign subsidiaries. These provisions of the Tax Act became effective for us beginning on August 1, 2018 and had no impact on the tax benefit for fiscal year 2019.

Under GAAP, we can make an accounting policy election to either treat taxes due on the GILTI inclusion as a current period expense or factor such amounts into our measurement of deferred taxes. We have elected the current period expense method. In December 2018, the Internal Revenue Service (the “IRS”) issued proposed regulations related to the BEAT tax, which we are in the process of evaluating. If the proposed BEAT regulations are finalized in their current form, the impact may be material to the tax

form, the impact may be material to the tax provision in the quarter of enactment.

The U.S. Treasury Department, the IRS, and other standard-setting bodies will continue to interpret or issue guidance on how provisions of the Tax Act will be applied or otherwise administered. We continue to obtain, analyze, and interpret guidance as it is issued and will revise our estimates as additional information becomes available.

Any legislative changes, including any other new or proposed U.S. Department of the Treasury regulations that have yet to be issued, may result in income tax adjustments which could be material to our provision for income taxes and effective tax rate in the period any such changes are enacted. We have finalized our assessment of the transitional impacts of the Tax Act.

 |
| table | | Fiscal years ended July 31, |                                    |          |
----------------------------------------- | --------------------------- | ---------------------------------- | -------- | -----
                                          | 2019                        | 2018                               | Change   |
                                          | Amount                      | Amount                             | ($)      | (%)
                                          |                             | (In thousands, except percentages) |          |
Provision for (benefit from) income taxes | $(8,280)                    | $18,467                            | (26,747) | (145)
Effective tax rate                        | (66)%                       | (223)%                             |          | |


| _id | d1b38bd54 |
| title |  |
| text | Note 21. Earnings Per Share
Basic earnings per share are based on the weighted average number of common shares outstanding during the periods. Diluted earnings per share includes the weighted average number of common shares outstanding during the respective periods and the further dilutive effect, if any, from stock appreciation rights, restricted stock, restricted stock units and shares held in rabbi trust using the treasury stock method.

The number of shares used in the earnings per share computation were as follows (in thousands):

 |
| table | |        | Years Ended December 31, |
--------------------------------------------------------------------------------------------------------------------- | ------ | ------------------------ | ------
                                                                                | 2019   | 2018                     | 2017
Basic:                                                                                |        |                          |
Weighted average common shares outstanding                                                                            | 41,649 | 42,090                   | 41,822
Diluted:                                                                                |        |                          |
Dilutive effect of stock appreciation rights, restricted stock, restricted stock units and shares held in rabbi trust | 153    | 156                      | 319
Total weighted average diluted shares outstanding                                                                     | 41,802 | 42,246                   | 42,141
Anti-dilutive shares excluded from the diluted earnings per share calculation                                         | 69     | 44                       | 46 |


| _id | d1b3418d0 |
| title |  |
| text | Contractual Obligations
The following table summarizes the payments due by fiscal year for our outstanding contractual obligations as of June 30, 2019:
(a) Refer to Note 11 – Debt of the Notes to Financial Statements.
(b) Refer to Note 7 – Property and Equipment of the Notes to Financial Statements.
(c) Refer to Note 15 – Leases of the Notes to Financial Statements.
(d) Refer to Note 12 – Income Taxes of the Notes to Financial Statements.

(e) Amounts represent purchase commitments, including open purchase orders and take-or-pay contracts that are not presented as construction commitments above.
(f) We have excluded long-term tax contingencies, other tax liabilities, and deferred income taxes of $14.2 billion from the amounts presented as the timing of these obligations is uncertain. We have also excluded unearned revenue and non-cash items.

 |
| table | (In millions)                                    | 2020      | 2021-2022 | 2023-2024 | Thereafter | Total
------------------------------------------------ | --------- | --------- | --------- | ---------- | ----------
Long-term debt: (a)                              |           |           |           |            |
Principal payments                               | $ 5,518   | $ 11,744  | $ 8,000   | $ 47,519   | $ 72,781
Interest payments                                | 2,299     | 4,309     | 3,818     | 29,383     | 39,809
Construction commitments (b)                     | 3,443     | 515       | 0         | 0          | 3,958
Operating leases, including imputed interest (c) | 1,790     | 3,144     | 2,413     | 3,645      | 10,992
Finance leases, including imputed interest (c)   | 797       | 2,008     | 2,165     | 9,872      | 14,842
Transition tax (d)                               | 1,180     | 2,900     | 4,168     | 8,155      | 16,403
Purchase commitments (e)                         | 17,478    | 1,185     | 159       | 339        | 19,161
Other long-term liabilities (f)                  | 0         | 72        | 29        | 324        | 425
Total                                            | $  32,505 | $  25,877 | $  20,752 | $  99,237  | $  178,371 |


| _id | d1b3c0fb8 |
| title |  |
| text | Aging analysis of gross values by risk category at December 31, 2019
The distribution of trade receivables and contract assets closely follows the distribution of the Company’s sales, see note B1, “Segment information.” The ten largest customers represented 49% (53%) of the total trade receivables and contract assets in 2019.

 |
| table | Days past due        | 1–90  | 91–180 | 181–360 | >360  | Total
-------------------- | ----- | ------ | ------- | ----- | -----
Country risk: Low    | 1,347 | 125    | 127     | 313   | 1,912
Country risk: Medium | 891   | 725    | 600     | 819   | 3,035
Country risk: High   | 583   | 365    | 217     | 1,315 | 2,480
Total past due       | 2,821 | 1,215  | 944     | 2,447 | 7,427 |


| _id | d1b3bf370 |
| title |  |
| text | Note 21. Equity - dividends
Dividends paid during the financial year were as follows:
The Directors have declared a final dividend of AU 18 cents per share for the year ended 30 June 2019. The dividend will be paid on 25 September 2019 based on a record date of 4 September 2019. This amounts to a total dividend of US$15.9 million based on the number of shares outstanding.
Accounting policy for dividends

Accounting policy for dividends
Dividends are recognised when declared during the financial year and no longer at the discretion of the company.

 |
| table | Consolidated                                                                                |         |
-------------------------------------------------------------------------------------------- | ------- | -------
                                                                                | 2019    | 2018
                                                                                | US$’000 | US$’000
Final dividend for the year ended 30 June 2018 of AU 14 cents (2017: AU 12 cents)            | 13,327  | 12,534
Interim dividend for the half year ended 31 December 2018 of AU 16 cents (2017: AU 13 cents) | 14,801  | 13,099
                                                                                | 28,128  | 25,633 |


| _id | d1b321f3a |
| title |  |
| text | The following table provides the company’s operating (non-GAAP) earnings for 2019 and 2018. See page 46 for additional information.
* 2019 results were impacted by Red Hat purchase accounting and acquisition-related activity.
** Includes charges of $2.0 billion in 2018 associated with U.S. tax reform.

 |
| table | ($ in millions except per share amounts)               |         |         |
------------------------------------------------------ | ------- | ------- | -------------------------
For the year ended December 31:*                       | 2019    | 2018    | Yr.-to-Yr. Percent Change
Net income as reported                                 | $ 9,431 | 8,728*  | 8.1%
Income/(loss) from discontinued operations, net of tax | (4)     | 5       | NM
Income from continuing operations                      | $ 9,435 | 8,723*  | 8.2%
Non-operating adjustments (net of tax)                 |         |         |
Acquisition-related charges                            | 1,343   | 649     | 107.0
Non-operating retirement-related costs/(income)        | 512     | 1,248   | (58.9)
U.S. tax reform charge                                 | 146     | 2,037   | (92.8)
Operating (non-GAAP) earnings                          | $11,436 | $12,657 | (9.6)%
Diluted operating (non-GAAP) earnings per share        | $ 12.81 | $ 13.81 | (7.2)% |


| _id | d1b30c7f2 |
| title |  |
| text | G. PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment, net consisted of the following at December 31, 2019 and 2018:

Depreciation of property, plant and equipment for the years ended December 31, 2019, 2018, and 2017 was $70.8 million, $67.4 million, and $66.1 million, respectively. As of December 31, 2019 and 2018, the gross book value included in machinery and equipment for internally manufactured test systems being leased by customers was $5.4 million and $5.5 million, respectively. As of December 31, 2019 and 2018, the accumulated depreciation on these test systems was $5.1 million and $5.2 million, respectively.

 |
| table | | 2019           | 2018
--------------------------------- | -------------- | --------
                                  | (in thousands) |
Land                              | $16,561        | $16,561
Buildings                         | 107,282        | 105,935
Machinery, equipment and software | 834,970        | 752,722
Furniture and fixtures            | 29,157         | 27,432
Leasehold improvements            | 59,378         | 52,536
Construction in progress          | 2,537          | 6,276
                                  | 1,049,885      | 961,462
Less: accumulated depreciation    | 729,669        | 681,641
                                  | $320,216       | $279,821 |


| _id | d1b336278 |
| title |  |
| text | Single figure table for total remuneration (audited)
Single figure for the total remuneration received by each executive director for the 52 weeks ended 30 March 2019 (2018/19) and 31 March 2018 (2017/18).
Gavin Darby

Gavin Darby
Mr Darby received a basic salary of £700,000 per annum and a salary supplement in lieu of pension of 20% of base salary on a pro rata basis for the period up to 31 January 2019. Mr Darby received a pro rata bonus of £525,500 for the financial period to 31 January 2019. Benefits were provided for the period up to 31 January 2019 relating to the provision of an executive driver service, private health insurance and annual medical assessment.
Alastair Murray

Alastair Murray
Mr Murray received a basic salary for the period of £416,201 per annum and an annualised supplement in lieu of pension of 7.5% of the Earnings Cap (£160,800 for the 2018/19 tax year) which equates to £12,060 for the period together with an additional RPI adjusted pensions supplement of £24,348. He was appointed Acting CEO on 1 February 2019, in addition to his current role of Chief Financial Officer, on a temporary basis whilst the Board conducts a search process for a new CEO.

In recognition of this significant additional responsibility, it was agreed that Mr Murray would receive a monthly salary supplement of £20,000 (which does not count towards pension, annual bonus or long-term incentives) whilst he carries out this role.

Mr Murray received a bonus of £231,615 for the financial period. Benefits related to the provision of a company car, use of an executive driver service (following his appointment as Acting CEO) and private health insurance. In line with the current Remuneration Policy, one-third of his annual bonus award will be in the form of shares deferred for three years.
Full details of the annual bonus performance assessments for Mr Darby and Mr Murray are set out on pages 53 to 55.

 |
| table | | Gavin Darby |         | Alastair Murray |
------------------ | ----------- | ------- | --------------- | -------
                   | 2018/19     | 2017/18 | 2018/19         | 2017/18
                   | £’000       | £’000   | £’000           | £’000
Salary             | 583         | 700     | 416             | 408
Salary supplement  | –           | –       | 40              | –
Taxable benefits   | 17          | 22      | 27              | 24
Pension            | 117         | 140     | 36              | 35
Annual Bonus       | 525         | 368     | 232             | 153
Share based awards | –           | –       | –               | –
Total              | 1,242       | 1,230   | 751             | 620 |


| _id | d1b36803e |
| title |  |
| text | Allowances for Receivables and Sales Returns
The allowances for receivables were as follows (in millions, except percentages):
(1) Calculated as allowance for credit loss on lease receivables as a percentage of gross lease receivables and residual value before unearned income.

The allowance for doubtful accounts is based on our assessment of the collectibility of customer accounts. We regularly review the adequacy of these allowances by considering internal factors such as historical experience, credit quality and age of the receivable balances as well as external factors such as economic conditions that may affect a customer’s ability to pay as well as historical and expected default frequency rates, which are published by major third-party credit-rating agencies and are

major third-party credit-rating agencies and are updated on a quarterly basis. We also consider the concentration of receivables outstanding with a particular customer in assessing the adequacy of our allowances for doubtful accounts. If a major customer’s creditworthiness deteriorates, if actual defaults are higher than our historical experience, or if other circumstances arise, our estimates of the recoverability of amounts due to us could be overstated, and additional allowances could be required, which

additional allowances could be required, which could have an adverse impact on our operating results.

The allowance for credit loss on financing receivables is also based on the assessment of collectibility of customer accounts. We regularly review the adequacy of the credit allowances determined either on an individual or a collective basis. When evaluating the financing receivables on an individual basis, we consider historical experience, credit quality and age of receivable balances, and economic conditions that may affect a customer’s ability to pay. When evaluating financing receivables on a

pay. When evaluating financing receivables on a collective basis, we use expected default frequency rates published by a major third-party credit-rating agency as well as our own historical loss rate in the event of default, while also systematically giving effect to economic conditions, concentration of risk and correlation. Determining expected default frequency rates and loss factors associated with internal credit risk ratings, as well as assessing factors such as economic conditions, concentration of

such as economic conditions, concentration of risk, and correlation, are complex and subjective. Our ongoing consideration of all these factors could result in an increase in our allowance for credit loss in the future, which could adversely affect our operating results. Both accounts receivable and financing receivables are charged off at the point when they are considered uncollectible.

A reserve for future sales returns is established based on historical trends in product return rates. The reserve for future sales returns as of July 27, 2019 and July 28, 2018 was $84 million and $123 million, respectively, and was recorded as a reduction of our accounts receivable and revenue. If the actual future returns were to deviate from the historical data on which the reserve had been established, our revenue could be adversely affected.

 |
| table | | July 27, 2019 | July 28, 2018
--------------------------------------------- | ------------- | -------------
Allowance for doubtful accounts               | $136          | $129
Percentage of gross accounts receivable       | 2.4%          | 2.3%
Allowance for credit loss—lease receivables . | $46           | $135
Percentage of gross lease receivables (1)     | 1.8%          | 4.7%
Allowance for credit loss—loan receivables    | $71           | $60
Percentage of gross loan receivables          | 1.3%          | 1.2% |


| _id | d1b33c8d0 |
| title |  |
| text | 15 Financial risk management (continued)
(c) Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due.
Management also actively monitors rolling forecasts of the Group’s cash and cash equivalents.
(i) Maturities of financial liabilities

(i) Maturities of financial liabilities
The table below analyses the Group’s financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities.
The amounts disclosed in the table are the contractual undiscounted cash flows.
The cash flows for unsecured notes assume that the early redemption options would not be exercised by the Group.

 |
| table | Contractual Maturities of Financial Liabilities | Within 12 months | Between 1 and 5 years | Over 5 years | Total contractual cash flows | Carrying amount
----------------------------------------------- | ---------------- | --------------------- | ------------ | ---------------------------- | ---------------
2019                                            | $'000            | $'000                 | $'000        | $'000                        | $'000
Trade payables                                  | 44,840           | -                     | -            | 44,840                       | 44,840
Unsecured notes                                 | 46,634           | 900,046               | -            | 946,680                      | 793,849
Lease liabilities                               | 5,008            | 26,709                | 167,214      | 198,931                      | 73,328
Total non-derivatives                           | 96,482           | 926,755               | 167,214      | 1,190,451                    | 912,017
2018                                            |                  |                       |              |                              |
Trade payables                                  | 27,640           | -                     | -            | 27,640                       | 27,640
Unsecured notes                                 | 18,750           | 342,000               | -            | 360,750                      | 296,912
Lease liabilities                               | 641              | 2,565                 | 5,451        | 8,657                        | 6,042
Total non-derivatives                           | 47,031           | 344,565               | 5,451        | 397,047                      | 330,594 |


| _id | d1b35493a |
| title |  |
| text | Results of Operations for the Years Ended December 31, 2019 and December 31, 2018

We reported revenues of $187.2 million for the year ended December 31, 2019, down 7.0% from $201.2 million for the year ended December 31, 2018. Our net loss was $15.6 million or $0.96 loss per diluted share for the year ended December 31, 2019 versus a net loss of $24.1 million or $1.50 loss per diluted share for the year ended December 31, 2018. Our year-over-year unfavorable performance was primarily driven by lower Restaurant/Retail hardware revenue and corresponding hardware support service revenue

corresponding hardware support service revenue from our traditional tier 1 customers as one of these customers completed significant projects in 2018 which were not repeated in 2019. The Company partially offset these reductions with continued growth in Brink POS revenue, including related SaaS, hardware and support services. The 2018 net loss include a valuation allowance of $14.9 million to reduce the carrying value of our deferred tax assets.

Operating segment revenue is set forth below:
* Brink includes $0.3 million of Restaurant Magic for 2019

Product revenues were $66.3 million for the year ended December 31, 2019, a decrease of 15.8% from $78.8 million recorded in 2018. This decrease was primarily driven by lower revenues from our tier 1 customers and by a decrease in our international business. Our hardware sales in the Restaurant/Retail reporting segment were down versus prior year as we completed hardware project installations with a large domestic customer during the first half of 2018 which was not recurring in 2019. Additionally,

which was not recurring in 2019. Additionally, international sales were down in 2019 and SureCheck was divested. SureCheck product revenue was $0.7 million in 2019 versus $2.0 million in 2018.

Service revenues were $57.0 million for the year ended December 31, 2019, an increase of 3.1% from $55.3 million reported for the year ended December 31, 2018, primarily due to an increase in Brink, including a $3.9 million increase in Brink POS SaaS revenue more than offsetting a reduction in Services to our traditional Tier 1 customers and SureCheck Services. Surecheck Service revenue was $2.7 million in 2019 versus $4.0 million in 2018.

Contract revenues were $63.9 million for the year ended December 31, 2019, compared to $67.2 million reported for the year ended December 31, 2018, a decrease of 4.8%. This decrease was driven by a 4% decrease in our Mission Systems revenue due to reduction of revenue on cost-based contracts and a 4% reduction in ISR revenues due to ceiling limitations in a large customer's funding.

Product margins for the year ended December 31, 2019, were 22.9%, in line with the 23.0% for the year ended December 31, 2018.
Service margins were 30.9% for the year ended December 31, 2019, an increase from 23.8% recorded for the year ended December 31,2018. ServicemarginsincreasedprimarilyduetoBrinkPOSSaaSandtheincreaseinprofitabilityinourfieldservicebusiness. During 2018 and 2019, impairment charges were recorded for SureCheck capitalized software of $1.6 million and $0.7 million, respectively.

Contract margins were 8.9% for the year ended December 31, 2019, compared to 10.7% for the year ended December 31, 2018. The decrease in margin was primarily driven by decrease activity in Mission Systems' better performing cost-based contracts.

Selling, general, and administrative expenses were $37.0 million for the year ending December 31, 2019, compared to $35.0 million for the year ended December 31, 2018. The increase is due to additional investments in Brink POS sales and marketing and increased equity and incentive compensation, partially offset by savings in other departments. SG&A expenses associated with the internal investigation for 2019 were $0.6 million as compared to $1.1M in 2018.

Research and development expenses were $13.4 million for the year ended December 31, 2019, compared to $12.4 million recorded for the year ended December 31, 2018. This increase was primarily related to a $2.1 million increase in software development investments for Brink offset by decreases in other product lines.

During the year ended December 31, 2019, we recorded $1.2 million of amortization expense associated with acquired identifiable intangible assets in connection with our acquisition of Brink Software, Inc. in September 2014 (the "Brink Acquisition") compared to $1.0 million for the year ended December 31, 2018. Additionally, in 2019 we recorded $0.2 million of amortization expense associated with acquired identifiable intangible assets in the Drive-Thru Acquisition, and $0.1 million of amortization expense

and $0.1 million of amortization expense associated with acquired identifiable intangible assets in the Restaurant Magic Acquisition.

Other (expense) income, net, was ($1.5 million) for the year ended December 31, 2019, as compared to other income, net of $0.3 million for the year ended December 31, 2018. Other income/expense primarily includes fair value adjustments on contingent considerations, rental income, net of applicable expenses, foreign currency transactions gains and losses, fair value fluctuations of our deferred compensation plan and other non-operating income/expense. In 2018, a $0.5 million gain was recorded for the sale

a $0.5 million gain was recorded for the sale of real estate. In 2019, there was a $0.2 million expense for the termination of the Brink Acquisition earn-out agreement compared to a $0.5 million benefit as a result of a reduction of contingent consideration related to the Brink Acquisition in 2018.

Interest expense, net was $4.6 million for the year ended December 31, 2019, as compared to interest expense, net of $0.4 million for the year ended December 31, 2018. The increase reflects $2.6 million of interest expense related to the sale of the 4.50% Convertible Senior Notes due 2024 issued on April 15, 2019 (the "2024 notes") as well as $2.0 million of accretion of 2024 notes debt discount for 2019.

For the year ended December 31, 2019, our effective income tax rate was 18.9%, which was mainly due to deferred tax adjustments related to foreign tax credit carryforwards and state taxes, offset by changes in the valuation allowance and excess tax benefits resulting from the exercise of non-qualified stock options. For the year ended December 31, 2018, our effective income tax rate was (141.7)% due to recording a full valuation allowance on the entire deferred tax assets.

 |
| table | | Year ended December 31, |          | $         | %
------------------------------------------------- | ----------------------- | -------- | --------- | --------
(in thousands)                                    | 2019                    | 2018     | variance  | variance
 Restaurant/Retail                                |                         |          |           |
   Core                                           | $78,238                 | $102,877 | $(24,639) | (24)%
Brink *                                           | 41,689                  | 25,189   | 16,500    | 66%
SureCheck                                         | 3,380                   | 6,003    | (2,623)   | (44)%
 Total Restaurant Retail                          | $123,307                | $134,069 | $(10,762) | (8)%
 Government                                       |                         |          |           |
   Intelligence, surveillance, and reconnaissance | $29,541                 | $30,888  | $(1,347)  | (4)%
Mission Systems                                   | 33,513                  | 35,082   | (1,569)   | (4)%
Product Sales                                     | 871                     | 1,207    | (336)     | (28)%
 Total Government                                 | $63,925                 | $67,177  | $(3,252)  | (5)% |


| _id | d1b39624a |
| title |  |
| text | Note 3 − Property and Equipment
Our major classes of property and equipment were as follows:
Depreciation expense for the years ended December 31, 2019 and 2018 was $7, and $18, respectively.

 |
| table | | December 31 | December 31
--------------------------------- | ----------- | -----------
                                  | 2019        | 2018
Office furniture                  | $79         | $79
Computer equipment                | 81          | 67
Total                             | 160         | 146
Less accumulated depreciation     | (144)       | (137)
Total property and equipment, net | $16         | $9 |


| _id | d1b2ef24c |
| title |  |
| text | Fair Value of Financial Instruments
The carrying amounts of cash and cash equivalents, trade accounts receivable, prepaid expenses and other current assets, accounts payable and accrued expenses approximate fair value because of the short-term nature of these financial instruments. The carrying amounts of borrowings under credit facilities and under loans approximates fair value as interest rates on these instruments approximates current market rates.

Notes payable and long-term debt is carried at amortized cost; however, the Company estimates the fair value of notes payable and long-term debt for disclosure purposes. The following table presents the carrying amounts and fair values of the Company’s notes payable and long-term debt, by hierarchy level as of the periods indicated:
(1) The fair value estimates are based upon observable market data.

(2) This fair value estimate is based on the Company’s indicative borrowing cost derived from discounted cash flows.
Refer to Note 9 – “Postretirement and Other Employee Benefits” for disclosure surrounding the fair value of the Company’s pension plan assets.

 |
| table | |                      | August 31, 2019 |            | August 31, 2018 |
------------------------------------------ | -------------------- | --------------- | ---------- | --------------- | ----------
(in thousands)                             | Fair Value Hierarchy | Carrying Amount | Fair Value | Carrying Amount | Fair Value
Notes payable and long-term debt: (Note 8) |                      |                 |            |                 |
5.625% Senior Notes                        | Level 2(1)           | $398,886        | $416,000   | $397,995        | $415,704
4.700% Senior Notes                        | Level 2(1)           | 498,004         | 525,890    | 497,350         | 503,545
4.900% Senior Notes                        | Level 3(2)           | 299,057         | 318,704    | 298,814         | 306,535
3.950% Senior Notes                        | Level 2(1)           | 494,825         | 509,845    | 494,208         | 476,010 |


| _id | d1b33e716 |
| title |  |
| text | Reconciliation of net voyage revenues to voyage revenues:
(1) Vessel Calendar Days is the total number of days the vessels were in our fleet.
(2) Time Charter Equivalent ("TCE") Rate, results from Net Voyage Revenue divided by total TCE days.

 |
| table | |           | Years Ended December 31,     |
------------------------------------------------- | --------- | ---------------------------- | ---------
All figures in USD '000, except TCE rate per day  | 2018      | 2017                         | Variance
Voyage Revenue                                    | 289,016   | 297,141                      | (2.7%)
Less Voyage expenses                              | (165,012) | (142,465)                    | 15.8%
Net Voyage Revenue                                | 124,004   | 154,676                      | (19.8%)
Vessel Calendar Days (1)                          | 9,747     | 10,892                       | (10.5%)
Less off-hire days                                | 277       | 867                          | (68.1%)
Total TCE days                                    | 9,470     | 10,025                       | (5.5%)
TCE Rate per day (2)                              | $13,095   | $15,428                      | (15.1%)
Total Days for vessel operating expenses          | 9,747     | 10,892                       | (10.5%) |


| _id | d1b329e9c |
| title |  |
| text | Liquidity and Capital Resources
The following summarizes information regarding our cash, investments, and working capital (in thousands):

Cash was $169.6 million at June 30, 2019, representing an increase of $48.5 million from $121.1 million at June 30, 2018. Cash increased primarily due to cash provided by operations of $104.9 million partially offset by cash used in investing activities of $21.8 million mainly for capital expenditures, and cash used in financing activities of $34.4 million mainly as a result of repayments of debt and repurchases of stock.

Cash was $121.1 million at June 30, 2018, representing a decrease of $9.3 million from $130.5 million at June 30, 2017. Cash and cash equivalents decreased primarily due to cash used in investing activities of $132.5 million mainly for the acquisitions of the Campus Fabric and Data Center Businesses and capital expenditures, partially offset by cash provided by financing activities of $104.7 million as a result of additional borrowings for the acquisitions and cash provided by operations of $19.0 million.

 |
| table | | June 30,
2019 | June 30,
2018
------------------------------------ | ------------- | -------------
Cash                                 | $169,607      | $121,139
Marketable securities                | —             | 1,459
Total cash and marketable securities | $169,607      | $122,598 |


| _id | d1b35e57a |
| title |  |
| text | Property and Equipment, net
Property and equipment consist of the following (in thousands):
As of July 31, 2019 and 2018, no property and equipment was pledged as collateral. Depreciation expense, excluding the amortization of software development costs, was $9.7 million, $7.7 million, and $6.6 million for the fiscal years ended July 31, 2019, 2018, and 2017, respectively.

The Company capitalizes software development costs for technology applications that the Company will offer solely as cloud-based subscriptions, which is primarily comprised of compensation for employees who are directly associated with the software development projects. The Company begins amortizing the capitalized software development costs once the technology applications are available for general release over the estimated lives of the applications, ranging from three to five years.

The Company recognized approximately $1.0 million and $0.4 million in amortization expense in cost of revenue - license and subscription on the accompanying consolidated statements of operations during the fiscal years ended July 31, 2019 and 2018, respectively. There was no such amortization during the fiscal year ended July 31, 2017.

 |
| table | | July 31, 2019  | July 31, 2018
-------------------------------------- | -------------- | -------------
Computer hardware                      | $17,799        | $20,614
Software                               | 6,741          | 4,664
Capitalized software development costs | 7,374          | 3,978
Equipment and machinery                | 10,455         | 4,265
Furniture and fixtures                 | 8,137          | 4,217
Leasehold improvements                 | 48,191         | 10,751
    Total property and equipment       | 98,697         | 48,489
Less accumulated depreciation          | (32,888)       | (29,894)
    Property and equipment, net        | $65,809        | $18,595 |


| _id | d1b3007fe |
| title |  |
| text | The plan assets of METRO are distributed between the following countries:
The above commitments are valued on the basis of actuarial calculations in accordance with relevant provisions of IAS 19. The basis for the measurement is the legal and economic circumstances prevailing in each country.

 |
| table | € million       | 30/9/2018 | 30/9/2019
--------------- | --------- | ---------
Germany         | 71        | 81
Netherlands     | 584       | 671
United Kingdom  | 209       | 237
Belgium         | 50        | 52
Other countries | 26        | 25
                | 940       | 1,066 |


| _id | d1b361f86 |
| title |  |
| text | 2.2 Revenue from contracts with customers
Key estimate: upfront fee revenue

Key estimate: upfront fee revenue
Upfront fee revenue is recognised on a net basis of the historical percentage of ‘referred’ sales expected to become ‘financial’ and that do not trigger a ‘clawback’. These estimates are adjusted to actual percentages experienced at each reporting date. As such, the Group determines its revenue by estimating variable consideration and applying the constraint by utilising industry data and historical experience (refer to note 3.6 for further information).

Key estimate: trail commission revenue
The method of revenue recognition for trail commission revenue requires Directors and management to make certain estimates and assumptions based on industry data and historical experience of the Group. Refer to note 3.4 for details on trail commission revenue.
Recognition and measurement

Recognition and measurement
Revenue represents the variable consideration estimated at the point in time when the Group has essentially completed its contracted services and constrained until it is highly probable that a significant revenue reversal in the amount of cumulative revenue recognised will not occur when the associated uncertainty with the variable consideration is subsequently resolved.
Upfront fees

When the Group refers a consumer to the product provider (and thereby satisfies its performance obligation), the Group is entitled to an upfront fee that is contingent upon the following events: (a) the referred sale becoming ‘financial’, which occurs upon new members joining a health fund, initiating a life insurance policy, obtaining general insurance products, mortgages, broadband or energy products via iSelect; and (b) whether a ‘clawback’ of the upfront fee is triggered. Upfront fees may trigger a

fee is triggered. Upfront fees may trigger a ‘clawback’ of revenue in the event of early termination by customers as specified in individual product provider agreements. These contingencies are incorporated into the estimate of variable consideration (refer to key estimates).

Click-through fees
Click-through fees are recognised based on the contractual arrangement with the relevant product provider. This can occur at one of three points; either when an internet user clicks on a paying advertiser’s link, submits an application or a submitted application is approved.
Advertising and subscription fees

Advertising and subscription fees
Revenue for contracted services, including advertising and subscription fees, are recognised based on the transaction price allocated to each key performance obligation. As a result, non-refundable revenue may be recognised across multiple periods until the performance obligation has been satisfied.
Trail commission revenue

Trail commissions are ongoing fees for customers referred to individual product providers or who have applied for mortgages via iSelect. Trail commission revenue represents commission earned calculated as a percentage of the value of the underlying policy relationship to the expected life and, in the case of mortgages, a proportion of the underlying value of the loan. The Group is entitled to receive trail commission without having to perform further services. On initial recognition, trail revenue and

On initial recognition, trail revenue and assets are recognised at expected value and subject to constraints.

 |
| table | | CONSOLIDATED |
---------------------------------------------------------------------- | ------------ | ----------
                                                                       | 2019 $'000   | 2018 $'000
Upfront revenue                                                        |              |
Upfront fees                                                           | 113,609      | 140,971
Click-through fees                                                     | 3,657        | 1,349
Advertising and subscription fees                                      | 2,161        | 1,604
                                                                       | 119,427      | 143,924
Trail commission revenue                                               | 34,732       | 33,007
Total revenue from contracts with customers                            | 154,159      | 176,931
Revenue related to performance obligations satisfied in previous years | 502          | 4,760 |


| _id | d1b3340ea |
| title |  |
| text | Simultaneous with the Merger and the Private Offering, New Warrants to purchase 3,403,367 shares of Series B Preferred Stock at an average exercise price of

approximately $1.05 per share were issued to holders of Prior Protagenic warrants; additionally, the holder of $665,000 of our debt and $35,000 of accrued interest exchanged such debt for five-year warrants to purchase 295,945 shares of Series B Preferred Stock at $1.25 per share. Placement Agent Warrants to purchase 127,346 shares of Series B Preferred Stock at an exercise price of $1.25 per share were issued in connection with the Private offering. These warrants to purchase 423,291 shares of Series B

warrants to purchase 423,291 shares of Series B Preferred Stock have been recorded as derivative liabilities. All of these warrants automatically converted into warrants to purchase our common stock upon the effectiveness of our reverse stock split in July 2016. See Note 5.

A summary of warrant issuances are as follows:
As of December 31, 2019, the Company had 3,826,658 shares issuable under warrants outstanding at a weighted average exercise price of $1.05 and an intrinsic value
of $1,375,990.
As of December 31, 2018 the Company had 3,826,658 shares issuable under warrants outstanding at a weighted average exercise price of $1.05 and an intrinsic value of
$3,633,335.

 |
| table | Warrants                      | Number    | Weighted Average Exercise Price | Weighted Average Remaining Life
----------------------------- | --------- | ------------------------------- | -------------------------------
Outstanding December 31, 2017 | 3,826,658 | $1.05                           | 4.69
Granted                       | -         | -                               | -
Outstanding December 31, 2018 | 3,826,658 | $1.05                           | 3.69
Granted                       | -         | -                               | -
Outstanding December 31, 2019 | 3,826,658 | $1.05                           | 2.69 |


| _id | d1b37534c |
| title |  |
| text | Free cash flow
Our non-GAAP financial measures also include free cash flow, which we define as cash provided by (used in) operating activities less the amount of property and equipment purchased. Management believes that information regarding free cash flow provides investors with an important perspective on the cash available to invest in our business and fund ongoing operations.

However, our calculation of free cash flow may not be comparable to similar measures used by other companies.
We believe these non-GAAP financial measures are helpful in understanding our past financial performance and our future results. Our non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP.

Our management regularly uses our supplemental non-GAAP financial measures internally to understand, manage and evaluate our business, and make operating decisions. These non-GAAP measures are among the primary factors management uses in planning for and forecasting future periods. Compensation of our executives is based in part on the performance of our business based on certain of these non-GAAP measures.
We monitor the following non-GAAP financial measures:

 |
| table | | For the year ended December 31, |          |
----------------------------------------------------- | ------------------------------- | -------- | ---------
(in thousands, except percentages and per share data) | 2019                            | 2018     | 2017
Non-GAAP gross profit                                 | $168,242                        | $163,376 | $153,849
Non-GAAP gross margin                                 | 82.0%                           | 84.6%    | 85.6%
Non-GAAP operating loss                               | $(8,689)                        | $(4,325) | $(16,440)
Non-GAAP operating margin                             | (4.2)%                          | (2.2)%   | (9.1)%
Non-GAAP net loss                                     | $(9,460)                        | $(4,548) | $(16,594)
Non-GAAP net loss per share                           | $(0.09)                         | $(0.04)  | $(0.18)
Free cash flow                                        | $(3,924)                        | $12,201  | $(3,418) |


| _id | d1b363dc2 |
| title |  |
| text | Note 12. Liabilities
The components of accounts payable, accrued expenses and other current liabilities are as follows (in thousands):

 |
| table | | December 31, 2019 | December 31, 2018
---------------------------------------------------------------- | ----------------- | -----------------
Accounts payable                                                 | $32,878           | $20,214
Accrued expenses                                                 | 10,092            | 34,557
Subsidiary unit awards                                           | 141               | 200
Other current liabilities                                        | 5,616             | 3,459
Accounts payable, accrued expenses and other current liabilities | $48,727           | $58,430 |


| _id | d1b346c22 |
| title |  |
| text | Net Income to Adjusted EBITDA Reconciliation

We define Adjusted EBITDA as net income or loss from our consolidated statements of operations before interest income and expense, income taxes, depreciation and amortization, restructuring charges, impairment of goodwill and other long-lived assets, share-based compensation expense and other nonoperating items from our consolidated statements of operations as well as certain other items considered outside the normal course of our operations specifically described below.

Restructuring charges: We exclude restructuring expenses, which primarily include employee severance, office consolidation and contract termination charges, from our Adjusted EBITDA to allow more accurate comparisons of the financial results to historical operations and forward-looking guidance. By excluding these expenses from our non-GAAP measures, we are better able to evaluate our ability to utilize our existing assets and estimate the long-term value these assets will generate for us. Furthermore, we

assets will generate for us. Furthermore, we believe that the adjustments of these items more closely correlate with the sustainability of our operating performance.

Impairment of goodwill and other long-lived assets: We exclude the impact of charges related to the impairment of goodwill and other long-lived assets. Given the significance of the impairment of goodwill and other long-lived assets, we reported it separately in the consolidated statements of operations. We believe that the exclusion of these impairments, which are non-cash, allows for meaningful comparisons of operating results to peer companies. We believe that this increases period-to-period

We believe that this increases period-to-period comparability and is useful to evaluate the performance of the total company.

Share-based compensation expense: We exclude the impact of costs relating to share-based compensation. Due to the subjective assumptions and a variety of award types, we believe that the exclusion of share-based compensation expense, which is typically non-cash, allows for more meaningful comparisons of our operating results to peer companies. Share-based compensation expense can vary significantly based on the timing, size and nature of awards granted.

Other non-operating income/(expense), net: We exclude foreign currency exchange transaction gains and losses, primarily related to intercompany financing arrangements, as well as other non-operating income and expense items, such as gains and losses recorded on business combinations or dispositions, sales of investments, pension settlements, net income/(loss) attributable to noncontrolling interests and early redemption payments made in connection with debt refinancing. We believe that the adjustments of

refinancing. We believe that the adjustments of these items more closely correlate with the sustainability of our operating performance.

Other items: To measure operating performance, we exclude certain expenses and gains that arise outside the ordinary course of our operations. Such costs primarily include legal settlements, acquisition related expenses, business optimization costs and other transactional costs. We believe the exclusion of such amounts allows management and the users of the financial statements to better understand our financial results.

Adjusted EBITDA is not a presentation made in accordance with GAAP, and our use of the term Adjusted EBITDA may vary from the use of similarly titled measures by others in our industry due to the potential inconsistencies in the method of calculation and differences due to items subject to interpretation. Adjusted EBITDA margin is Adjusted EBITDA for a particular period expressed as a percentage of revenues for that period.

We use Adjusted EBITDA to measure our performance from period to period both at the consolidated level as well as within our operating segments, to evaluate and fund incentive compensation programs and to compare our results to those of our competitors. In addition to Adjusted EBITDA being a significant measure of performance for management purposes, we also believe that this presentation provides useful information to investors regarding financial and business trends related to our results of operations

trends related to our results of operations and that when non-GAAP financial information is viewed with GAAP financial information, investors are provided with a more meaningful understanding of our ongoing operating performance.

Adjusted EBITDA should not be considered as an alternative to net income or loss, operating income/(loss), cash flows from operating activities or any other performance measures derived in accordance with GAAP as measures of operating performance or cash flows as measures of liquidity. Adjusted EBITDA has important limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. In addition, our definition of Adjusted EBITDA

In addition, our definition of Adjusted EBITDA may not be comparable to similarly titled measures of other companies and may, therefore, have limitations as a comparative analytical tool.

The below table presents a reconciliation from net income/(loss) to Adjusted EBITDA for the years ended December 31, 2019, 2018 and 2017:
(a)  For the years ended December 31, 2019 and 2018 other items primarily consists of business optimization costs, including strategic review costs and transaction related costs. For the year ended December 31, 2017, other items primarily consists of transaction related costs and business optimization costs.

(b)  For the year ended December 31, 2019, other non-operating (income)/expense, net, included non-cash expenses of $170 million for pension settlements which included plan transfers to third parties in the Netherlands and UK, where we terminated our responsibility for future defined benefit obligations and transferred that responsibility to the third parties. See Note 11 “Pensions and Other Post-Retirement Benefits” for more information.

 |
| table | | Year Ended December 31, |        |
------------------------------------------------------ | ----------------------- | ------ | ------
(IN MILLIONS)                                          | 2019                    | 2018   | 2017
Net income/(loss) attributable to Nielsen shareholders | $(415)                  | $(712) | $429
Interest expense, net                                  | 391                     | 386    | 370
(Benefit)/provision for income taxes                   | (260)                   | (182)  | 388
Depreciation and amortization                          | 756                     | 675    | 640
EBITDA                                                 | 472                     | 167    | 1,827
Other non-operating (income)/expense, net(b)           | 191                     | 33     | 27
Restructuring charges                                  | 80                      | 139    | 80
Impairment of goodwill and other long-lived assets     | 1,004                   | 1,413  | -
Share-based compensation expense                       | 50                      | 35     | 45
Other items(a)                                         | 56                      | 63     | 45
Adjusted EBITDA                                        | $1,853                  | $1,850 | $2,024 |


| _id | d1b3c4b36 |
| title |  |
| text | RESTRICTED STOCK UNITS
The following is a summary of RSUs award activity for the years ended December 31, 2019 and 2018:
The Company estimates the fair value of the granted shares using the market price of the Company’s stock price at the grant date. For the years ended December 31, 2019, 2018 and 2017, the Company recognized $0.3 million, $0.9 million and $0.6 million, respectively of stock-based compensation expense related to the RSUs.

As of December 31, 2019, total compensation cost not yet recognized related to unvested RSUs was approximately $0.8 million, which is expected to be recognized over a weighted-average period of 2.3 years.

 |
| table | | 2019             |                                        | 2018             |
------------------------------- | ---------------- | -------------------------------------- | ---------------- | --------------------------------------
                                | Number of Shares | Weighted Average Grant Date Fair Value | Number of Shares | Weighted Average Grant Date Fair Value
Non-vested at beginning of year | 315,292          | $2.26                                  | 438,712          | $2.28
Shares granted                  | 253,113          | 2.17                                   | 200,000          | 3.16
Shares vested                   | 82,270           | 2.28                                   | 323,420          | 2.84
Non-vested at end of year       | 486,135          | $2.53                                  | 315,292          | $2.26 |


| _id | d1b34fc64 |
| title |  |
| text | Results of Operations
Revenue
Revenue decreased in fiscal year 2019 compared to fiscal year 2018, but increased compared to fiscal year 2017, primarily as a result of the volatility of semiconductor capital investments by our customers. The overall Asia region continued to account for a majority of our revenues as a substantial amount of the worldwide capacity investments for semiconductor manufacturing continued to occur in this region.

Our deferred revenue balance was $449 million as of June 30, 2019, compared to $994 million as of June 24, 2018. The deferred revenue at the end of June 2019 is recognized under Accounting Standard Codification (“ASC”) 606, while the same values as of June 2018 are recognized under ASC 605, which contributes to the change in value period over period. Our deferred revenue balance does not include shipments to customers in Japan, to whom title does not transfer until customer acceptance. Shipments to

transfer until customer acceptance. Shipments to customers in Japan are classified as inventory at cost until the time of customer acceptance. The anticipated future revenue value from shipments to customers in Japan was approximately $78 million as of June 30, 2019, compared to $607 million as of June 24, 2018.

 |
| table | |               | YearEnded     |
--------------------- | ------------- | ------------- | -------------
                      | June 30, 2019 | June 24, 2018 | June 25, 2017
Revenue (in millions) | $9,654        | $11,077       | $8,014
Korea                 | 23%           | 35%           | 31%
China                 | 22%           | 16%           | 13%
Japan                 | 20%           | 17%           | 13%
Taiwan                | 17%           | 13%           | 26%
UnitedStates          | 8%            | 7%            | 8%
SoutheastAsia         | 6%            | 7%            | 5%
Europe                | 4%            | 5%            | 4% |


| _id | d1b3a1bcc |
| title |  |
| text | NAVIOS MARITIME HOLDINGS INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in thousands of U.S. dollars — except share data)
NOTE 19: SEGMENT INFORMATION

The Company through August 30, 2019 had three reportable segments from which it derived its revenues: Dry Bulk Vessel Operations, Logistics Business and Containers Business. The Containers Business became a reportable segment as a result of the consolidation of Navios Containers since November 30, 2018 (date of obtaining control) (see also Note 3). Following the reclassification of the results of Navios Containers as discontinued operations (see also Note 3), the Company currently has two reportable

Note 3), the Company currently has two reportable segments from which it derives its revenues: Dry Bulk Vessel Operations and Logistics. The reportable segments reflect the internal organization of the Company and are strategic businesses that offer different products and services. The Dry Bulk Vessel Operations consists of the transportation and handling of bulk cargoes through the ownership, operation, and trading of vessels. The Logistics Business consists of operating ports and transfer station

consists of operating ports and transfer station terminals, handling of vessels, barges and pushboats as well as upriver transport facilities in the Hidrovia region.

The Company measures segment performance based on net income/ (loss) attributable to Navios Holdings common stockholders. Inter-segment sales and transfers are not significant and have been eliminated and are not included in the following tables. Summarized financial information concerning each of the Company’s reportable segments is as follows:

 |
| table | | Dry Bulk Vessel Operations for the Year Ended December 31, 2019 | Logistics Business for the Year Ended December 31, 2019 | Total for the Year Ended December 31, 2019
-------------------------------------------------------------- | --------------------------------------------------------------- | ------------------------------------------------------- | ------------------------------------------
Revenue                                                        | $254,178                                                        | $228,271                                                | $482,449
Administrative fee revenue from affiliates                     | 16,991                                                          | —                                                       | 16,991
Interest income                                                | 9,610                                                           | 1,052                                                   | 10,662
Interest expense and finance cost                              | (92,948)                                                        | (40,531)                                                | (133,479)
Depreciation and amortization                                  | (52,288)                                                        | (29,435)                                                | (81,723)
Equity in net (losses)/earnings of affiliated companies        | (9,185)                                                         | —                                                       | (9,185)
Net (loss)/ income attributable to Navios Holdings common      |                                                                 |                                                         |
stockholders                                                   | (212,623)                                                       | 20,513                                                  | (192,110)
Total assets                                                   | 1,511,517                                                       | 631,338                                                 | 2,142,855
Goodwill                                                       | 56,240                                                          | 104,096                                                 | 160,336
Capital expenditures                                           | (36,628)                                                        | (7,943)                                                 | (44,571)
Investment in affiliates                                       | 64,352                                                          | —                                                       | 64,352
Cash and cash equivalents                                      | 32,386                                                          | 45,605                                                  | 77,991
Restricted cash                                                | 736                                                             | —                                                       | 736
Long-term debt, net (including current and noncurrent portion) | $1,048,318                                                      | $514,929                                                | 1,563,247 |


| _id | d1b33d3ca |
| title |  |
| text | Item 6. Selected Consolidated Financial Data

The following table presents selected consolidated financial data as of and for the five-year period ended December 31, 2019. Our past results of operations are not necessarily indicative of our future results of operations. The following selected consolidated financial data is qualified in its entirety by, and should be read in conjunction with, “Management's Discussion and Analysis of Financial Condition and Results of Operations” and the consolidated financial statements and the notes thereto included

statements and the notes thereto included elsewhere herein.

Consolidated Balance Sheet Data:

 |
| table | |         |         | As of December 31, |         |
------------------------- | ------- | ------- | ------------------ | ------- | -------
                          | 2019    | 2018    | 2017               | 2016    | 2015
                          |         |         | (In thousands)     |         |
Cash and cash equivalents | $19,505 | $18,017 | $22,553            | $26,838 | $35,128
Working capital           | $1,116  | $6,356  | $7,646             | $14,643 | $16,046
Total assets              | $54,538 | $43,424 | $45,672            | $53,530 | $68,579
Stockholders' equity      | $10,863 | $14,059 | $13,078            | $18,064 | $21,387 |


| _id | d1b305ef2 |
| title |  |
| text | Actual STI Bonus Amounts Authorized. The actual amounts of the NEOs’ 2019 bonuses were calculated as
follows:
(1) Determined based on earned salary and applicable STI target bonus percentage during 2019 and includes pro-rations for any changes to salary and/or STI target bonus percentage described below.
a) Target Bonus Opportunity for Mr. Storey reflects his salary earned during 2019 of $1,800,011 and a STI target bonus percentage of 200%.

b) Target Bonus Opportunity for Mr. Dev reflects his salary earned during 2019 of $650,000 and a STI target bonus percentage of 120%.
c) Target Bonus Opportunity for Mr. Goff reflects his salary earned during 2019 of $600,018 and a STI target bonus percentage of 120%.

d) Target Bonus Opportunity for Mr. Trezise reflects his salary earned during 2019 with a salary increase, from $475,010 to $500,011, effective on February 23, 2019, and an increase of STI target bonus percentage from 80% to 90%, also effective on February 23, 2019.
e) Target Bonus Opportunity for Mr. Andrews reflects his salary earned during 2019 with a salary increase, from $425,006 to $525,000, effective on August 21, 2019, and a STI target bonus percentage of 100%.

(2) Calculated or determined as discussed above under “—2019 Performance Results.”
(3) Determined based on achievement of individual performance objectives as described further above in this Subsection.
Committee Discretion to Pay in Cash or Shares. The Committee may authorize the payment of annual bonuses in cash or shares of common stock. Since 2000, the Committee has paid these bonuses entirely in cash, principally to diversify our compensation mix and to conserve shares in our equity plans.

Recent Actions (February 2020). In connection with establishing targets for the 2020 STI program, the Committee increased Mr. Dev’s STI Target Bonus Percentage to 125%, in light of his position to market and performance as CFO, and made no changes to the target bonus percentage for any of our other NEOs.

 |
| table | | 2019 STI Bonus Amounts       |   |                           |   |                                                        |   |
------------------- | ---------------------------- | - | ------------------------- | - | ------------------------------------------------------ | - | ----------------
Named Officer       | Target Bonus Opportunity (1) | X | Company Performance % (2) | X | Discretionary Adjustment for Individual Performance(3) | = | STI Bonus Amount
Current Executives: |                              |   |                           |   |                                                        |   |
Jeffrey K. Storey   | $3,600,022                   |   | 97%                       |   | 100%                                                   |   | $3,492,021
Indraneel Dev       | 780,000                      |   | 97%                       |   | 110%                                                   |   | 832,260
Stacey W. Goff      | 720,021                      |   | 97%                       |   | 100%                                                   |   | 698,420
Scott A. Trezise    | 439,654                      |   | 97%                       |   | 110%                                                   |   | 469,111
Shaun C. Andrews    | 461,442                      |   | 97%                       |   | 110%                                                   |   | 492,359 |


| _id | d1b3576b2 |
| title |  |
| text | Interest income (expense), net consisted of the following:

Interest income is related to the cash and cash equivalents held by the Company. Interest expense recorded in 2019, 2018 and 2017 included respectively a charge of $39 million, $38 million and $37 million on the senior unsecured convertible bonds issued in July 2017 and July 2014, of which respectively $37 million, $36 million and $33 million was a non-cash interest expense resulting from the accretion of the discount on the liability component. Net interest includes also charges related to the banking

includes also charges related to the banking fees and the sale of trade and other receivables.

No borrowing cost was capitalized in 2019, 2018 and 2017. Interest income on government bonds and floating rate notes classified as available-for-sale marketable securities amounted to $6 million for the year ended December 31, 2019, $6 million for the year ended December 31, 2018 and $6 million for the year ended December 31, 2017.

 |
| table | | Year ended December 31, 2019 | Year ended December 31, 2018 | Year ended December 31, 2017
------- | ---------------------------- | ---------------------------- | ----------------------------
Income  | 55                           | 47                           | 30
Expense | (54)                         | (54)                         | (52)
Total   | 1                            | (7)                          | (22) |


| _id | d1b373e48 |
| title |  |
| text | Summarized financial information concerning our segments is shown in the tables below (in millions):
(1) Revenues for Corporate and Other represent deferred revenue purchase accounting adjustments recorded in accordance with GAAP
(2) Operating expenses for Corporate and Other includes equity-based compensation, including certain related payroll taxes, of $51.7 million, $51.4 million and $19.2 million for the years ended December 31, 2019, 2018 and 2017, respectively.

(4) Depreciation and amortization for Corporate and Other primarily represents net incremental depreciation and amortization adjustments associated with the application of purchase accounting recorded in accordance with GAAP.
(6) Receivables from related parties are included in Corporate and Other.
(7) Transition and integration costs primarily consists of legal and professional fees related to the Distribution and transition-related costs following the Distribution.

 |
| table | |                    |                    | Year ended December 31, 2017 |     |
-------------------------------- | ------------------ | ------------------ | ---------------------------- | --- | --------
                                 | Software Solutions | Data and Analytics | Corporate and Other          |     | Total
Revenues                         | $904.5             | $151.6             | $(4.5)                       | (1) | $1,051.6
Expenses:                        |                    |                    |                              |     |
Operating expenses               | 388.0              | 113.2              | 68.3                         | (2) | 569.5
Transition and integration costs | —                  | —                  | 13.1                         | (7) | 13.1
EBITDA                           | 516.5              | 38.4               | (85.9)                       |     | 469.0
Depreciation and amortization    | 101.2              | 12.8               | 92.5                         | (4) | 206.5
Operating income (loss)          | 415.3              | 25.6               | (178.4)                      |     | 262.5
Interest expense, net            |                    |                    |                              |     | (57.5)
Other expense, net               |                    |                    |                              |     | (12.6)
Earnings before income taxes     |                    |                    |                              |     | 192.4
Income tax benefit               |                    |                    |                              |     | (61.8)
Net earnings                     |                    |                    |                              |     | $254.2
Balance sheet data:              |                    |                    |                              |     |
Total assets                     | $3,223.5           | $304.7             | $127.7                       | (6) | $3,655.9
Goodwill                         | $2,134.7           | $172.1             | $—                           |     | $2,306.8 |


| _id | d1b335f80 |
| title |  |
| text | Accounts Receivable Allowances
Accounts receivable allowances reflect our best estimate of probable losses inherent in our accounts receivable balances, including both losses for uncollectible accounts receivable and sales returns. We regularly review allowances by considering factors such as historical experience, credit quality, the age of the accounts receivable balances and current economic conditions that may affect a customer’s ability to pay.

Activity in accounts receivable allowance is as follows (in thousands):

 |
| table | |         | Fiscal  |
-------------------------------- | ------- | ------- | -------
                                 | 2019    | 2018    | 2017
Beginning balance                | $4,568  | $6,890  | $2,420
Additions charged to expenses    | 5,210   | 1,980   | 4,190
Accruals related to acquisitions | —       | 37      | 4,390
Deductions from reserves         | (1,088) | (4,339) | (4,110)
Ending balance                   | $8,690  | $4,568  | $6,890 |


| _id | d1b3a0556 |
| title |  |
| text | Basic earnings per share is computed by dividing net income for the period by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income for the period by the weighted-average number of common shares outstanding during the period, plus the dilutive effect of outstanding restricted stock-based awards, stock options, and shares issuable under the employee stock purchase plan using the treasury stock method. The following table sets

treasury stock method. The following table sets forth the computation of basic and diluted earnings per share:

(1) These weighted shares relate to anti-dilutive restricted stock-based awards and stock options as calculated using the treasury stock method and contingently issuable shares under PSO and PSU agreements. Such shares could be dilutive in the future. See Note 13 for information regarding the exercise prices of our outstanding, unexercised stock options.

 |
| table | Year Ended May 31,                                                                                |         |        |
------------------------------------------------------------------------------------------------------------- | ------- | ------ | ------
(in millions, except per share data)                                                                          | 2019    | 2018   | 2017
Net income                                                                                | $11,083 | $3,587 | $9,452
Weighted average common shares outstanding                                                                    | 3,634   | 4,121  | 4,115
Dilutive effect of employee stock plans                                                                       | 98      | 117    | 102
Dilutive weighted average common shares outstanding                                                           | 3,732   | 4,238  | 4,217
Basic earnings per share                                                                                | $3.05   | $0.87  | $2.30
Diluted earnings per share                                                                                | $2.97   | $0.85  | $2.24
Shares subject to anti-dilutive restricted stock-based awards and stock options excluded from calculation (1) | 71      | 64     | 74 |


| _id | d1b32fe8c |
| title |  |
| text | PSUs, RSUs and restricted stock
Under the 2015 Plan, awards other than stock options, including PSUs, RSUs and restricted stock, may be granted to certain employees and officers.

Under our market-based PSU program, the number of shares of common stock earned by a recipient is subject to a market condition based on ADTRAN’s relative total shareholder return against all companies in the NASDAQ Telecommunications Index at the end of a three-year performance period. Depending on the relative total shareholder return over the performance period, the recipient may earn from 0% to 150% of the shares underlying the PSUs, with the shares earned distributed upon the vesting. The fair value

distributed upon the vesting. The fair value of the award is based on the market price of our common stock on the date of grant, adjusted for the expected outcome of the impact of market conditions using a Monte Carlo Simulation valuation method. A portion of the granted PSUs vests and the underlying shares become deliverable upon the death or disability of the recipient or upon a change of control of ADTRAN, as defined by the 2015 Plan. The recipients of the PSUs receive dividend credits based on the

of the PSUs receive dividend credits based on the shares of common stock underlying the PSUs. The dividend credits vest and are earned in the same manner as the PSUs and are paid in cash upon the issuance of common stock for the PSUs.

During the first quarter of 2017, the Compensation Committee of the Board of Directors approved a one-time PSU grant of 0.5 million shares that contained performance conditions and would have vested at the end of a three-year period if such performance conditions were met. The fair value of these performance-based PSU awards was equal to the closing price of our stock on the date of grant. These awards were forfeited during the first quarter of 2020 as the performance conditions were not achieved.

The fair value of RSUs and restricted stock is equal to the closing price of our stock on the business day immediately preceding the grant date. RSUs and restricted stock vest ratably over four-year and one-year periods, respectively.

We will continue to assess the assumptions and methodologies used to calculate the estimated fair value of stock-based compensation. If circumstances change, and additional data becomes available over time, we may change our assumptions and methodologies, which may materially impact our fair value determination.
The following table is a summary of our PSUs, RSUs and restricted stock outstanding as of December 31, 2018 and 2019 and the changes that occurred during 2019:

 |
| table | (In thousands, except per share amounts)                                | Number of Shares | Weighted Average Grant Date Fair Value
----------------------------------------------------------------------- | ---------------- | --------------------------------------
Unvested PSUs, RSUs and restricted stock outstanding, December 31, 2018 | 1,570            | $18.52
PSUs, RSUs and restricted stock granted                                 | 897              | $9.63
PSUs, RSUs and restricted stock vested                                  | (368)            | $17.23
PSUs, RSUs and restricted stock forfeited                               | (208)            | $18.24
Unvested RSUs and restricted stock outstanding, December 31, 2019       | 1,891            | $14.58 |


| _id | d1b37e8de |
| title |  |
| text | Restricted Cash
The following table provides a reconciliation of the Company’s cash and cash equivalents, and current and non-current portion of restricted cash reported on the consolidated balance sheets that sum to the total cash, cash equivalents and restricted cash as of January 31, 2020 and February 1, 2019 (table in millions):

Amounts included in restricted cash primarily relate to certain employee-related benefits, as well as amounts related to installment payments to certain employees as part of acquisitions, subject to the achievement of specified future employment conditions.

 |
| table | | January 31, 2020 | February 1, 2019
------------------------------------------------ | ---------------- | ----------------
Cash and cash equivalents                        | $2,915           | $3,532
Restricted cash within other current assets      | 83               | 35
Restricted cash within other assets              | 33               | 29
Total cash, cash equivalents and restricted cash | $3,031           | $3,596 |


| _id | d1b36065e |
| title |  |
| text | Net Earnings Per Share (“EPS”)
Basic EPS is computed by dividing net earnings available to common stockholders by the weighted average number of common shares outstanding during each year. Diluted EPS is computed on the basis of the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method. Dilutive potential common shares include outstanding RSUs.

A reconciliation of the denominators of the basic and diluted EPS calculations follows (in thousands, except per share data):

In 2019, 2018 and 2017, approximately 42,000, 17,000 and 40,000, respectively, of our RSUs were not included in the diluted EPS calculations because their inclusion would have been anti-dilutive. These share-based awards could be dilutive in the future. In the year ended December 31, 2019, certain potential outstanding shares from convertible senior notes and warrants were not included in the diluted EPS calculations because their inclusion would have been anti-dilutive.

 |
| table | |          | Years Ended December 31, |
--------------------------------------------------- | -------- | ------------------------ | -------
                                                    | 2019     | 2018                     | 2017
Numerator:                                          |          |                          |
Netearnings                                         | $159,407 | $163,677                 | $90,683
Denominator:                                        |          |                          |
Weighted-average shares used to compute basic EPS   | 35,538   | 35,586                   | 35,741
Dilutive potential common shares due to dilutive:   |          |                          |
RSUs, net of tax effect                             | 421      | 423                      | 466
Weighted-average shares used to compute diluted EPS | 35,959   | 36,009                   | 36,207
Net earnings per share:                             |          |                          |
Basic                                               | $4.49    | $4.60                    | $2.54
Diluted                                             | $4.43    | $4.55                    | $2.50 |


| _id | d1b35b668 |
| title |  |
| text | Group Value Added Statements
Note:
(1) FY 2018 included the gain on disposal of economic interest in NetLink Trust of S$2.03 billion.

 |
| table | | FY 2019    | FY 2018
-------------------------------------------- | ---------- | ----------
                                             | S$ million | S$ million
Value added from:                            |            |
Operating revenue                            | 17,372     | 17,268
Less: Purchases of goods and services        | (10,307)   | (9,716)
                                             | 7,065      | 7,552
Other income                                 | 225        | 259
Interest and investment income (net)         | 38         | 45
Share of results of associates (post-tax)    | 1,563      | 1,804
Exceptional items (1)                        | 68         | 1,895
                                             | 1,894      | 4,003
Total value added                            | 8,959      | 11,555
Distribution of total value added            |            |
To employees in wages, salaries and benefits | 2,597      | 2,760
To government in income and other taxes      | 675        | 703
To providers of capital on:                  |            |
- Interest on borrowings                     | 393        | 390
- Dividends to shareholders                  | 2,857      | 3,346
Total distribution                           | 6,522      | 7,199
Retained in business                         |            |
Depreciation and amortisation                | 2,222      | 2,250
Retained profits                             | 238        | 2,127
Non-controlling interests                    | (23)       | (21)
                                             | 2,437      | 4,356
Total value added                            | 8,959      | 11,555
Average Number of employees                  | 24,071     | 25,614 |


| _id | d1a7227c0 |
| title |  |
| text | NOTE 17—SPECIAL CHARGES (RECOVERIES)
Special charges (recoveries) include costs and recoveries that relate to certain restructuring initiatives that we have undertaken from time to time under our various restructuring plans, as well as acquisition-related costs and other charges.

 |
| table | |         | Year Ended June 30, |
----------------------------------------------------------- | ------- | ------------------- | -------
                                                            | 2019    | 2018                | 2017
Fiscal 2019 Restructuring Plan                              | $28,318 | $—                  | $—
Fiscal 2018 Restructuring Plan                              | 515     | 10,154              | —
Fiscal 2017 Restructuring Plan                              | 898     | 7,207               | 33,827
Restructuring Plans prior to Fiscal 2017 Restructuring Plan | (620)   | 279                 | (340)
Acquisition-related costs                                   | 5,625   | 4,805               | 15,938
Other charges (recoveries)                                  | 983     | 6,766               | 14,193
Total                                                       | $35,719 | $29,211             | $63,618 |


| _id | d1b33e824 |
| title |  |
| text | In the following table, we provide information regarding our common stock repurchases under our publicly-announced share repurchase program for the quarter ended December 31, 2019. All repurchases related to the share repurchase program were made on
the open market.

the open market.
During the year ended December 31, 2019, we repurchased a total of 1,640,055 shares at an average price per share of $70.65 under our publicly-announced share repurchase program. In January 2020, our Board of Directors authorized the Company to repurchase up to an aggregate of $50 million of the Company’s common stock.

 |
| table | Period                         | Total number of Shares Purchased | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs
------------------------------ | -------------------------------- | ---------------------------- | -------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------
October 1 - October 31, 2019   | 13,425                           | $78.21                       | 13,425                                                                           | $48,950,059
November 1 - November 30, 2019 | 245,454                          | 76.95                        | 245,454                                                                          | 30,062,919
December 1 - December 31, 2019 | 185,973                          | 80.95                        | 185,973                                                                          | 15,008,242
Total                          | 444,852                          |                              | 444,852                                                                          | |


| _id | d1b358990 |
| title |  |
| text | Note 20 Trade payables and other liabilities
(1) Represents BCE’s obligation to repurchase the BCE Master Trust Fund’s (Master Trust Fund) 9% interest in MLSE at a price not less than an agreed minimum price should the Master Trust Fund exercise its put option. The obligation to repurchase is marked to market each reporting period and the gain or loss is recorded in Other expense in the income statements.

 |
| table | FOR THE YEAR ENDED DECEMBER 31                                          | NOTE | 2019  | 2018
----------------------------------------------------------------------- | ---- | ----- | -----
Trade payables and accruals                                             |      | 2,604 | 2,535
Compensation payable                                                    |      | 589   | 589
Maple Leaf Sports and Entertainment Ltd. (MLSE) financial liability (1) | 26   | 135   | 135
Taxes payable                                                           |      | 101   | 129
Derivative liabilities                                                  | 26   | 49    | 27
Severance and other costs payable                                       |      | 35    | 63
Provisions                                                              | 23   | 33    | 66
CRTC tangible benefits obligation                                       | 26   | 28    | 38
CRTC deferral account obligation                                        | 26   | 13    | 16
Other current liabilities                                               |      | 367   | 343
Total trade payables and other liabilities                              |      | 3,954 | 3,941 |